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Cooper v. Stringfellow

Citations: 519 So. 2d 940; 1988 Ala. LEXIS 25; 1988 WL 8664Docket: 86-742

Court: Supreme Court of Alabama; January 14, 1988; Alabama; State Supreme Court

Narrative Opinion Summary

In this appellate case, the plaintiff, Cooper, contested a judgment unfavorable to her concerning a declaratory judgment and an amended complaint. The case involved claims against the estate of Donald Rufus Stringfellow and West-Aire, Inc. Cooper sought the endorsement of a stock certificate by Stringfellow, which the court denied on grounds of laches, due to her inaction until after Stringfellow's death. Additionally, Cooper pursued a $35,000 claim against West-Aire, Inc. based on a promissory note, which was barred by the statute of limitations since more than ten years had lapsed since the note's execution. The court also upheld a counterclaim by the executrix of Stringfellow's estate for possession of the stock certificate due to Cooper's failure to engage in corporate affairs. Despite several defenses raised by West-Aire, Inc., including accord and satisfaction, laches, and collateral estoppel, the court's decision was primarily based on the statute of limitations. The trial court's findings were affirmed, citing sufficient evidence and proper application of legal principles, as well as relevant Alabama statutes.

Legal Issues Addressed

Accord and Satisfaction as a Defense

Application: Although raised, the defense of accord and satisfaction was not addressed by the court due to the primary issue being resolved under the statute of limitations.

Reasoning: The Court noted that the plaintiff initially claimed to have received corporate stock in April 1980 as full satisfaction of the debt owed by the corporation.

Counterclaim for Possession of Corporate Assets

Application: The trial court granted the executrix's counterclaim for possession of the stock certificate and related corporate property due to Cooper's failure to act as a stockholder.

Reasoning: Consequently, the court also granted Stringfellow's counterclaim for possession of the stock certificate and corporate property.

Laches in Equity Claims

Application: The court applied the doctrine of laches to bar Cooper's claim for endorsement of a stock certificate due to her unreasonable delay in seeking the endorsement until after the decedent's death.

Reasoning: Her request for Stringfellow to endorse a stock certificate was barred by laches, as she delayed seeking the endorsement until after Donald's death, despite knowing it was necessary.

Statute of Limitations on Demand Notes

Application: Cooper's claim against West-Aire, Inc. for $35,000 based on a demand note was barred by the statute of limitations, as more than ten years had elapsed since the note's execution.

Reasoning: Her claim against West-Aire for $35,000 based on a demand note was barred by the statute of limitations.