On rule to show cause why writ of mandamus should not issue.
For the relator, Stanley W. Greenfield.
For the respondent, Martin P. O'Connor.
Before Justices Case, Donges and Colie.
The opinion of the court was delivered by
DONGES, J. This is an application for a writ of mandamus to compel the corporate respondent to permit the relator, a stockholder of the corporation, to examine the list of stockholders of the respondent.
The respondent is a banking corporation and the statute, R.S. 17:4-52, provides:
"The president and cashier or secretary of every bank or trust company shall at all times cause to be kept a true and accurate list of the names of the stockholders of record of the corporation, with the amount of the stock held by each. The
list shall at all times during business hours be open to the inspection of any stockholder."
No decisions under this statute are cited, but the provisions are similar to those of the General Corporation Act, R.S. 14:5-1:
"Every corporation of this state shall keep at its principal office the transfer books, in which the transfer of stock shall be registered, and the stock books, which shall contain the names and addresses of the stockholders and the number of shares held by them respectively, open at all times during the usual hours for business to the examination of every stockholder, and for the transfer of stock."
The principles that govern a stockholder's right to examine the books of a corporation have been laid down in the cases. "It seems clear that a stockholder is entitled to examine the books of the company unless it be shown that the examination is not sought in good faith and for some ulterior motive." Vernam v. Scott, 12 N.J. Mis. R. 177. "The common law recognized the right of a stockholder to inspect the books of a corporation where the ...