Vanderbilt Law Review


John W. Wade

First Page



There are three Tennessee Supreme Court cases involving Conflict of Laws and an equal number of federal cases arising in Tennessee. One of the state cases raises constitutional questions and the United States Supreme Court may someday disagree with the Tennessee court.

"Stockholders' Liability." This case is Paper Products Co. v. Doggrell. The facts are not complicated, but a rather involved mix-up developed between the state and federal courts.

Doggrell, Konz and Whitaker were sole stockholders in an Arkansas business association entitled Forest City Wood Products, Inc., with principal office located in St. Francis County, Arkansas. Doggrell and Konz were Tennessee residents and left the management to Whitaker. The corporate charter was prepared and filed with the Secretary of State, but Whitaker failed to file it with the Clerk of the County Court of St. Francis County, as required by Arkansas statute. The organization became bankrupt and creditors sought to hold Doggrell and Konz individually liable under a decision of the Arkansas Supreme Court construing the filing statute and holding that Whitaker was personally liable.