ployed to drive a motor truck fell from it, and was run over and killed by it, it was held that, if the disability which caused him to fall, although arising from a chronic heart trouble, was brought on by any strain or excitement incident to the employment, liability under the act attached. The court stated that, whatever predisposing physical condition may exist, if the employment is the immediate occasion of the injury, it arises out of the employment, because it develops within it; that the mere fact that the employee's state of health is such as to expose him to greater risks in performing his duties, or at times incapacitate him for safeguarding himself from dangers incident thereto, does not render such dangers and risks any less incident to the employment than if the employee were better able to meet them in safety; but it was stated that, if the proximate and immediate cause of the injury was from disability arising solely from an idiopathic or subjective condition, no recovery under the Compensation Act could be had. (Generally, as to overexertion and excitement, see annotation in 6 A.L.R. 1256.)

In Bucyrus Co. v. Townsend (1917) 65 Ind. App. 687, 117 N. E. 656, an award of compensation for the death of an employee was sustained, although it appeared that he was suffering from heart disease at the time of his death, which was aggravated and accelerated by a fall which he received in the course of his employment.

an

And in Deem v. Kalamazoo Paper Co. (1915) 189 Mich. 655, 155 N. W. 584, a finding of the commission was held conclusive that the death of an employee was the result of accident, where there was evidence that he was a "beater" engineer, and slipped and fell, striking his head and shoulder, and was found in an unconscious condition, but that after several days at home he returned to work, and while working was seen to fall, and was found dead, and there was medical testimony that he died from concussion of the brain, resulting from the first injury, although there

was also evidence that he had been troubled for three years with a cardiac disturbance.

In Trackway v. Connelly & Sons (1909) 3 B. W. C. C. (Eng.) 37, it was held that the evidence did not show that death resulted from an accident, where there was evidence that the deceased was a driver of a bus; that, after having backed his bus against the curb, he fell to the ground, causing a wound on his forehead; that his heart was greatly enlarged; and the medical testimony was in direct conflict as to whether death was due to a sudden heart attack, or concussion of the brain resulting from the fall.

f. Sustaining a blow.

In Mansfield Engineering Co. v. Winkle (1921) — Ind. App. - 133 N. E. 390, a finding was held justified that the death of a workman was caused by an accidental injury which arose out of and in the course of his employment, where there was evidence that the rupture of his heart was a probable result of the shock produced by a blow on the head, which he sustained during the course of his work, although there was conflicting evidence on the question.

g. Being crushed.

In Springfield Dist. Coal Min. Co. v. Industrial Commission (1921) 300 Ill. 28, 132 N. E. 752, the evidence was held insufficient to show that the accident was the cause of the applicant's permanent disability, where the two doctors who were witnesses testified that the heart disease from which he was suffering was present before an injury to his ribs, and one of them stated that the disease from which he was suffering was never the result of an outside injury, and that there were no results remaining from injury, and the other stated that the squeezing he received in the accident might have aggravated the existing disease. It was held, however, that the applicant should be given an opportunity to show to what extent the injury contributed to his permanent disability. J. T. W.

the

valid until the amendment has been filed with the proper public officials as required by statute.

[See 7 R. C. L. 112.]

- what is fundamental change in corporate charter.

13. An amendment of a corporate charter, changing stock from stated to

nonpar value, increasing the number of shares, and providing for preferred stock which has not previously existed, is fundamental within the rule that statutory requirements must be substantially complied with to make it effective.

[See 7 R. C. L. 98.]

The fictitious increase of stock is not permissible, nor is it permissible that corporations may issue stock except for money, labor done, or property actually received by the corporation.

Nelson v. Hubbard, 96 Ala. 238, 17 L.R.A. 375, 11 So. 428; Williams v. Evans, 87 Ala. 725, 6 L.R.A. 218, 6 So. 702; State ex rel. Sanche v. Webb, 97 Ala. 111, 38 Am. St. Rep. 151, 12 So. 377; Fitzpatrick v. Dispatch Pub. Co. 83 Ala. 604, 2 So. 727; Minge v. Clark, 190 Ala. 388, 67 So. 510; State ex rel. White v. Citizens Light & P. Co. 172 Ala. 232, 55 So. 193.

The right to vote on all matters of corporate concern is an incident of the ownership of stock.

Griffith v. Jewett, 9 Ohio Dec. Reprint, 627.

Mr. A. F. Fite, for appellees:

The "Nonpar Act" is not unconstitutional.

Davis v. State, 68 Ala. 58, 44 Am. Rep. 128; State ex rel. Meyer v. Greene, 154 Ala. 254, 46 So. 268; Lovejoy v. Montgomery, 180 Ala. 473, 61 So. 597; State ex rel. Mobile v. Board of Revenue & Road Comrs. 180 Ala. 489, 61 So. 368; Ex parte Bozeman, 183 Ala. 91, 63 So. 201.

Stock in a corporation is only evidence of the right of the holder or owner to share in the proceeds of the corporation's property.

Hall v. Alabama Terminal & Improv. Co. 173 Ala. 398, 56 So. 235; Marbury Lumber Co. v. Hunter, 169 Ala. 503, 53 So. 1028.

It was competent for defendant to change its stock from par to nonpar value.

People ex rel. Recess Exporting & Importing Corp. v. Hugo, 191 App. Div. 628, 182 N. Y. Supp. 9; State ex

rel. Standard Tank Car Co. v. Sullivan, 282 Mo. 261, 221 S. W. 728; North American Petroleum Co. v. Hopkins, 105 Kan. 161, 181 Pac. 625; Detroit Mortg. Corp. v. Secretary of State, 211 Mich. 320, 178 N. W. 697, 182 N. W. 526; Bernstein v. Kaplan, 150 Ala. 222, 43 So. 581; Kansas City, M. & B. R. Co. v. Stiles, 182 Ala. 138, 62 So. 734; Avondale Land Co. v. Shook, 170 Ala. 379, 54 So. 268.

Thomas, J., delivered the opinion of the court:

The bill sought to enjoin respondents from filing a certified copy of amendment to corporate charter of Winona Coal Company, and from doing corporate acts thereunder.

The alleged amendment purports to have been adopted after due notice by the holders of two thirds in value of outstanding stock in said corporation, who will (1) authorize the issuance of stock, common or preferred, without nominal or par value; (2) "change the var value of the shares of stock from $100 per share to common stock without nominal or par value;" and (3) increase the capital stock of the corporation from 100 shares of common stock of the par value of $100 per share, to 11,000 shares of stock without nominal or par value, of which 10,000 shares would be common stock, and 1,000 shares preferred stock.

The original articles of incorporation recited as to its capitalization that "the amount of the total authorized capital stock of the said

corporation is $10,000, of the

par value of $100 per share; and that the amount of capital stock with which said proposed corporation will begin business is $3,000.

That the names and postoffice addresses of the incorporators, and the number of shares of stock subscribed for," were as stated, and paid in as so subscribed by the complainants, Dimmick and Aldridge.

The equity of the bill is grounded on the assumption that §§ 2 and 3 of the "Nonpar Act," by Mr. Acker, approved September 26, 1919 (Gen. Acts, p. 698), are in violation of §§ 234 and 237 of the Constitution of 1901. It is averred that "the said officers, complying with such certificate, will issue certificates of stock of said corporation without nominal or par value in lieu of and in exchange for existing certificates of the shares of stock of said corporation now outstanding, claiming authority so to do under § 3 of the act of the legislature of Alabama approved September 26, 1919, entitled, 'An Act to Prescribe the Various Classes of Stock That May Be Issued by Corporations, to Declare the Rights, Powers and Limitations of the Holders of the Same, and to Prescribe the Methods of Authorizing the Issue Thereof, and to Provide a Remedy against Any Unauthorized or Illegal Issue Thereof Heretofore or Hereafter Made, and a Statute of Limitations Barring That or Any Other Remedy against the Same;' . . . that said officers and directors have contracted to sell and will issue preferred stock of said corporation without nominal or par value in pursuance of the authority conferred by §§ 2 and 3 of said Act of September 26, 1919 (Acts 1919, p. 698), which said preferred stock will have the preferences and rights set forth in the purported amendment of said charter; that said new shares of stock, both common and preferred, will be sold at a price less than $100 per share, regardless of the fact that orator heretofore paid $100, the full par value of the

The duty of this court in passing upon the constitutionality of legislative acts has often been defined. Lovejoy v. Montgomery, 180 Ala. 473, 61 So. 597; Fairhope Single Tax Corp. v. Melville, 193 Ala. 289, 306, 69 So. 466; McDavid v. Bank of Bay Minette, 193 Ala. 341, 350, 69 So. 452; State ex rel. Mobile v. Board of Revenue & Road Comrs. 180 Ala. 489, 61 So. 368; Ex parte Bozeman, 183 Ala.

stitutionality of

91, 63 So. 201. It Constitutional law-duty of one is elemental that assailing conone assailing a stat- statute. ute on the ground that it is unconstitutional assumes the burden of vindicating his position, and that the constitutional provisions designed for the security of the elementary -construction rights of life, liber- in favor of ty, and property should be construed liberally in favor of the citizen. State ex rel. Meyer v. Greene, 154 Ala. 249, 254, 46 So. 268, and authorities collected in Williams v. Schwarz, 197 Ala. 40, 46, 47, 72 So. 330, Ann. Cas. 1918D,' 869; Denson v. Alabama Fuel & I. Co. 198 Ala. 383, 393, 73 So. 525.

citizen.

Of pertinent constitutional provisions is the general authority of the legislature to enact laws for the formation and government of domestic corporations, derived from § 229, as follows: "The legislature shall pass no special act conferring corporate powers, but it shall pass general laws under which corporations may be organized and corporate powers obtained, subject, nevertheless, to repeal at the will of the legislature; and shall pass general laws under which charters may be