Brief Fact Summary. Plaintiff, Southern-Gulf Marine Co. No. 9, Inc., contracted with Defendant, Camcraft, Inc., to buy a supply vessel from Defendant. Defendant refused to comply with the agreement, arguing that the contract was invalid because Plaintiff was not incorporated in Texas as the initial agreement stated.
Synopsis of Rule of Law. A party can not justify the nonperformance of a contractual obligation by the other party’s lack of corporate capacity or the lack of stated corporate capacity.