The one question presented for decision on this appeal is this: Are the facts alleged in defendant’s answer and further answer sufficient to constitute a plea of fraud, undue influence and coercion prac*438ticed by plaintiffs in procuring defendant’s execution of tbe contract set out in tbe complaint and admitted in tbe answer? Tbe court below answered in tbe negative. A careful consideration of tbe record leads us to tbe opposite conclusion.
Tbe defendant, in support of bis allegation that be was induced to sign tbe contract “by tbe fraud, duress and coercion of tbe plaintiffs,” avers in substance tbat be is uneducated and inexperienced, being a machine fixer in tbe mill; tbat be bad no access to tbe books and records of tbe corporation wbicb were at all times in tbe custody of plaintiffs; tbat plaintiffs knowingly and falsely, with intent to deceive, grossly misrepresented tbe value of tbe stock, of wbicb value be bad no knowledge; tbat be was deceived thereby; tbat each stockholder was paid annually a bonus equal to 20% of the face value of bis stock in addition to dividends and salaries; tbat plaintiffs asserted tbat if be did not sell, they, through their majority control, would discontinue bis bonus and deprive him of all future dividends, “pictured to tbe defendant tbe many injurious consequences tbat would result to him if be did not sell bis stock at once at tbe price offered”; tbat they continued to make threats about tbe methods they would use to prevent him from realizing any further income from bis said stock and “did ‘bulldoze’ tbe defendant and by threats of depriving, him of all future profits on bis stock, and by misrepresenting tbe true value of bis stock, did inveigle tbe defendant into signing said contract.”
Thus, on defendant’s allegations it would seem plaintiffs not only knowingly falsely represented tbe value of tbe stock to be much lower than its real value, but also, by virtue of their complete control of corporate affairs, placed defendant in tbe position where be was compelled to sell at their price or else suffer tbe loss of tbe income-producing quality of bis stock which, in turn, would destroy or materially reduce its market or sales value. It was not a case of take it or leave itj but a case of take it or lose it. ■ He was compelled to choose whether be would be cast against Scylla or engulfed in Oharybdis. So be alleges. He is entitled to bis day in court to seek to make good these allegations.
Tbe judgment below is
Reversed.