Holly Springs gazette., 1841-09-23

-.
conracan express acknowledgement OF Indebtedness 10 te
BanL-together with express power given 10 Inc DahN ~
sell and negotiate them ito any person w wnoiso n
bearen What the legal construction otths contractF III
asc raining this we look to It's phraseoogy anu see
what was the meaning and intention OF the contracting
We must consfue the words Of the instrument In their ord
nary sense and accepa.ionFlrst there an ulequveca
of the indebtednes second uncondon
al promise pay; third direct undertaking TO pay lhe
amount of the bonds with al the rate OF i've per cent
per annum and fourth thes promises and undertakings are
witnessed bv the most solemn atestallonS Ihs pohu
drawn up proper form and style and as instrument detach
from the charter of the bank IS thrown into market eu
ary pned and authenticated bearing upon It's face the states
declaration "Ku0c all these presents that the State
Of Mississippi ndebted &c The purchaser there then
was commanded by the know that she legally
debted to the Bank that she would pay that debt and
her promise was the evidence that she bound and would
nav But suppose that the purchasers of the bonds looked
beyond the the bonds othe chaerhe contract made
and entered into between the State and the stockhoders
who ar the parties the contract The contracting parties
are The state and tie Stockholders The bond holders
no ars 20 the charter contract They only parties
tie The contract entered into between the
State and the stockholders substantive and independent
contract-The stockholders may fail to perform their
garements with but surely such failure form
legal and honest plea for the State not to perform hers
Another objection which has been raised against the pay
of the bonds that the terms and conditions which
the State undertook them have been altered and
changed by the supplemental charter the bank which char
ter acted upon by Legislature when change
or alter these and conditions required the action of
two distinct and independent Legislatures Let for a
ment the idea that the supplement did undertake
and alter the and conditions upon which the
contracted with the stockholders her bonds
for the purpose of enabling the bank raise the contemp
ted loan what will it avail Can it effect the validity of the
execution ofthe bonds2 By Ii would only
that these attempted changes and alterations were illegal and
void and being not binding They are, unconstu
tona a dead letter, and of efficacy whatever There
is principle better settled than that portion of law
may be void and the good The fact that
provision of law uonal does render
the whole vodone part stand and the other So
if the original charter incorporating the Union Bank pcdg
ing the faith and credit OF the State be constitutional
sary follows shat any single subsequent Legislature have
undertaken to alter and change the features the original
charter which they had power and authority do
alterations and changes cannot effect the consuonay of
the original charter the validity of the execution of the
bonds because these alterations and changes illegal ut
ery void and OF course have no existence But will
ice feature in the supplemental charter which relied
upon show that the bonds unlawful 1t is this that
the first section OF the supplement makes and constitutes the
the khoder the bank authorizes the
enor rbe for five millions stock the name of the
State to be paid for out proceeds arising from the "a
of the bonds Now will be observed that section does not
change alter the original charter but fact ad
dtion that charter and independent feature. BIT
entirely competent for the Legislature who passed
the supplement make and constitute the State ockhoder
No at this late day. successfully argue that Leg
islature has perfe right to charter bank and make
the State sockhoder in such bank bank corporation
then be created by the single Legislature No
part the original charter required the action of
two Legislatures except that proposed pledge the faith and
credit the State consequently the stockholders
y and completely Incorporated such the first of
the original charter upon lis second passage Then
become q
stockholder bank the which in
corporate private persons constitute the State sockhoder?
Assuredy Keep mind the provisions of the 9th sec
tlon OF the 9TH article of the Constitution Is there
phrase which breahes the dea that order
make the State sockhoder bank that the charter or
act ofncoporaon should be passed by legislative bodies
The 9Th section OF the 9TH article OF the Constitution only
ies to the mode and by which the faith and credit of
the State shall be pledged Then the incorporation of the
State stockhodc in the Union Bank fell within the COM
and ordinary range fegsaon and such only re-
qured the action of Legislature and the approval of the
Executive to give the act supplement force and validity
The supplemental charter creating the State sockholder
could by possible enlarge the faith of
the State already pghed under the provisions of the origin
al act of incorporation The for which the State has
pledged her faith is precisely the But will be per-
ceved that the abay ofhe State cckhoder in the bank
entirely distinct from her liability upon her bonds As
State or sorercgaty she pledged her faith and credit as
st0ckh0tder she assumed and substantial qbf NOT
as State or Soreretgnty but andirduaL-a com
citizen; for if State becomes a partner in tradno
company stockhoder bank she divests herself so
r as concerns that company bank her sovereign char
acer This is sound and well settled principle running
through all The authorities Then if the State pledged her
orerelgn faith, she did IN her souereign and
gOrernental name and characters as stockhoder in pr
vae corporation she could pledge her faith her
ash therefore, her liability founded upon that pledge is
rely different from her liability sockholder As stock
holder she acts in pirate citizen capacty-n pegn the
ah and credit The State she her soprcig capacity
Then her character stakeholder distinct from her
Character State soveregntv and she could only
IN the latte H. &"