Southern Argus. [volume] (Columbus, Miss.) 1834-1842, 1842-06-07

pleading it would render it subject to the
demurrer. Tho plea sets up three dis
tinct matters, which Nre repugnant and
contradictory. First, that the stock. hold
ers refused 10 receive the State bonds; Sc.
cond that they were not stockholders, and
third, that they had surrendered their char
ter. If they were not stockholders, they
had no right TO refuse the bonds, or to sur
render the bank charter. If they were
stockholders, they could not 1ivest them.
selves of that charter by their mere reso-
lutons. We might leave this plea with
out further comment; but it is perhaps
that we should give some consideration to
the matter pleaded. If the corporation
could only exist on condition that the bonds
intended for the. benefit of the stockholders
should be received by them, then this plea
would present a ques ton whether the cor
poration had not been dissolved by their
refusal; bat it was provided that the State
should become stakeholder, and if the
State has taken its stock, then the corpo-
ration may still exist. And again, whether
the supposed stockholders were really so
or not, still the State may be the only
stockhoIder, Ga question which the record
does not enable US 10 decide, and in that
case the corporation was not necessarily
dissolved. And lastly, even if the charter
was surrendered as the plea AYERS, and &C
cepted according to the provisions of the
act of $40, still there is saving in the
10th section of that act of all corporate
powers necessary for the liquidation of It's
affairs, and under this saving it may still
sue for the purpose of collection.
The fifth plea is that the post notes re-
ceived on the loans, had printed on them
the words ''the faith the State pledged"
which was material part Of the contract
and it AYERS that the bank had not the right
to issue notes pledgng the faith OF the
State for their redemption. The plea does
not allege that the defendant was deceiv
ed or defrauded by this, nor does it allege
that any deception was practised on him.
He was probably as well informed at
the times he took the notes as he is now
that the bank had no right 10 make any
such pledg>. il was matter about which
he is presumed to have been informed
The faith Of the State can only be pledged
in particular way, and when it Is done
every person is informed of it.-These
words did not amount TO a pledge of the
faith of the State,and the defendant must
have known that they did not, and Team
not perceive how this matter, pleaded as
it il, could be considered as a bar 10 the
action.
The last plea is, that neither the entire
original charter, nor the fifth section there
fore was published for the length of time
required by the constitution; but that the
same were published in the Mississipplan
for eleven weeks only previ Gus to the
election, and in certain other papers only
ten weeks, and that being an act pledging
the faith Of the State for the payment of
money, it is void unless the constitution
has been strictly followed.-The answer
10 this is, that it was OF y necessary to
publish the charter, because by the fifth
section The faith Of the State was pledged
for the payment of a contemplated loan;
and if the charter may still exist without
the aid of the fifth section, then the plea is
bad. We have already seen that part of
a law may be valid and another part inval
id unless their dependence be such as ne.
cessary to destroy both. The fifth sec.
ton is u condition on which the charter
depends, but it Is a provision, merely, 10
aid of the general object. The legislature
had it in view 10 establish bank, but it
was evident that capital would be want
ing 10 ensure their success. The bank
was established by the first section with
capital of fifteen millions five hun
dred thousand dollars, to be raised BIZ
means of a loan, to be obtained by tie
directors Of the institution. To ena.
bic them to effect this loan the State
agreed 10 lend its aid: hence the fifth sec.
ton declares, - hat in order 10 facilitate
the said Union Bank for the said loan of
fifteen millions five hundred thousand dol.
lars, the faith of the State be, and is hereby
pledged both for the security Of the capital
and interest" The State, then, undertook
to become responsible that the loan should
be paid but the stockholders were by the
8th section required TO give mortgages on
estate for the payment of the capital ind
interest although the Governor was direc.
ted to execute the bonds to be given for the
loan, yet the bank was required to pay the
bonds at maturity. That which is intend.
ed to facilitate or aid the subscribers for
stock cannot he regarded as limitation or
condition in The charter. 1.-THE fifth section
and others in relation to The pledge of the
State were stricken out, the charter IS sill
sufficiently perfect to be valid. Suppose
the subcribets for stock had chosen 10 re-
lect this aid, and had actually paid the
amount Of their stock in money could their
right to do so he questioned! 1t SCENE 10
me that il could not. The fifth section pro-
fesses to do no more than to point out the
means to accomplish the end, but it does
not deprive the stockholders Of the right TO
accomplish the end by other means. 1t is
prefer on the part of the State 10 become
security for the stockholders, on condition
of being Unidentified by mortgages on real
estate. Suely, then, this provision may be
void without affecting the balance of the
charter, and ifso, the plea was bad on de-
murfer.
have thus exmined the several pleas and
have endeavored to confne my remarks
strictly to the questions present by the re.
cord with view to avoid even an intima.
| II. -, apxy r,,or,;or IL