Richmond enquirer. [volume] (Richmond, Va.) 1815-1867, 1849-02-27
For The Enquirer.
TO THE STOCKHOLDERS OF THE

wish 10 call the attention OF the siockholder:
10 The proceedings OF The managers OF This com
pany who appear In me 10 have very lar tIan-
scended any authority vested in them IN regarc
10 the extension oil the road from The Junction IL
Richmond. Ii will be recollected that, al The
annual meeting Of The stockholders, held a
Louisa Court House on The l7th day OF July
1913, The following preamble and resolution were
adopted:
"Whereas, the Richmond, Fredericksburg and
"Polomac Railroad Company, al their annuaI
Injecting on The 29sh day Of May, lS4S, declined
10 ~s,ipulale and agree" 10 certain conditions pre-
scrited in Inc act entitled ian act for The extern
"sion OF The Louisa Railroad 70 The Dock in the
"cily OF Richmond, passed March 9th, lS4S:"
"Resolved, Thai this company accept The pro.
DIVISIONS CT said recited act and thar the engineers
"ot this company be requested 10 make a survey
"and estimate of The cost Of constructing the road
"lrorn the Junction 10 Richmond, and il no unex-
"pecled difficulties are discovered, that The Board
cake The necessary steps to have the funds raised
"by subscription Of stock with a view 10 the con.
0slruction OF the road IS soon as practicable"
This resolution, drawn up ant submitted by a
eentlenan ci great ~practica experience in tech
nical composition, Intended, | presume, 10 confer
upon The Directors the pfeci,e powers sci forth
therein and none other; and these powers were 10
cause 4 survey and estimates TO hs made, and i!
no difficulty occurred 10 open books of subscrip-
lion tor stock. Here lneiT power ended, 50 far as
respected this subject; Tor the concluding para
graph Of The resolution coniers no power what
ever, but simply expresses The object The stock
holders had in view III co3iening The pow.
els before reciIed, which was cl. arly 10 huild
ihr road "as soon a practicable" pr0rided
money snosgA COLD B. iated BY subscription
of stock 10 mill them 10 do 80. Now let IS Turn
oar attention TO The proceedings OF The Directors,
and see now lar their conduct and operations
have been governed by the special powers with
which they were invested by he resolution
They have caused the survey and estimates T.
be made, and have opened books Tor subscription
81 STOCK. Have they stopped here. where their
powers were clearly exhausied2 SO Tar from IL
they have proceeded To lay on. The road and 10
put a large portion OF il under contract, and that
100 mol only without! pretending that stock enough
was subscribed tor that purpose; bu! Without even
any report having been made 10 The stockholders
by the commiss toner's, Tor opening and supervis-
ing lie subscription books. Il is moreover, no.
tnrinms. that with he same destituIion oi aullo-
fry, they are now engaged IN mahiu9 applica-
ton 10 the Legislature Tor a Stale subscription OF
Two or three hiihs vi The amount necessary 10
construct The work. Ill am correctly informed,
he Directors have also covenahIec with The con-
tractors on the work, not only ITO pay in bonds of
the company, which OF course, | presume, are 10
be secured Ipou the sock and profits of the in
%sliturion, bur Ia guarantee them against loss, in
case The progress OF the work sbGuli be- arrested
By any thing growing our ut a suit lately instI.
lulei BY the Richmond, Fredericksburg and Pc
iomac Railroad Company, against the Louisa
Company, for any, infraction Of their charter in
constructing The proposed new road. ! under
stand also, that they are contracting 10 pay No.
ney Tor The roadway through the various farms
On the line Of The Improvement. Surely no such
proceedings ccald have been contemplated BY
Genl. Gordou's resolution. II is almost incredi-
nle: ye, the newspapers will inform you tina, The
Directors are actually calling in instalmenls on
subscriptions tina, have never been reported 10
The stockholders, ard q. course never submitted
to lha usual forms OF reception and confr-
nation by them No parallel, ! should think.
can be found 10 the exercise OF 50 great, 50 i'm
portant and extensive powers, without the plain
and unquesiiUnaDlc authority oi the stockholders
Why This hot hasle 10 plunge into engagements
that may lead The company into dlfhcnlties2 The
stockholders might easily have been called To-
eethcr, and | feel assured that there ARE con.
sideralions connected with the subject OF this
extension" sufficiently grave 10 have elected
their serious reflection. In regard 10 this very
controversy between The Two companies there
is atihe least a difference OF opinion among pro-
~tessiona! men, and, il | am correctly informed,
as able lawyers as any in the country, both in
Richmond and abroad, entertain and have given
opinions decidedly adverse 10 the right OF The
Louisa COMPANY 10 make The extension" under
consideration. But whether The Courts shall So
decide or not, let Us for a moment suppose thai
such a contingency shall be realized-whal
would be The condition OF the Louisa Company
Why certainly nothing short 81 4 heavy debt and
grea, consequent embarrassment, with the stock
and profits OF the company pledged without au-
lhorily from the stockholders Tor labor prema-
turely performed and ~fruilless in lis results. II
these things are so, and if in The chapter OF hu-
man affair such a decision should be made, and
an estopal put To The construction or use OF lhr
extended road, who is to indemnify the Louisa
Company for the damages they will sustain =
Are the Directors willing To respond 10 damages
iur unauthorized acts, or do they expect The
stockholders 10 recognize all these imp!udencies
as their own acls and 10 pocket The losses with
The comrosurc generally teigned al the end Of 4
losing transaction. For the President and Di-
reclors Of the LcuIsa Company ] save entire re-
gard and respect, but, thinking as do, tina, lhej
have done wrong, | feel no hesitation in calling
their act to the notice Of he stockholders.
a LOUISA STcCKHoLDER.