Wheeling daily intelligencer. [volume] (Wheeling, Va. [W. Va.]) 1852-1859, 1852-12-06
THn Hnn1pr1HIp RAILROAD.

late 9EllClG AaSPSAsSAb
affecting the interests of this rad and in no way
calculated to benefit any one or any interest con-
nected with this great work. While we do not for
moment doubt but that the editor of the Reporter
has the interests of this road at heart aswen as we
or any Others, yet we 81 ay be allowed TO express
our surprise that that paper did not see the mani
fest improperly of giving publicity to anything
which, by possibility even, may exert an injurious
influence on the prospects OF this Company.
Though we admire the spirit OF the Reporters re-
marks, yet we think that Expressive silence"
would better have subserved the interests of the
Company, and will proceed to give our reasons for
this conclusion. All must admit that it is of the
highest importance that nothing should occur cal
culated, in the slightest degree, to shake public
confidence in the progress Of this work; and while
there is nothing in the view taken by the Reporter,
even if correct, which should have this tendency,
yet we all know that where objections are sought
ror las is constantly done by the enemies of this
ruad circumstances even the most trivial are gree
dbly seized upon; and by the aid of the convenient
Inagnfylng glasses at hand for such purposes,
are distorted nd made to assume an Importance un
warranled by the facts aud by the occasion. If for
other reason than this, then, the publication in the
Reporter was unfortunate; but we have much
songer reason than this for expressing regrets
at its appearance. The law is not in our judgment,
such as it is represented by our contemporary; and
lift were, is it not strange that no lawyer in WASH
ington could make the discovery until after the
election of Directors and after the election of
President, some weeks subsequent to the election
OF Directors. But to the law. The act of March
18th, ls4T, after recing that certain corporations,
,offE he IF
out of the State, &C., "hnve if in their power to
evade and in some instances have rYaded the laws
of this Commonwealth, &C." Therefore, ''that it
shall be the duty of any and every Railroad or
Canal Company, incorporated by this Common
wealth, whose works and property are principally
located within this State, &C., to hold their cleo
tinns, &C., at some place within the State and to
elect majority of citizens Directors, of which
the President shall be one, and to establish their
principal office in said State, &C." No one, we
presume, taking this act in connection with its
preamble, will pretend TO give it prospective oPr-
ration or to apply to any other charters than to
such az were in being at the date of its passage,
unless charters subsequently passed, are expressly
referred to its provisions, which no one pretends
was done in the Hempfeld charter-so that This
act does not affect the Hempfeid question in any
particular.
The third section of the act passed February
18Th, 1919, is, presume, the only other act other
than the charter affecting this question. This Sec
ton provides that the Commissioners shall fix day
for the election; and the Subscribers, when met,
shall elect by majority of the votes present, IN
person or by proxy, President and ttCelUs Direc-
tors the President and amajority of whom shall be
resident citizens of this Commonw ealth, &C." The
third section of the Hempfeld chatter provides for
the election of sspet Directors and directs the Pre-
sident to be appointed from their own number. by
themselves; and does not direct his election by the
stockholders, as in the act Of 1S4s; and hls the
proviso that none but stockholders should be Drec
tors, and contains other provision or restriction
Now, the act of 1s49 requires that the Directors
shall own not less than three shares each. Is it
pretended that that is qualification requisite for
Hempfield Director. The act of 1s49 provides for
twelve Directors, the HempfeId charter for seven;
the act of ls49 provides for holding annual cleo
tons on the second Monday in January, in each
year, while 'he Hempfeld charter provides for the
annual election being held on the third Monday in
November, in each year. The Hempfeld charter
is silent as to the residence of its Directors, and
only requires that they shall be stockholders. Are
we to go out of the Hempfeld charter, which con-
tains only this restriction to Directors, ond en-
deavor to find in other laws something wherewith
to letter and cramP the action Of this Company?
We think not. The Hempfeld charter refers 10 no
other law fer sanction aid, is it referred 10
any other act for restrictions 1t contains in itself
the provisions necessary TO its operations it contains
provisions relating to tie subjects as those re-
ferred to by the act of ls49, and in different lam
gulge giving different powers 1t restricts the seec
ton 81 Directors STOCKHOLDERS" and that is the
only restriction as 10 their selection. The act Of
incorporation was passed since 1919; it contains
reference to the act of 1919, governing or re-
stricting it, and is perfect in ITSELF needing neither
aid nor restriction; and we think we are warranted
in expressing the conviction that it wholly indie
pendent the general act of lSI9 and was intend
ed 50 to be by the Legislature which passed it. A
word more aud we have done. Our Directors,
though perfectly satisfied that there and is
thing illegal in the proceedings of the Company,
and nothing in the legal question which has thus
been raised; still, looking with on eye single TO
the interest nf the Company and tie advancement
of this road, and wishing to remove all appearance
even of doubtful action, promptly decided to make
vacant the Presidency and give majority Of the
Directors to Pennsylvania and we doubtnot butthat
with Philadelphia President, the road will be
pushed at once to completion. That is the end we
desire and that is desired by our friends in WASH
ington; and while we cannot commend the pro-
priety of making public the supposed illegally of
the proceedings of this Company, yet we can as
sure the public that our Directors and our citizens
are ready aad willing at all times, though possess
ing the majority OF interest, to put this road into
the hands of hose who will go fastest and farthest
towards its speedy completion. To this end, our
stockholders and our Directors are willing, as here
tofore, to make any personal sacrifices, as they
have but one obiect-andt that is 10 complete this
road forthwith.
NV. f,,,e5 IL receive the following 1i,D.tob in