New-York daily tribune. [volume] (New-York [N.Y.]) 1842-1866, 1854-09-22

it, Through the confidence reposed in him-a
no,t extraordinary and misplaced conidence-by
the stockho and directors Of said Road.
Thtu end not tie purchasers OF tne frAndllentiy
is,ued stock-clo,hed Mr. Schuyler with his viz
tusllv sutOcratc power over the finances, BOOKS
spd Issues Of rhe Company. Thy assured me
public ,hst certificates of their stock, signed
merely By Robert Schuyler as Transfer Agent
uould be good and sufficient evidence OF owner
ship or proprietary interest in the capital
O, their Rosd. T>y-stockholders as we'll as Di-
rectors-for the former might have known, nay,
were bound TO know, how the Affairs OF the
Company were mansged-eneoarsged the public
70 place unbOunded confidence in the dOinss OF
Mr.. Schuyler ss an officer Of their Company.
They-ard not the outside public-POssessed and
should have employed ample means OF supersis-
ing and scrutiniz Dc Mr. Sehuyler's operations as
their agent, and 10 have detected and checked
him long ago. How they can equita5ly tarn
about dissvow their own agent, and throw the
loss inflicted by his frauds upon those whotrusted
him only as ;heir agent, aid on the strength OF
their emphatic ndorse nent we do not compfe-
bend.
Let US consider this point more fully; A. B.
concludes 10 invest five thousand dollars-balt he
ia yoIth-in the stock of the New-llav Rail
road. So be makes a purchase, takes his stock
to the CompaDy's Office, and has 1t duly trans
ferr.d to his own name, taking certificate OF
such transfer from the officer or officers chosen
and publicly authorized to make such transfer.
OF course, if he is deceived on this point, snd
takes a certificate fabricated BY some plausible
sharper instead Of one issued by the Company
authorized agent, be must bear the loss. ills MS
business to see that lis certificate is duly authen-
ticated it is the Company business to establish
such checks and safeguards as will prevent fraudn
lent issues by their own duly constituted Transfer
Agent or agents. The buyer cannot know whether
proper safeguards against oyer-issue have been
estallisbed BY the Company or not but he his
right to presume that they have been. lie ms
DO means of going behind the signature OF Inc
nroper officers: but the Company have ample
means, and the power of multiplying safeguards
up to the point OF absolute safety. Nay, IL is
their clear duty to provide such and their failure
e laekes of which the responsibility, the culpa-
biltv. the damage, are rightfully their own.
If thtse fundamental views are sound-and We
do not find them gainsayed by the Directors or
their counsei-the csys raised by the latter as
10 the portr of the Directors or of majority OF
the stockholders can hardly be deemed conclu-
siye. If they had power to put man into
position and invest Lim with extraordinary
M u
shield innocent and nOwise careless or cupsole
parties from the consequ ences of such misconduct
cannot be beyond their reach. We should Ike
10 see Messrs Wood aud Noyes standing up in
Court 10 repel claim for damage sustained
Iy the careless running of one of their trains
off bridge, whereby a passenger had his
THIGHS broken. Don't you see" say
The attorneys, that we can't be held resPOns-
d" bic in the premises, since our charter gives us
no power TO break passengers legs J and OF
course we couldn't vest in our conductors any
more power than we possessed ourselves y
" Very well, centemen;" interposes the Court;
" the Jury will render verdict against you for
{" the damage had aud sustained through the
wrongful act of your agent; and we will leave
You to settle with the Legislature for the usurp-
:. alton Of power therein involved"
How the Directors propose to discriminate be
Tvs cen the genuine and the IA ,ricated stock, they
90 not inform US. They cay that about half the
fraudulent stock IL held directly by tnose tn whom
Robert Schuyler transferred it. aud So far we sup
pose they have power if not right to Discriminate
sgainst it. But how will they trace the residue
Let us illustrate bya very common occurrence:
j Il isa broker in Wall-st., owning one hundred
shares Of undoubtedly genuine New Haven stock,
when, on the 10th Of Nay last, he bought
one hundred more, which Low proves to
have been irauduenty issued. Next day
be sold and Transferred fifty, leaving one
hundred and fifty standing in bis name; next day
fifty more; and so on until all was sold out.
Which hundred shares Of this stock, now held by
several different persons, will the Company
recognize and which repudiate And which
hundred shall be admitted TO vote t'other hun
bred out Of existence It's a a muddle,"
gentlemen Directors and your reputation viii
make bad worse, even for yourselves.
CITY FINANCES.
h. 6