New-York daily tribune. [volume] (New-York [N.Y.]) 1842-1866, 1856-06-26

hn m'..pr or~sGn Ct tb. Pr oeea. would b,,, 49,,
49, 'ip - OF u't he infect .os
.orsiio1. nor he hello out to ID. yo, "a tae
20 lie had 90 Pwer to sell stock a, all sus NJ.
'stto Cftic stes trnept a. incidental % AL. H.,
.toehbo Gers AID then 1t ,ed on the eoSsi,
eertlse..s c. - % ,o u "a Sne surrender Of or.ysu,
sumtd TO exercise The efo'e confess dly .x.r 90 .
ieyer had apparent .eLcs His n.se ,sta ..e
'ei' wheh al ceaers suppose 10 have hsa . s
authority conferred ever ensrs ad by n 's. s
ig o, .ue9 acts al ths be 5-bsif of ,5-
or asuln g, that w1s Issued within hs power; ia 9th,
fned wen Ga which h, pows' DEF -''ed h.d
nsn an Inference Of the dealer hat as The a ~
ise performed But the conc usy. sn..er ,b., ~.
b en,noized an, such representa-, ons To "a, tI.t
cate became the represen oonaned u tea spd az
nov else dis wcui be assuming the yer, pon.
we the unsutborzed act Of the .seS ION 's ri,
did upo asq ny no s aD.o .sd sud Oueoa the
M n sn e9pes Declaration that the gods .hop.d
which the ssen the s and By Tia, they ~.rs q.
ceyed They were unstI deception to the power IN IL.
ssency With which am acquainted the defendants we're cot
fsny othe main concusionss which b,y. ri,
sound there no remaining sound which the
Unaffected r tie the Corporation 20 er..,1 ~
Iecone he stock atrears to repren have e .. that
IN fIsuS Of the defendau rights We have also seer ,s.t
hose Objections were eIuay fatal TO M validity 10 the hands Of
further shown that the imposed no bs.on duy
or h deendsn upon the speca ground that 10. oct
ever fact or conferred upon him ther agent
ono this objection sourd he fur her sion has been
~ s wiz TO bs cen c.te the transferable quality and mmu
be overthrow they subversye Of the errs rround
The notion Of eoype which has been sva,ced in the usu
distinct around Of liability,
other PRINCIPLES de,erves by itself very little consderstoo
doubtediy contains an express implied Of
uton tne iah OF which nnocen psrte. may dss IL he
aid although the fact not be the bound % paw
the obstoI in the hI dec third party no, up,n
security the nee e.
tcpJel if he nsD,rred upon bis repr .enstn Of II.
vedy sid the dealer acts that alton Bat
be made and third party has dealt with Only asserting
in smother form that fraud nsate dure hsssy Of
tended not denied This would subve e
i'm that ihe assignee purchaser takes subject all equities
between the original parties would also subvert smother
maxim which belongs the doctrine Of estoppe itself That
maxim h that an admission or reoresentaOn estoope
favor OF stranger 70 whom II 10 made whose
ws' not designed to nfgses g Iohn cases lo
c Of can BE- spps To : a. s, S'iG'T s
be asserted sd proved that certificate OF stock differing from
Of men, sins within itself Representation OF admission Of
fsc which dealer however from the original pa.
ence his For doctrine TO authority has been
ce and II has 40 fouiceon in any principle hitherto
As have orce mentioned theory Of the scton Prominently
power to create more than the original three millions OF stock
to issue certificates for greater amount That this
then insisted that the certificate in question herere
fsi'e and that the action would be this ground The
sci 'is principle Of the in this view woud he that the
defer dants for want Of corporate recognize the
as the ne Of stock and respoGd to
ioI the nmy sustained in consequence OF the repre-
Now by presenting the eaood ALLEGED the certificate and
the consequent injury the ground OF the son plausible
tally oscs The sehcod viewed in this aspect son. really
consists want Of corporate power TO e9er into the enssp
difficulty be removed If irrespective Of all CUES.
toIs Arising out Of the special limitations Of his authority
derived from the Board Of pectois bind
ton effect the rights stockholders by the
on 1. Ri there difficulty s'mSs
frouI oflaiy copoaton has received the bens6t of
zed by lie charter will soy there mode Of redress
am not an Of the doctrine that corporation DO
ibi. and the BENEFITS OF the osn b. ,rse TO H.
stockholders held for their benefit But such the
before The stockholders Of this corporation
they been Gifted BY it. It Is true they trusted him bot
not seeed that they bad not ample 70, doing Cor
Transfer Agent by the Board Of Directors might apparent
cude bis fraudulent acts the difficulty only removed ore
further back The Directors tbemselve not the Cor
ton but agents OILY. l. he grated they
& 81 Ss be- e9 nn I'D not
apparent existence The this absolute
9rhuiSe .tcesbol%crs ssn be made liable any
TO exercise by of ker agents for their own ind
" dusl benefit.
But such point need be determined Before reaching
this ultimate question fails the special gronuGs
have been examined at arse Concedns TO he ceienc
power they elect recognize and perform the
under which their agent attempted ~ place them
then If they lot liable upon their rea.s to 90 40 o we
not the 10 DO swsnIg To say that tnsI SCENTS
son Of stock which did not aud could not et-
them liable the spurious when
they would be bound recognize the same dealers II
the stock existed and the representa- were there
involves fasry evident that reeds ony 70 De
This the in the argument which places the
t. liability the simple ground that the ceruneste
fraudulent representation of existing stock the alleged
fraud ppg In the statement OF that aeehood alone IN
this vie Of the controversy the other fata objections to the
that plaintiffs have tit to the shares OF stock men
toned certificate for the particular reasons w n nave
given manesty the existence OF tbs shares OF
false assertion Of their isteLce no gou1d Of
In co, cu II proper that the OF The Baak OF
Tie Schuyn Bank (Psrson, Select 70 Eases
lP has not been overlook That has been much re-
lied on authority in point the general qnes9 ooios
MS il il certainly ihs, IN the opinion delivered on pr
nouneina the jud gmenl principles stated scafcsy
conciabe with the conc usion TO which We nave CONS III
that however the suit was brought bv the oorot'p
ssnst fraudulent agent after had recosnn-a tne
under abDR act OF the Leeatue aro ~
initial Circumstance. the controversy dinered o te
present Amer careful conside We are w
,.d that decision any controlling influence uPoa we
70 be detern ined We are al OF opH,0h ma
,ht ud be reversed and new a granted ooefeu
accordingly. v,,r.v o,. p.uo,,.,
Trscy Powers Tsllmsdse. Defendants Aitor5ejsi l. .
Van Wrinkle, Plaintiff Attorney.
United STATES COMM SsIONFR'S OFFICE-JuNr -
Before Co nmissorer MORTON
THE ALLEGED SLAYER BRAMAN-fHrH DAY.
The United States sgt Josefa Pedro Ds Cunhs
The Rev. ~ Leighton Wilson, sworn-l have oeeh
On II coast Of Africa eighteen aud twenty
IF he ala