, 1859-07-16

Walker ps. the Tr4etAeH Of the ChfenEo
Land CoRapAuY.
oPIyI0x or TEE EQCkT,


Land Company
oP1x1ox Or 7nk cocx4.
G. s. Cmcr1r Corrr-Ro5<rt J. Vatter "
Hm. 3. Ogden aad KaAloa D. Ogden, T,x.t<ts
Of kh Chicago Land Company. This was bill
in Chancery fled by Walker to compel The de-
PENDANTS, who together with E. 4: L. Bar (de-
cea.ed) were the Trustees of the Chicago
Land Company, TO issue to him d certid-
cate for 1Gs shares OF stock in said Com
pany which had beea forfeited to the other
stockholders (as claimed by defendants for non
payment Of assessment.
It appeared that the complainant with others
were associated together in voluntary joint
stock enterprise for the purchase of lands in
a. and an anSnt Chicago: u 1sSs. with the view to
The entire stock was divided into 5000 shares
Of 800 each. Walker subscribed for 1900
shares. The payment Of $25 entitled each SUBJ
scriber to one fn1l paid share Of stock purport-
ing to be of the value Of 400. Waiker had
made ~ one payment' and was the owner Of 200
By The articles Of agre4reot, it VA. pro,ided
that the Trustees should lssre the power, and it
should be their duty, to make assessments upon
the shareholders to meet snch amounts Is were
necessary 10 mA&A Ia Successive payments fall
ing due On the purchaaes Of real estate made by
them upon credit; snd to give thirty days no
directed to he Post Office address Of each SHARE
holder. And If any shareholder should fail to
pay the assessment 10 called for at the time
specified, he should thereby forfeit all his shares
right aud interest in the association and its
property and effects Of any sort and kind, e1-
cept such shares as might hare been previously
issued to him such forfeited shares to be dis.
tributcd among the other stockholders who werc
not in default.
The Trustees, on The 18th of JULY, mailed a
notice to Walker, which was signed by ". B,
Ogden and H. D. Ogden, personally, and by
I. r. lie Bar, the other Trustee, By 81. D. Og-
den as his attorney in fact The trust agree
ment authorized one trustee to appoint any
associate Trustee or Trustees as his attorney.
The power Of attorney from lie Bar to Ogden
was dated on the 18th July, 1858, but was not
executed until the ed Of july, and its execution
was not acknowledged, but proven. No execu-
tion, however, Was admitted in this case.
In Oct. 1854, the Trustees, in pursuance Of the
express Instructions Of the stockholders con-
surnmated the forfeiture Of Walkers stock by
sending to him formal written notice. Of such
forfeiture. the receipt Of which notice was
acknowledged by him, By letter in which be
denied the Legality Of such forfeiture, and pro-
fessed his readiness to pay the amount due, aud
his determination to hold the Trustees respon-
sbe and to contest tue right to forfeit biz shares
but be made no tender of The amount due On It
until March 1S55. at the lime If f;iinr the lii
It apneared h. the testi1nonr of n Fiat.
woot' that in I}rtoher 1a;c Walter reonasted
him to give further time on his assessment and
to receiEe certain acccptances Of Ward 4 Bro.,
Of New York for the amount due. Upon the
delivery Of which to him, Fleetwood issued to
~ a
.torr md ro.o;-ad :. ~ ~ 1T Tfto eI,.t -
erai eccn,;tt t ~ ns-a. u ~ ne .s ~ sot.a.~
ces. These accentanee, wers ~ not It. mid rben
dMe and were rene,~ej bv Fiaet'rood ~ an1 ,rsra
ali fnallv sbonorsa anG ibe Sonse Il WIZ
Nnc hec.ro hsnkrrnt rSa-s. 80 a,.;Sa..o
shoa'inr InaaIadra -, ~. ,..t ~ ~ t.'.
tees ri tbe rers;nt ~ tbass f.aa.nt.nra. -
FlsetwooJ ~ nF a., ;r;.1;sJ asev!asn"eaa y
!, hv the,,, E,,t s,.h -p.;sxos;a 49, J.a;aa -
bx tRem IN ths;r sns1ar "nd !. a,rsa,sd t.o .,.t
t6ev had never ,cee;~ed ,he .rceptsnces f.a1s .nn
Fieetwood Int ,cfused so 9 :" do nnd 4noI f.o,n @
hin, In cs,+t;r,.a ~ .,ocp ssa"d e s ~ ~ Wastsn
for the 1fs share. md cansrd Il to he r,ncsiied
~. . ~ - -. - ~. "a. ~, a-, ~,
Ane case WIS argued On Inc ON, otn' ana 'tA
inst, by Messrs. J. II. Cassin and Z. ], Walker
in prp1,;n p-,sssa for the comnla;nant and
49, r -, -
Aess1s' E. y. Aatueq aao l. -. A1nola LOT tae
defendants The points taken bT counsel are
in the main treated Of in the opinion Of the court:
nm ,-o oh,;,.,, :. ,,,;4 .,.,, -, ,u,. of.t.:.
isa...h "'1e1 ~ oD''' '''eAA =" "seo"A' u Ane's
iSa1s n-,,,,ro,d ,t,.r -..;.;no .,,o ff.,,x
vne,siIr AZ .hava Ii. oa;n'
in Yesterday s1bsiaptiaiiY as follovs:
Nv nninion i. thnt rfa nsgassme1t woe 1ar.i
md nrfner nd that a sna;e;ant not;ss ,Ea :. !.
rirrr1 to Walker. IF there wa. m ;tlegaiitr ~
srreo1,laritv IN he o..es.manf he ,9~dsn ~
nroef wn,on the romnla;nsnt n ~.tah,;sh II
and he has failed to do 50, Dut. irrespectire hi
the presumption Of law of its regularity. /
think upon The evidence before me hit its ie-
gality is sufficiently established in every sub
staniial particular.
am at.o Of lhe on;n;on tha, the objection Ia.
ken by The defendanta Is tbe action of Flat,
Wood in recc;v;nv the accentarcea ia wall ,ter
/ think tie Trustces had mo sufhor;tr ,,nder
the articles. to tafe anyth;ur bnt monsy The
complainant being party to the articles, was
bound to take notice Of The nature and cxtcnt
Of the authority thereby riyen.
assume, therefore, that the giving of the nc.
cepsances was illegal, and that The conplaipau,
did not ply bis assessment rs required bY he
nrt;rtcs and fhe nuestion In tha r,se !. s;mnir
oue Of for eiture.
am Of oninion that the eomn'sinant atyLa,,
incurred = forfeiture Of lis stock. and the onIT
question is Has Cont Of Eoui1u the r;vbt r.
relieve for such forfeiture and Is case iof sucb
relief nade out by the complainant
Ills to be observed that no rights Of property
hare become vested by reason ef the forfeiture
in This case The forfeited stocE has never her1
d;stributed amoou The ahareholders- ar so]d n.
;s nr.1rided fnr i5r the articles Had *uch ~
t;nn heen tnkrn different rase woula hora hesr
nrrsentrd. 0~~t
Tie article. nroride M e1nres. modc h,
! which The forfeiture is to be established. i
| they did. and such mode had been pursued nnt
especially if any right bad rested in couseoueuct
| thereof in third na1ties. the defendant's nrc,,
| ment wonld hare had tnnrc forre INT here i;
| a mrre nated derlar.tiou that The stork ia for
faited which IL oi1 tbat stand. in the wnv of ~,
relief soucht t,v The It'll. ' - 'A
Courfs ar EGn;,v do mt f,vor fcrfe;ture. mn,
it cannot ba 1enic,1 That the cffsct of f3rfs;tur
in this case would be to infict a heavy ioss nm,
injurT upon The complainant. he would thercb
lose al bis interest IN The Increased value Of
he Vas concerned rs one Of the orrinul nurchu
~ -. T-,.fass hn-a ~ 49,. 49, fo-~s1sss Il
Ws,ter,. ;ntsrs.t n th;s nrnns-+e+ Jth;nr 80
nm inc,;nr1 ~ the on;a;on fat;bnnct II ~
mt nv der;.;on II tb;x c..,. ~ thst oronnd
lint ;udc;at dcc1re NJ foreriosn,e rnen - Il;
f;Iad r. tLe Trnet.~s x.% narsss.rr ~ o-Jor :
bar lie riphts of Walker to redeem ill., stoci
Having cnmn to the concius;on thcn that
n Court nf Fon;tv haa The ri,ht In want raI;af
nrnner ca4e I. madc-the re,n,;n;n1 nve.
t;op 1y.s &. ,on,n1s;rsnt as.da a,'. .t, ~
esss1 A"@>'e Wv o1sN4
- th;. r:.. ,f .ha ,.,. .ha +,.,.4;. -.
r,as,s1a.S :. ;.a~t,ee ~ ~ 49, s :. eoa :" :.
the. ~ 80 - ~ p.rf.et o,nI t.;.h w !hesu ~"
he nartes Ther sctsd 1nder ~ -, ,Ie hap p
mistake IN regard Ia the;r nowers Tba nan
furnished hr Walker was deencd nnnnest;n