New Orleans daily crescent. [volume] ([New Orleans, La.]) 1851-1866, 1859-05-02
SOUTHERN PACIFIC RAILROAD,
To the Of the Southern Pacific Railroad Compar
New ORLEANs April 80 1859

Lime since have held any general official commu
nication aa, important events have transpired
IN the affairs OF our company The litigation growing
out OF our troubles has, to great extent, ceased
The suit at the instance Of the State Of Texas the
Company, was tried on general and special demurrers
at the last term Of the District Court of Harrison
y, Texas The case has been correctly reported by
Hill, one OF the attorneys for the new company
and by Il. v Richardson and ]. Mckay, two OF the
attorneys Of the old company, in that suit The able
lucid and learned opinion Of Judge G. A: Frazer is
worthy OF bis intellect, and Of your perusal and fol
your benefit, will have the same printed in convent
ent form, for distribution. The great point in the
case decided is that the State Of Texas had not
thor'zed the proceeding to be instituted against the
forfeit ts charter and suit is to be instituted the
part Of the State, for the purpose of udciay deter
mining the fact of forfeiture, that the State SHALL by
some positive enactment, have directed such pro-
ceedng to be had for the State may choose to waive
the forfeiture, and may never claim it. 1t is ques
ton purely between the State and the company and
the former does not elect to pursue her right by
appropriate remedy, no person has the right to com
plain. There was no law in the State which mani.
tested her will that the forfeiture, il one existed
should be claimed. It was held that the Governor or
the Attorney General, could not by virtue of their
ONCE at their own choice and will, institute and main
| tain this suit.
1t was held by the court that neither failure to
report in 1866 1856, the alleged insolvency. or the
holding OF meetings of stockholders and Directors
out Of the territorial limits of Texas, the sale under
|
were sufficient to authorse forfeiture of the charter
but il these any other were sufficient that
the Legislature by the passage of the act Of the 26th
OF August 1856 and the act of 10th December, 1857
waived all such grounds, and thereby was now estop-
ped from settling them up.
The argument to my mind is conclusive; and |
may add that it seems TO be the general opinion of
all persons both learned judges and eminent lawyers
in the State Of Texas The State gave notice of her
intention to take appeal in the case, but had not
done so up to my departure from Texas; and it is
generally believed there that such will not be DONE
The Attorney General and the Governor have been
written to by prominent citizens of Texas and pub
lie meeting of the people of Harrison county has
been held which was largely attended, and conducted
most harmoniously passing resolutions approving the
disposition of this suit by the Court and asking these
high functonares of the State not to take an appeal
and to give directions for the dismissal of the suit
believe both will be done within month from this
time.
Neither the late Attorney General nor his Excel
lency Governor Runnels, to be censured for the
Institution of this suit They instituted it, doubtless
from public aud patriotic considerations. They found
two parties wrangng and tigating the PROSTATE
form Of this colossal enterprise instead of building the
road from the munitcent endowment granted it by the
State. A great public work was suspended and proba.
bly, ruined because the friends and managers had
fallen out by the waysde. Nothing is more natural
than that these officers should feel aroused at this
quarrel and seek to restore to the State her valuable
franchises and rights of property, which she had
granted But now that investigation before learned
Tribunal has settled the rights and duties of both the
State and the corporation and the contendjnp comma
MES have settled their disputes upon just and equita
hle basis, and both now satisfied and harmonious;
and the public in and out of Texas has and is giving
its approval the Governor and Attorney General will
not be the only remaining stumbling block in the pah
of this work so incidentally beneficial to the State OF
Texas, the United States and the world But il an
appeal should be taken have fears of the result
before the enlightened and final judicial tribunal of
that great State And if in any possible contingency
in mo shOD11 ha
from that of the District Court the having been
appealed on demurrer, it could only be sent back to
the District Court for trial upon its merits. This
would involve at least delay until the Legislature of
the State would meet when it s the universal opinion
that her enlightened and liberal body OF statesmen
looking to the true interest public policy and glory of
the State would grant US any reefwe might ask that
was reasonable just and proper. Looking to all of
these considerations, give it as our unqualified
opinion that we have nothing to fear from the State
suit: nor should it weigh strag in the way of the |
most vigorous action of our stockholders. 1t is the
interest of Texas to have the road, and ours to con.
struct it,
The Settlement by Compromise.
After the State suit was tried, overtures for set
tlement of the deed of trust suit made and in
one day IS time basis of settlement was agreed upon
which was liberal and Just to all, and at one blow
struck down the great lion that stood in the way of
the progress OF the work. The terms were agreed |
upon fully and completely; nothing is left to third per-
sons or to uncertainties, but each provision is so ex
pict and clear that there be no misunderstood
ing in the future about the rights and duties of the
respective parties The interest and duty of both are
identified in its prompt and faithful execution 1t |
was submitted to writing in duplicate duly executed
sealed, delivered and ratified by both companies and
we are glad to say that the chief persons in the new
company, especially Mess1s. Scott and Hail. who ne.
gotiated this settlement with u.s. have given us I'm.
doubted evidence of their sincerity and good faith in
both the making and carrying out Of this settlement
and for the prosecution of the work. Weendeayored
to make sttlement that was liberal and just if by
10 doing we could procure in good faith uniting
INTO harmonious action the energies of all parties and
The people of Texas, for the enterprise. This endea
vor has been successful and we teeve that this great
has been accomplished and that we
nave the good will of nearly all the members ia the
New Company, whose good opinions, friendship and
material except very few, who,
probably counseled by their feelings of chagrn under
ieieat may yet nurse the apple of discord and give
aver are overwhelmed in the general shout of con.
graduation that has met this settlement and compro
Mise everywhere. We will trouble you with brief
glossary of the points of this settlement.
l. For the purposes of this agreement only the con-
racting parties recognize each other as legally exist
ng corporations, and for convenience designate the
'ne "the Old Company and the other "the New Com
)anyn
2. The New Company agree to transfer to the Old
Company all their right, title and claim in the railroad
property charter and franchises for the sum of three
hundred and sixtytwo thousand dollars; to be appor
Toned among the stockholders of the New Company
marked A, which gives the names, items dates and
considerations of each claim in this Manner First
All! judgments outstanding against the Old Company
% be at once paid or otherwise satisfied, and that
AMOUNT to be deducted from the gross amount, to
,ether with all the claims held or otherwise arranged
~ the Old Company Second-The sum OF Fl fly thou.
and dollars to be paid in thirty days from the final
determination of the State suit. Third-Fifty thou
and dollars in ninety days from the final determina
ION and fourth, the balance in one and two years
rom the final defamation of the State suit.
3. The New Company are to retain the possession
Of the road etc. until the two sums of fifty thousand
iears each are paid secured to he paid satstact-
,mly in the judgment of Messrs. Payne & Harrison
VI this city; and when so paid or so secured the
New Company" are to relinqush and tranfer to the
Did Company all their right, title and claim to the
abroad property charter and franchises giving full
md entire possession thereof to the Old Company re-
CRYING mortgage or deed of trust on the same to
re executed by the Old Company to secure the pay
nent OF the balance then due or unpaid to the New
company, embraced in schedule of debts.
4. The Old Company to pay the Judgments
to about 1913 900, against the New Com
,any, in four months from the date of settlement
when amount is to be part payment upon the first
tty thousand dollars due; and the New Company are
annoyance by virtue of these judgments and debts in
chedue A, until the payments shall be finally real
zed under the compromise
D. The suit of the Old Company Us. J. NJ Saunders
nd Others, or the New Company, was to be and is
dismissed.
g. Any of the debts in schedule A. either now or
ereater paid by the Old Company, and represented
y stock in the New Company, or for which it has
greed to issue stocF, shall belong to the Old Com.