Gold Hill daily news. [volume] (Gold Hill, N.T. [Nev.]) 1863-1882, 1865-03-21
mpoRrANr DECISION.

!
! The Union of this morning contains the
decision of Judge Burbank, in the case o'
Robert Apple rs. the Alpha Gold and
Silver Mining Co., and B. F. Hastings y
Co., rendered yesterday in the DlS'rie'
Court. The decision occupies three COL
umns and half of the Unio" and we re-
greet our inability to publish it entire. 1t
"a a decision which will strike stockholders
in mining companies with alarm ana' IL
affirmed BY the Supreme Court will cause
q very general revision of the organization
Of mining companies in this State. 1t
soom. 10 diyest stockholders of all control
over the business of mining companies,
and TO leave them entirely at the mercy OF
the Trustees. The character of the suit Is
thus SET forth in the decision:
/ Certain executions had been obtained
,goins, the Alpha Gold and Silver Mining
( COMPANY, in favor of B. F. Hastings & Co.,
I and Others
| The Sheriff having these executions in his
/ hands, levied the same upon the property OF
! said company, the same being mining COM
/ pany framed under and BY virtue Of an Act
( of the Territorial Legislature, which Act was
passed December 90, 1852.
While the Sheriff was taking steps to sell
said property, application was made to the
/ Court for an order restraining said Sheriff
| from selling said property.
The complaint sets forth certain reasons
or causes why the Sheriff should be enjoined
from selling the property. 1t alleges that
said executions were issued upon Judgments
obtained upon certain notes Of hand, pun
porting to have been made by the officers OF
said company and further alleges that nei-
thPr said company nor its officers had any
authority to make and execute such notes,
and that the making Of such notes being IN
authorized they were void. That the COM
pany property should not be sold to satisfy a
Judgment and execution obtained upon such
notes.
II was further alleged that the bylaws OF
the company prohibited the company from
contracting debts which in the aggrega e
should, at any one time, exceed the sum OF
ten thousand dollars $4,000, and that the
conveyance in trust BY the stockholders to
the Trustees Of the company limited the in-
debtedneSs which could be created against
the company 10 ten thousand (Sl0,000), dol
lars. Ii is further alleged that b. F. Hast
ingS 4 Co., at the time OF receiving said
notes, knew of the restriction. That B. F.
Hastings & Co., had consented that the judg-
mant of Livingston for twenty-five thousand
(S25, 000} dollars against the company should
have priority over their executions.
Upon that application the Court granted a
temporary order restraining the Sheriff from
selling the property.
To this complaint demurrer was inter-
posed. A motion was also made to set aside
and revoke the temporary restraining order.
The Court is called upon to decide this mo
ton.
The substance of the demurrer is, that il
all the allegations in the complaint are true,
still the notes are valid, and also the judg'
nent. and that the executions should be col
lec'ed out OF the company property.
This is an equity proceeding. II the notes
I were valid notes against the company, binu,
ing the company's property, then the RESTRAIN
ing trder should be revoked; otherwise Al
should not.
Judge Burbank finds that the power to
enact Bylaws for the government of the
company affairs is vested in the Board o.
Trustees, and that Bylaws enacted by
the stockholders are roiG; and the editor
OF the Union, in commenting thereon, very
justly says:
"The restrictions, therefore, usually adopt
ed, limiting the amount of the indebtedness
that may be incurred, and the amount and
frequency of levying assessments are OF nc
force. This would seem to take all power
from the stockholders to protect themselves
from being frozen out or swamPed by sheil
Trustees"
The decision in this particular case is
"If the Board of Trustees of the Alpha
Company executed said four notes of hand
CT caused them TO be executed, or ratified
their execution, and II said notes were given
for good and sufficient consideration, and il
that consideration was received by the COM
pany, then and in that case the notes are
good and valid notes, and upon them the
company may be sued, Judgment had, eSecu
ton issued, aud the company's property levied
upon and sold in satisfaction OF the judg
ment. The result Of my considera-
ton of the motion is, that the motion tc
vacate the restraining order, be sustained
and the order is accordingly set aside
Il will be seen from the brief synopsis
of this case which we have been able to
give, that stockholders of mining compa-
MES in this State are totally at the mercy
of their Trustees; and that the position Of
Trustee can, by bad men, be perverted into
an instrument of oppression and ruin.
Those of our readers who may be inter
ested in the principle involved in this
decision, and are DESTROYS of reading the
course of reasoning by which the Judge is
led 10 his conclusions, are referred to the
Virginia Union of this morning.