, 1865-07-08

Is P1ss STREET. NEW YonK,
April n, 1865. {
Hon. Hush MeCul1och. Secret1ty Of the Treasury
SIR It becomes my duty as the recent,
elected President of the Union Pacific Ran
way Company, Eastern Division Of the STATE
OF kansas, respectfully to invite Your atteu
tlon toa notice affecting the affairs Of ths
company, flied with your Immediate preds
cetsor In Office, on or shout the tMenty-f!tt
day OF Ausust Last, and to submit such fur
ther statements and facts as will protect tbs
Interests Of the company from usu-pation
and the subafdies Of the Government granted
defined by law.
As you aro probably aware the ffnnchlaes
rights ard propertlIs of this cumpany-Hhict
was Incorporated aad formerly known By ths
name Of the LeavenWorth, PaTnec and West
Gin Railroad Company-ate claimed to b.
owned by tHo distinct organizations o,
Boards Of Directors. such separate organize
stock and affairs Of the company By Samue
Hnllett AID John c., Fremont, who at Ont
tine apparently operated in harmony, bu
WHO subsequently became actively adverse
and hostile.
Prior to the transactions Of these parties
the Company, By Its Boald OF Directors, hai
proceeded In the ordinary way to secure The
construction Of Its read, and had duly execu
ted contract In writing with McssFs. Ross
Steele d Co. therefor, Which contract, undel
the laws Of Kansas, created a lien upon the real
aud personal property ot the Company prioi
AID superior to that Of any Of its mortgage
bonds, and OF any lien which the Government
can ruW possibly acquife As IL req 1tted by ths
laws ct Corgsess, known rs the Pac:ac Rail
road bM. ~
One Of the parties above named, {I1. Hal
lett, upon becoming interested in the enter
prise-Nlth the audacity and disregard for tt.
rights and propeIty Of Others chazactetistit
Of him..procrtdtd tocsush out, by force and
with military aid, all opposition to his Openly
ayoTed design to seize upon. occupy and POS
SEES the franchises End property Of the CON
ptuy. This forclb1e interruption caused 8
partial suspension Of the operations Of Ross
Steele & Co. undlr thelr contract, and iuau
guIattd q Eefles Of suits which have proven
vsry detrimental to the succees Of the com
pany.
Tic operations Of Ha'lctt being unauthor
lied By contract, In open dedsnce Of the
rights OF Roes, Steele d Co., and contrary te
law, were simply pltaucal, and cannot now
be awaited Of TO establish tile OF possession
in tayos OF any Of his successors.
In The ccutse Of his Transactions, Hsllett
became In some manner involved or connect
I'd with John D. Perry and others OF St
Louis, and they 10 due time, viz: about the
middle Of Februaiy, A. D. 1864, became act
ors and participants In HAllett's grand pro
gramme, In characters OF directors and otfl.
GERS, manufactured IS follows:
Certain persons, who In KanEAs were law.
fm directors Of the company, sufficient In
number to constitute Quorum, assembled
At hotel In st. Louis, and one Of them feay
Doe) presented to the Others ths resignation
Of director Of another {aay Roe} which was
accepted, and John D. Perry chosen director
10 fiji the vacancy. The resignation OF Doe
f1,n1n Ia Aa1 YS{1
filed By another Of the Hal1ettpcrry party,
and In like manner sufficient other va:ancies
we're cfcated aud tlled 10 give su Ii party Its
.deAitet picpcnaerauce.
II !. unnecessary here to detail tho corrupt
arrangement Of which these proceedings CON
s.ituted part, and which would vltist.
them, If not otherwise null and void, for
reasons following.
The Directors possessed no power derived
either from the charter OF the etockholdess
to fill vacancies, In any eTcut or m1uuer.
The meeting IVES not held upon any Gus
tomary day OF Directors meetings, nor pur-
euant to IN adjournment, nor was 1t lawfully
called.
Neitter the charter nor the stockholders
authorized or were cogutzant OF Il meeting OF
Directors to be htld At st. Louis or else
whsre, out Of The STATE cf kansas for any pur-
pcse.
It is not intended to make luis paper a
legal ar1ument with citations Of authorities,
hut myI official relation to the company re-
fesTed to In This case induces me to refer to
II. as one recently dec'dsd by the Supreme
Court Of your own Stats quite germato to
this.-see Asplnwall rs. Wheeler, 81, Ind.
1his HRllett.Pcry Board elected Perry
Vice. President Of its orGanization, choss
other officers, ard ASSUMED to control and
manage thei affairs Of tha company, In "a.
rious ways, from the time of It's creation, and
therefrom daies the commencement OF the
rival organization, which now, claims to bo
considered By the Government In the dispen-
sation OF It's subsidy, the true aud lawful
representative OF the company.
The retsgnlng Directors upon their return To
Ka1tas-the domicile Of the corporation
whoEe Interests had been delegated 10 them
Rs DlrectoEsf for management, and not for pur-
poses Of corrupt Or personal aggtnndlsemcnt,
-asee1 tained that their St. Louis proceedings
were sold, and treated them accordingly, b.
continuing 10 attend regular meetings and
act as Dirt ctors OF the company, and ns such,
doing acts Of potent influence and effect in
fu, ther inyalidating the pretensIons Of Perry
and associates, as Directors. In order thRt
the equitable AZ we'll as the legal status oi
the parties In interest and organizations con.
testant may be understood, 1t Is proper to
remark. that short time PRIOR to the transac.
tiops already reeited, viz. In january, 1864,
sundry persons In Nav York became pu1:
chAscrs Of majority and controlling interest
in and Of the stock Of the company, both o.
the full paid and Of the a:etss1ble- That
euch purchases were made in good faith and
| In the ordinary commercial manner, and the
| certificates 1hereofdu1y ASSIGNED, With power
duly executed, wsIo derived from John G.
in unquestIonahle form is In my
possession. That the purchasers
forthwith cause,l T. C. Durant who then was
| understood to be an associate In effort and
interest with Perry to be Informed Of his pur.
chase, which notice WAS eevenl days prior to
any pretended purchase Of any interest th=rc
chasere, c. P. Dixon, Of this city, sent mes.
eeDger to Kaneas to procure 3 transfer Of biz
certificates to his own name, but was unable
to accomplish 1t, owing TO the utter deTangc-
ment Of the business Of the company nt
Leavenworth by the Perry Board. Mr.. Dixon
tion to be published for the protection Of hla
own and tie rights Of the public. He also, in
accordance with the chaIler, called 4 stock.
holders meeting to be held In Leayenworth,
on the day and at the hour fixed by this chat
ter tor the annual election OF Directors. Sab,
tequent1T viz. on the second day Of March,
John G. Fremont, who Was then the un9ues.
company, issued an official call for the m.
Rved Nv Dirnn in f,{s rail-
Abant - fo,tnioht tt later viz m thn 15th
nj March. Jnhn 6. Perry. a. vice Pres,dent
Gf The spnrions oroantzatiop. reeardiess oi
he m res1ular notiea siseady published hy Fra. ~
mont mo- t iesued % csli for ELECTION Of nirsctors i @
nv meeting to be held al a ti1na and Diaee
dltferent fiom those designated by Fremont
and Dixon, The proceedings of the stock.
hoIdels' meeting held pursuant to the Fre,
mont and Dixon calls, and of the frat meet
ipc ofthe Directors then elected, ,are herewith
appended.
IN reference to the meeting held pursuant
| In fhe Perr cali. I can only eay. thst q relia
bic gentleman who attended Informs me thai
| the meeting was held at an office, formerl.
known as the Office Of the company-althougf
| it Was notorious that another office had Re
Gently been leased, and vas then o;cup:ei