The New York herald. [volume] (New York [N.Y.]) 1840-1920, 1869-12-28

Tnls is the action Ia which Mr. Ramsey, claiming
20 be the owner OF deot OF tae Eric Railway Com
pany, brought suit to GUST Messrs. Fisk, Could Lane
and five other directors from tne control of the Erie
road and N which er par,e orders OF suspension
ana injunction were made by Judge Murray. The
defendants applied at once for an order to show
cause at tue next Special Term to be held in the
county OF Delaware why the orders should not be
vacated. This order was granted by Judge Balcom
and Judge Parker was expected to hold the term,
but the latter being sick Judge Balcom held the court
ana has rendered decision, OF which the following
are the man points,
After SAVING that he discovered his famous order
10 Judge Murray did not permit the service Of the
Injunction ana orders accompanying II on defend
ants, who mad not been served with the same, he
modified it as 10 allow OF the service peing made,
he proceeded TO say that for aught tue complaint
shows the plaintiff was mere volunteer III bringing
the action ana purchased his alleged claim and
bonds and stock, or pretended right TO the same,
Immediately before commencing it, and he has not
alleged that he demanded payment of any past
duen claim that he had against the Erie Rail-
road Company or that payment was refused. Com
mon sense as well law would indicate that
the plalntn should have stated in his COM
plant the nature aud amount Of any claim
past due he nad against the company
by note bill, account or bond or on coupons so that
the directors could pay the same and relieve them
selves from SUSPENSION or at least so that the dlree
tors who were not enjoined could pay IT, me
paIutn has Jailed 10 show THAI he Aas any standing
IN court as a boudhoder, creditor or steeSholder
OF the ERIE railroad COMPANY. IL would nave been
wise Tor han 10 nave seen this before bringing the
ac6n. The fata defect IN the PLAINTIFFS case Is the
want of legal proof to sustain his complaint. Abuse
by the suspended directors OF their trusts, or gross
misconduct on their part or lrad IN the exercise oi
their Offices cannot be presumed without proper
proofs. Few, II any, OF tle material aiegauons Oh
pended directors are positively sworn 10 10y the
palntlff or sustained by The anluavts OF his three
witnesses
1ne Judge then proceeds as fotlows:--I will here
say that order 10 prevent conflicts III decisions made
by different Judges and project corporations and
their officers against suspensions aAd mJunctlons
that may be procured Tor sinister purposes, anu
which cannot be sustained. our Legislature, IN ms
Judgment, should adopt Il law OF the tuised states
$50 lar as corporations and tner directors are con-
cerned) which provides tnat no Injunction shall De
granted IN amy case Without Reasonable previous
nOtice 70 lhe ADVERSE psiA VI MS asoiuey Va tnc
time and place OF moving Tor the sane.n some sucn
act OF our Legislature seems TO be necessary 10 secure
haGMoly III tle aeclsiols VI JUICES, ano
what Chancellor Kent called common Justicen 10
hteants. IL ! nave been ape 10 understand tue
whole $40 follos IN the piaptihs Complaint IL con-
talns no Important charge Of improper acIs against
any defendant IN The case, since the stockholders OF
the Ene Railway Company elected the defendants
directors III october last past except those touching
the issue Of 81 000,00o worth at par o convertible
bonds OF the company To deitay the expense OF lag
ing a narrow gauge track On ITS road bed. so that
narrow ears can De rln from Chicago to Jersey CITY
1 should say If That proposition were ialriy and
honestly carried into eaert Is would be
benefit instead OF loss TO the stock
holders aud creditors CT the company;
and thai there couid De no reasonable objection
made to It, unless by competing railroad companies
or the owners OF stock in them. four Of the eight
suspended directors Us read the plaintiffs com
plant were never directors PRIOR to tner election IN
October last But those Iour nave been suspended
ana enjoined IN various ways, because of the pain
tn's Tears, and OF acls alleged 10 nave been done
previous 10 that mouth Dy other directors, one OF
whom Is brother OF the president OF the company,
ana related by arintty 10 another suspended direc
tor. | think nothing need be said To show the lm-
proprlety ito use no otner worry oi ther suspension
without previous notlce oi the motion Tor that uf
pose. TO sustain the order suspendlng them the
scripture rule, That visits the SINS o fathers upon
t1er children unGo the tfIrd and fourth geuefatlon
must be extended iateraIy.
The 9lalnun Dowhere claims IN his complaint that
he was ignorant oil the alleged misconduct OF the
eight suspended directors PRIOR To tneir election in
OCTOBER ias, that he or any stockhoder, creditor
or bondnoider OF the company, irom wnou he de-
riveu title ever demonstrated against such alleged
msconduct or took any measure 10 prevent 1t. Nor
does appear inat either OF the nine directors who
not suspended have sed reasonable efforts TO
have more frequent Or regular meetings OF the Doard
or Directors tnan have Deen held. Nor have any
considerable portion OF the stockholders made any
effort tnat direction. Stockholders who VIII not
look alser their interests out OF court should
INTO court Tor iayors OF orders resting on The
discretion oi the Court.
Untl saw toe charges OF immortality In the CON-
plant against SON, OF the suspended directors had
supposed, II q majority OF tue stockholders OF the
Ere hallway Company prefer 30 have Immoral men
or SPECTATORS for difGetors and fear many rall-
road companies nave some directors oil tnat caardc-
teri, they had legal rigut elect them directors;
and that tuey could make Brigham Young direc-
tor, nneller, whose heart Ito use the
guage OF former Chel Justice oi pennsylvania
IL more dark and base tnal that OF an assassin or
than hf3 wRo colnmlts u midnight afs0n.n
Alter paying handsome compliment, TO Judge
Murray, Judge Bacon ptoCeeas 10 say:-Per5ons
apply TO JUDGES npon Startling complaints ami one.
sided aifldaVts pleading that they VIII be ruined
character and mace hopeless bankrups unless tney
are temporarily relieved 10y an injunction some
other order aud judges, pena men ssmpathiLe win
them, believe tneir statements ana hastily grant the
Injunction or order ASKED Tor pGftt. And
Of course committed ana mn
taxes made suca cases. l nave omitted
TO speak OF the snai.iiass o. tue plasnAlis
alleged interest IN this controversy ttle amour.
OF which 1 inler, from what took place On
tae argument Less tnaa s0,0jl In value, aud per-
haps not owes half OF tat SUM wBeu compared wish
the great interests aud rignt5 IN jeopardy on tue
mart Of the defendants. / done 20 Tor tine rel-
son that there are other aud Controlling questions IN
the case. My decision VII nor prevent tue plaintiff
moving, upon due notice Tor an injunction 20 re-
strain any Oh the deen1ants IRON DONG wrongful or
illegal acts as directors vi tue Ere haIlway Com
pany during the penaeAcy Of the action.
for the FOREGOING reasons ana III tile oplnon that
the injunction ana orders IN question SHOULD De Va.
caed ana anuulied with COSTS, anu / SO decide