The Emporia news. [volume] (Emporia, Kan.) 1859-1881, 1870-10-21
DECISION OF THE SUPREME COURT.

missioners of Coffey County-Original
proceeding in Mandamus from Coffey
County.
OPINION.
BY the Court-Va ientine, Justice.
This action is on an application for a
writ of mandamus, brought originally
in this court.
The said Land Grant Railway and
Trust Company bring the action to COM
pei the said Board of Commissioners of
Coffee county to subscribe to the capital
stock of the Missouri, Kansas and Tex
as Railway Company formerly called
the Union Pacific Railway, Southern
Branch to the amount of two hundred
thousand dollars, and to issue in pay
ment therefor an equal amount of the
bonds of said county, and to deliver
said bonds to the Land Grant Railway
and Trust Company, the assignees OF
the said Missouri, Kansas and Texas
Railway Company.
Upon this application for said writ,
the following facts, among others, were
shown to the Court:
l. On the 18th day of February, 1866.
the Legislature of the State of Pennsyl-
vania passed the following act:
Gan act to incorporate the New York and
California Vineyard Company:
SECTION /. Be il enacted by the Senate and
House OF Representatives of the Commonwealth
Of Pennsylvania, in General Assembly met,
and 1t Is hereby enacted by the same, That
John Z. Williams, John b. Church, Asahel
Green. p. w. Turney and Sidney L. Morse.
and their associates, or any three Of them, be,
aud they are hereby, created body poliIic by
the name, style AMI title of The New York and
California Vineyard Company, and by such
name and title shall have perpetual succession,
and shall be capable OF suing aud being sued,
tmpleading and being impleaded, and Of grant
inn mi fN
erty real and personal and mixed, and OF hold
ink and improving and dsposing of. by sale or
otherwise, ofall their lands, or any part there
OF, Interests IN or liens thereupon. the pro-
ceeds of the same, in any of the United States
or the territories thereof except in the State
or Pennsylvania. the same AS u natural person,
and TO obtain therefrom any and all minerals
and other valuable substances. whether by
opening or working, leasing or disposing Of
privileges to work or mine or sell su b lands,
or any part thereof, and to erect houses and
other buildings or works as may properly ap-
pertain to such business, and to use, let, sell,
lease or work the same. and to di pose of the
products OF all such lands, mines and works a.
they may deem proper.
SECTION 2. That the said company shall
have power to make such bylaws they may
deem proper TO enable them to carry out the
object OF their corporation, and the same to al
ter or amend, aud TO or repeal at their pleas
ure; provided. that such bylaws shall not be
contrary to the Constitution of this Common
wealth, or 10 the provisions of this act, and to
q.
and TO issue certificates Of stock and bonds rep
resenting the value of their property, and Sc
curing the same on their property in such form,
and subject TO such regulations, as they may
from time TO time, by their bylaws prescribe.
and to regulate and prescribe in what manner
their contracts and obligations shall be exc
cuted.
SECTION 8. That the corporators named in
this act shall elect persons to serve as diree-
tors, majority of whom shall constitute a
quorum for the transaction of business, and
haNlT al
shall have been elected, in accordance with the
bylaws.
SECTIONS. That it shall be lawful for the
company to establish the necessary offices for
the business of the company, wherever their
business is located, and to have their PRINCIPAL
office in the United States in such place as they
may deem expedient; at which place it shall
be lawful TO hold all meetings for the transac-
ton of the business of the company.
SECTION 3. That the stockholders of the
said company be and they are hereby author
lied to change the name of said company,
| which change shall be valid after filing a GER
tficate in the Office of the Secretary of the Com
mOnwealth, signed by the President, and at
tested by the seal of the said company"
?. The corporation organized under
the provisions of this act and the name
of the company, was afterwards chang
ed TO (under Section of this acD ''The
Land Grant Railway and Trust Com
pany."
OH tue <otH VI 1OOls the p0O-
pie of Coffey county voted to subscribe
said stock and to issue said bonds to
| said Missouri, Kansas and Texas Rail-
way Company, Chen called the Union
Pacific Railway Company, Southern
4. On the 14th day of November, 1868,
| in consideration of an agreement of the
said Land Grant Railway and Trust
Company, to build and equip railroad
from Junction City, Davis county, Kan
sas, in a south-easterly direction UiQ
Council Grove, Emporia, Burlington
and Neosho Falls to the south line OF
the State of Kansas, with a view also oil
extending the same southerly to Fort
Gibson, thence to Fort Smith, and also
from Fort Gibson to Preston or Pine
Bluffs, on the Red River, in the State OF
Texas, the Missouri, Kansas and Texas
Railway Company assigned to the said
Land Grant Railway and Trust Compa-
ny, not only their interest in the said
Coffee county bonds, but also assigned
TO them other county bonds, railroad
bonds, mortgages, real estate, &C., 10 the
value i'll the aggregate of millions OF
dollars.
5. On the 18th day of February, 1870,
the Legislature of Pennsylvania passed
another act as follows:
ga suppl ment to an act entitled an act to
incorporate the New York and California Vine
yard Company, now called the Land Grant
Railway and Trust Company, approved Feb
ruary 2S,h, 1866.
SECTION l. Be it enacted by the Senate and
House of Representatives of the Common wealI b
of Pennsylvania. in General Assembly met.
and it is hereby enacted by the same, that the
New York and California Vineyard Company.
now called the Land Grant Railway and Trust
Company, incorporated by an act to which
il a IN he atlfb
ity conferred in said act, are hereby authOriz-
ed to borrow money in any State. territory and
county. except the State Of Pennsylvania, on
such terms and at such rates of interest as they
can agree upon, and to give in evidence OF said
loans, certificates, obligations or bonds pava-
BILE on demand. or at some fixed time, and IT,
give such mortgage or collateral security for
the payment of such loans, certificates or bonds
As they may have to give. in such manner and
form as they can agree upon with their cred
itors.
SECTION 9. They are also hereby authorized
to make and execute ali contracts which they
deem expedient for the improvement of real or
personal estate"
On the 9Th day of July, 1870, the
plaintiffs commenced this action.
In the consideration of this case it is
necessary that we should go back TO the
very foundation upon which the plain
tifs built their superstructure. That
we should look into the origin and or
ton. That we should investigate the
validity of their Pennsylvania charter,
and that we should determine whether
they have any legal status or any legal
corporate existence in Kansas.
The defendants deny that the plain
tiffs have any legal corporate existence,
in Kansas or elsewhere-and deny par
ticularly that they have any legal right
to engage in such business in Kansas as
they have engaged in on such a grand
scale for the last two years.
1t is certainly with no feelings of hos
tility towards any one that we investi-
gate these questions.
They are thrust upon us without our
consent. The plaintiff brings the case
here, and these questions necessarily
arise in the case at the very threshold
of its examination.
1t must be admitted that the plaintiffs
have been of great benefit to the people
of Kansas. They have vastly increased
the wealth of the State. They have ex-
pended millions of money in enterprises
of incalculable benefit TO the public.
They have built and are building with
in this State, long lines of railroads, in
struments of commerce and intercourse
essential to the prosperity of any peo-
pie, and species of improvement with