The New York herald. [volume] (New York [N.Y.]) 1840-1920, 1871-05-24
THE RAILROAD WAR,
The Albany and Susquel,anna
Fight Reyamped.
a History Of the struggls-Gsorge TicLnor Cur
It's Views-What is Professional Uonor7

a History Of the struggls-Gsorge Ticlnor Cur
It's yiews-What is Professional Hon,r7
| la his note of intro luction to pamphlet Oh the
above SUBJECT Mr. Curtis says
! considered this professional service especially
because from the nature OF the sub cct the tribunal
WHICH should have TO address would be mainly
bers oil my profession. They alone can properly
define, eacn one for himself rnes of professional
conduct. 70 their Indivi,ira! Judgments, winch
VIII form collectively the Judgment OF the bar, and
be accented by the lay portloa OF the pubic who
may take tie trouble 10 understand the subject,
submit the following opinion.
So much had been previously WRIT IN In the public
/ prints against Mr. Field that 1t required man
like Mir. Curtis uniting In himself the industry
and ability carefully TO ascertain and wei III the
testimony, and the unauestioned integrity to give
| an honest opinion upon the facts found, properly
to perform the task assigned to him. Mr.. Curtis
commences his opinion by a careful analysts OF
the principal facts which gave riss 10 the lltiga-
! lions. They may be breezy stated as follows:--
1 In 1909, when the Albany and Susquehanna
Railroad was completed, 'tnere was condl
tion OF dissatisfaction among Its stockholders aud
directors. who were TO some extent scattered
! along Its line, concerning its financial
| management" This dissatisfaction did not
| exist without a cause Mr.. Joseph Ramsey,
the then President OF the road had become its debtor
to the amount OF $4,000, for sums alleged from time
to time to have been borrowed from the company.
Such had been his conduct In this and other re.
spccts that at the election OF its directors In 1868 by
The choice OF the stockholders, q majority of d.
rectors representing decided opposition TO MIR.
! Ramsey wero chosen so that when the election OF
1869 was approaching there was an open contest be-
tween two parties In this corporation to obtain the
majority OF the now Soard OF Directors.
| Mr. Ramsey and his friends were at this time
| minority OF the board. HIS opp onents were the
| majority, and each party was anxious ut the ap.
preaching election to secure the election OF the new
| board The condition Of the stock OF the Albany and
Susquehanna Railroad Company at this time was as
follOws-lts authorized capital was $4,000 600
100000 shares). There had been issued S1,723 900
! Q7,23S sharesl which were undsputed. or the
| original subscriptions considerable amount had
been forfeited to the company for non-payment OF
assessments. and OF this amount there were at least
$4,000 5000 shares) which were alleged to have
been ressued parties who had not paid more than
| twenty-five per cent OF the par. ana which were
| therefore disputed. Assuming that no greater
amount OF the forfeited stock had been Issued there
remained IN the hands OF the company 762 shares
In such situation the effort Of each party desiring
an honest election would be to obtain majority OF
| the II, 23S shares OF undispuled stock.
| Mr. curtis, after describing infinitely the efforts
| OF the Church, or antRamsey Party. to obtain the
control OF majority or the stock (Which were sue
| Cessful), says
1t is now necessary TO describe by tho
Ram,ey party This movement. consisted BY Mr.
acribed for in the hands OF The company On
the 7, Of h The ,h.n Of mr. hsmsey the
old stock subscription boos OF the company with hro. They
ing that the subscribers individually to pres.
% e wh S a sn per n Be %s
called when board of directors erpete,
hs hat any Ct s s p msa af not w Ss IS
after the election.
TO raise the $4,000, the ten per cent on the sub.
scripdons Tor $500 shares, Mr.. Ramsey drew his
draft FOR 500 0C0 on David Groesbecx anu deposited
| ycih nan as collateral security $l50,0OO OF the
| equipment bonds OF the company belonging TO tie
oonIdpy and achich, i is oHeged M RAMSEY
| Obtained nom tie treasurer J0r his purpose. 1t
thus appears that Mr.. Ramsey endcavored to defeat
the wishes OF majority OF his stockholders, not only
BY the alleged fraudulent OF stock, but by the
conversion OF their property for the payment OF their
stock after Ii had been frauduently issued as al.
| legged. Approhenslye that even tins might not give
HIM control against the legal t0ckholders lie resort
ed TO the courts and on the I'd OF August an pGite
| injunction was obtained from judge Parker to re-
| iona fda in the interest OF the Church
| party. This Injunction was, OF course dis.
on ona e he S ponoT o. Auu Before the
the company we're clandestlnely taken from the Of
lice OF the company ana Tor time hidden IN grave
yard IN Albany, ana afterwards carried from place
| 10 place. remaining concealed for q whole month";
| Tue suits commenced by the Church party were to
comnei the treasurer. who was In the interest OF
Ramsey, to transfer stock Which had been bona HQe
purchased and paid for to the purchaser.
Mr.. Gurus then, at considerable length, goes into
the history oil the other suit brought against the
company by OF The directors, on inc ground that
Ramsey had a various times issued 5000 shares OF
the stock OF the company as fun paid stock to vari.
| Gus persons, when none OF them had paid over
twenty live per cent OF their par value, and that he
4 cnlpDNOTinE a election.
suit OF the suit was that Judge Barnard issued
junction restraining Ramsey from acting pgesi-
| dent or director and from issuing any Stock until
The further order OF this Court This order Ramsey
II is eontended dis9beyed, and at once be.
| ton, IN Albany county, against tour OF the dIrec-
tors. The history OF Inc prolonged litigation which
| capuuaiion OF the facts as gwen by mir. Quits
| would he superfuous. He enumcrates oil the de-
| nald appointing receivers OF the road ana Which
order was taken to Albany by the receivers for tho
BOOKS ana other properly OF the company In that
city. and concerning the struggle for tie possession
ceiver py Judge Peckham, OF the Albany supreme
! Court The manner by which the supplemental
complaint. made to break the deadlock, was made,
| The upshot OF The complaint was that Judge
Barnard on the eth Of August, sitting in spe.
| clal Term, made an order embracing the several
| judgments as prayed for, and requiring the de-
PENDANTS to prosecute Their claims to Tie receiver.
ship In the supreme Cont In the present action,
| directing writs OF assistance to issue forthwith TO
the Sherlns Of lie counties where the company had
| amy property, IN order TO put the New YORK re.
! celycrs ia possession, ana authorizing those re-
celvers 10 employ any necessary force 10 resist all
! attempts 10 Gust them fIom possession. On the
same day, August corresponding proceeding TOOK
place IN Albany IN support Of the Pruyn reccveisnip,
! and an order was signed by Judge Ieekham requil-
ing the receivers, Fisk and Courier aud the Church
directors TO snow cause why the prayer OF the
| plaint IN that proceeding should not he granted.
| enloining and restraining FISK and Courier nom
acting, OF claiming 10 aci az receivers with an ex.
! uaofdlnaly prohibition attached, addressed to all
persons who might be acting IN concert with the
defendants, or might bring actions institute pro.
ceedings oil like nature. or having Tor their object,
In whole or III part, the removal or suspension Of
any OF me directors from advising, COMMENCING or