New Orleans Republican. [volume] (New Orleans, La) 1867-1878, 1872-02-23
THE COURTS.

1
| pany, John G. Gaines ct als.-lhe otate Oh
| Louisiana, ex rel: Durant DaPonte, mas
| entered suit in this court, aVefrlhg ihat ia
| Ponte is and has been always ana cohllh-
ually shareholder in the Louisiana !evee
| Company: that he held one thousaud snares
of the capital stock Of said company OF the
| first and only legal issue ever made, To-
wit: q 900 shares in April. 1871, and he
has held the same continuously with the
| execution of one hundred shares, which
were sold in the year 1871; that OF the re-
maning 900 shares, 400 thereof re-
mained in the name OF the rGlator
| on the books of the company,
| and other 500 shares have heen
| temporarily pledged to- Townsend, Lyman
& Co., but are really his property; that he
was an original incorporation in the com
| pany, and as such entitled by the charter
| of the corporation to preferred right OF
| subscription to any stock at any time Is
| sued: that some time during the summer OF
| 1871 the directors Of the company under
! took a secret negotiation with H. - Me
| Comb, of Wilmington, Delaware, and W..
| T. Scott, OF Philadelphia, Pennsylvania.
| with the object of interesting them IN the
| affairs of the company; that they being I'M
! willing to appear publicly in this transac
| ton, designated one Wilmans to represent
| them: that he came to New Orleans, and,
| in the month of August, 1871, entered into
| a contract with the directors OF the Louial-
| ana Levee Company, by which the capital
| of the company was to be raised 1ren
| $4,000, 900 to $l0,G00,000, or an increase
| of $4,000 shares of the par value of 500
| each; the $4,000 shares to be delivered to
| Wilmans, together with $4,000 iii the
| bonds of the company, Wllmans to apply
! the proceeds of the sale of the bonds to the
purposes of the company, and to advance
4, such money as might be required; that this
| contract failed in consequence OF the re-
| fusal of McComb and Scott to fulfill its CON
| ditions, upon which Wilmans left the State,
| and has not since returned. That in the
| meantime, A. G. Bricc, the vice president
| of the company had issued 10000 shares of
| stock to Wilmans of which amount Will
| mans had handed to or disposed OF to GER
| tain persons 1900 shares, all in utter CON
| tempt and direct violation and Ill fraud OF
| the rights of the stockholders and lncor-
| porators, and specially of this relator.
| That after the departure of said Wllmans
| 10000 other shares of stock, thus fraudu-
| lently issued were placed in the possession
| of II. G. Warnoth, Governor OF the state
| OF Louisiana; that, in consequence OF these
| Illegal acts and the embarrassment caused
| by these fraudulent and unjustitable pro
| ceediugs. a meeting of certain stockholders
was held on the twelfth Of December, lS1l
| in order to amend the charter Of the com
|
out the objects for which it had been char
| tered: that at the said meeting the follow
| ing amendment to the charter was adopted:
| ART. That the following be snbstitu
| ted instead of said article, which will now
read:
ART. l. The capital stock of the com
panv shall be Si.0G0,0G0, represented by
| lG0,U GOO shares of $40 each; provided, how
ever, that the directors are authorized and
required to increase the capital stock tc
| 81 800 900. by issuing 100, 900 shares of pre-
| f,rred stock Of SD per share, payable only
! in the following manner, to Wit: slO per
| share in the existing stock OF the company
| to be designated thereafter as ordinary
! stock: the balance so to be paid IN la"
| tul currency, at such time and Ill such
! manner as the board may determine; pro
| yided. further, that the right of subscribers
| to the preferred stock to pay SO per share
| in certificates OF ordinary stock shall cease
! at the expiration of six months from the
adoption OF this article. Said preferred
stock shall he entitled out of the. earnings
of the company, to dividends to the extent
| Of twenty per cent per annpm OF sad earn
ings before the ordinary stock shall partici
pate therein.
mo increase Of the capital stock of the
| company shall hereafter be made except II
dividends OF stock TO the stockholders, and
the capital stock OF the company shall never
be increased beyond S5,u00,000."
The reator further alleges that soon
| afterward the following named persons
were chosen directors of the company. 10
wit: J. G.. Gaines, d. +. Kehner, Bradisf
johnson, 2. j. Kennedy, Jules A Blanc. l..
NJ Generes, John Henderson, c. T. Howard
| Patrick Irwin. w. l.. McMillen, }. II
| Ogiesbv. William S. Pike; and that from
these John G. Gaines was chosen president
Relator charges and AYERS that these twelve
| persons induced said ii G. WaImOth to de
liver to them the said 90 900 shares OF stoch
| in his possession, or the certificates repre-
senting the same, and that they then appro
| priated to themselves and to certain othe!
persons conederating and combining witt
| them in this transaction, the SAID 60QGi
shares of stock on the false and fraudulent
pretense that the said stock belonged Il
| them, whereas. in truth ami in fact, and il
law and equity, 1t was really held II
trust as tiduciaiies and agents hy SAIL dl
rectc,s for the benefit of the stakeholder!
and incorporatOrs OF the company. and t,
the extent of II of $4,000 shares tor tn;
relator: that the said twelve persons theI
constituted themselves subscribers to The
GO, 600 shares OF preference stock, vithou
opening books OF subscription, and issuet
to themselves receipts, iraudulentiy alleg
ing aud acknow ledging the payment OF Sl'
per share i'll ihe ordinary stock OF the cor
| roratiun, when III truth and in fact the Or
| ,inary stock then issued and converted bI
| them for this purpose was ACTUALLY III Ia y
and equity held in trust for the st0ckhUiti
e!s, and had been Illegally collusiyely an'
| fraudueutiy Hsurpcd and mlsapproprlatt
by the said twelve directors combining an'
contederating together, and with others, t.
wrong and in ure this relator and other
| stockholders and incorpGratOrs. RelatO1
represents that bis interest in said stock i
well worth the sum of 10000, ard that h
| is utterly iihOut adequate remedy i'll th
ordinary course of law, and lie is forced t.
| ask the equitable interference OF this hon
orabe court in the premises. And relate
further represents that he has repeated.
| demanded of the president and directors o
| said company TO appOrtiOn to him tn
| amount of ordinary stock to which he i
Justly and legally entitled as stoekholde
| and incoiporator in the said company, aD'
his demand has been persistently refused
And he represents further, that the refusal
as aforesaid, as also to cancel the false ant
fraudulent receipts which they have issue,
| to themselves, caused great loss and dana Z
| to YOUR rclator, and is denial of justice
and that a continued refusal will inttict Sc
rious and irreparable damage, injury an
lose pecunarily, on this reiator, and tha
ordinary legal proceedings are utterly IL
adequate to protect him against such dan
age injury and loss.
Wherefore he prays that, the premise
| and affidavit being considered, writ o
| maudamus issue, directed to john q
Gaines. president of the Louisiana I.eve
Company, and to the directors thereof, OF
dering and commanding them TO cancel an
annul the said false and fraudulent receipt
before mentioned, and to apportion and dc
liver to this relator 200 shares for there
abouts). or SO much thereofas he is enti5le