The Rock Island daily Argus. [volume] (Rock Island, Ill.) 1872-1873, 1873-08-08
THE CASE OF HENRY H. BooDf'
The Suit BY Railroad Company Dna0' VI
Corporate Officers

From the n. Y. Times, Aug !
In December last Henry II: bo oo9 W. was
arrested and held to bail in Sloo'oIpU - 1ha
civil suit brought against nm
Rockford, Rock Island and 81. Louis t'aL
road Company. Ii was charged oy .ile
company that MIR. Body, while ulre 5 sl
and the treasurer thereof had recel'eu loi
his personal benefit share in the cohtrae'
price for constructing the road, ana q CON-
mission for negotiating the company
bonds, which went to pay the GIN M; ao S',,
amounting in all to $277, 22l IA ms sum
the company claimed, considering 'iio posi-
ton of MIR. Body as director ana treasu,
rer, should have been paid over 10 IT, "a, anu
not appropriated to his perso9ai use me
facts, as presented by plaintiffs aetl9rlzed
an attachment against the delehoah'
property, and such order wa, mace III al
dition to the previous orler Vi arrest
Recently motion was made peioi1 uuse
Daniels, in Supreme Court, IhanlDers' on
behalf of defendant, to vaeaH Doth ORDERS
and a decision has now ben rendered.
While holding that the facts presented are
such as entitle the plalntlr> 10 ea'her an
order of arrest against the t1y Vi ueleha-
ant or an attachment agalnS MS property,
being a nonresident thy are not en-
titled TO both, the intention Il the Legisla-
ture being to make eithe proceeding a
complete remedy in itself:
On the question of defeIiant right to
the money in dispute, anc the duties of
corporate officers, the Judg IN his opinion,
, says
Acting in either one OF both of these
capacities, director or treasurer, 1t was
the defendants duty to tn plaintiff to do
: whatever laid in his powE TO secure the
construction of the railrod on the most
economical terms, and for ne bestlnterests
of the corporation whose ofeer he was. His
position in each capacity vas one OF trust
and confidence requiring nm TO exercise
, the authority which the stockholders con-
ferred upon in the manner that in his
Judgment would be most kelly to promote
the prosperity and success OF the corpora
ton. lie was its agent, possessing a large
share Of its Tower, aud hi position requir-
; ed him 10 exercise it, as dher trustees are
always required To exercis. their authority
to promote the welfare of the body il
j whose behalf he was destined to act. Fol
r that reason it was his duiy, so far as hi.
! efforts could be made eff otual in that di
rection, to procure the Plaintiffs roadway
to be constructed on the very best term
! that could be obtained And in order I,
S insure the direction of h. efforts to tn
o accomplishment of that nd, both the Ma
ture of his duties and til laws of the lant
I combined TO deny him ne right, withou
e the plaintiffs assent, b take an interes
+ with the contractors in the Performance
: Of the work which they Undertook TO per
form for the plaintiff. The existence G
> such an interest woull obviously Undue
n him TO violate his dutie, rs director of tn
, plaintiffs corporate affars, by stipulatin
, for the payment to t.r contractors of
larger amount for the obstruction of I'll
y railroad than they woUd have otherwis
20 been inclined to insist upOn, or could hav
lie had any right to expec The neeessar
,r consequence would be induce him to a
20 sent to the payment Of At least so niue
more of the plaintiff rOney for the col
: structlOn OF the railroa as he expected
If To receive by way Of profits fro
the contractors. anl bonus on Il
sale of the bonds, the direct r
suit of which would b. violation of IL
obligation arising out f his duties to Il
plaintiffs. Neither the law nor good mo
ais will sanction or exuse such dereli
ton OF duty on the par of public or pl
ay waite agent; no person S allowed to pro
by such position. Tie law so far co
templates the infrmit of human natur
which renders it yielding to the inclinati
UT of interest, that it will not permit pers
n, to place himself in a position where a co
K, fiict will arise between interest and dut
& Al haI IL Ii
es or assent of the persoa or body TO who
all or to which he has incurred obligations l
Fir quiring disinterested alton upon his pa
all the profits secured by a departu
th from the strict Observance of du
is are held 10 be not hi own, but TO belo
if TO the conhding PRINCIPAL represented, a
ry at the same time deceived by him. II
tut is a rule of law and equity too well settl
'as u require authority II Illustrate or sust;
ne it. And under. its application TO this c.
ole the money retained h the defendant
Ilk his share of the profits made by the G.
Ike tractors, being the sun of So, 22l IA "a
Sc that retained by hin as the amount
uk was To receive on the sale Of the bon
ON being the sum Of S245. 600, was the MOI
BILE of the plaintiffs and held by him for tn
all benefit. These are sans which, in efft
will went into his hands fr the benefit OF
by plaintiffs, and were never disbursed
so him in or about their business.
50 when he failed to pay them over 10
in plaintiffs, and applied aud appropria
on them to his own use he became liable
uld be arrested for such default under sui
ore vision of section l7g of the Code.
It'll The court having decided that plant
Joy could not have both remedies, permit
Gus them to elect which order should be
llts aside. Plaintiffs counsel elected to rel
,ys, the order Of arrest in force, and the OF
ere Of attachment was accordingly vacated
less Henry j. Scudder and james 5. SITES
can appeared for plaintiffs w. 5. Cowles
'ba- John H. Virgins for defendant
title "
the The County Fair.
NJ 2 nnnl nnnr ILL .nA hnnl-