Alexandria gazette. [volume] (Alexandria, D.C.) 1834-1974, 1873-01-21


themselves the sums advanced to pay on the
floating debt, &C., with interest thereon, 81 1he
rate of eight per centum per annum-Inen w
pay to themselves such sums as they may con,
tract to pay for the construction, equipment ana
stocking of the road with the cost of superln-
tendence and the interest on the same at inc
rate of eight per centum per annum-ana tneii
to psv any Deficiencies OF interest upon any VI
the mortgage bonds of said company 6eyona tne
net earnings of the road until the sso exteisloa
shall be eompleted-the net earnings OF the roau
being pledged for the payment OF the interest Oh
these first mortgage bonds ,
It thus appears by the stipuations OF TINS con,
tract so-called" sll the subscriptions, munlclpai
and other, and all the first mortgage oonos OF
the company pass under tne consro. u snooo oo
ased under superntendence appointed 6y
them but paid for by the company as II tne
company through its own officers were lncaPa-
BILE of managing its own concerns ana eApenulng
in proper manner to suit itself, lts own means
in the extension of its road and in the equipment
and running of the same. It treats the company
as a minor or other person under disability nav
ing no Judgment of its own and puts the COM
pany and its bonds and subscriptions TO its caplc
tai stock under the guardianship and control OF
H. S. McComb, Oakes Ames q 20, Wltnout one
particle of security that these large amounts
thus placed under their control will be properly
dealt with and faithfully administered.
But this contract further proceeds to stlpulate
that the company will issue to these parties,
Messrs. Oakes, Ames s. Co., AS A BONUS as 1t
were for their taking the guardianship OF the
five thousand to be issued on the payment OF
the $3.50, OOO-stipulated to be lent by them at
eight per cent interest to the company-tne
other ten thousand shares on the completion OF
the proposed extension.
legged contract A contract 80 important In It's
effect upon the rights of the stockholders OF the
company should have been carefully laid before
them in general meeting and It's enect explained
to them and their sanction obtained before II
could be considered as binding upon them. This
% was never w done; and in the opinion of the un-
dersigned, without the express sanction of the
stockholders, the Board of Directors had no
right TO contract to issue stock as paid up stock
when not one cent WAS paid therefor, more espe"
cially when the stock so issued was In such large
quantity rs to amount In elect to the cohtrol oi
the road.
The effect of this alleged contract was imme..
diatelv manifest in the election, at the general
meeting of stockholders in November 1863 OF
four OF these parties of the second part as Dlrec"
tors-a majority of the Board.
How they became Directors is mystery. They
are not under the pretended contract stockhold-
ers until the payment Of the $3.50, 600. They
have paid only 1925 goo, and the stock was not to
be issued, (though it has been issued) until the
payment of the $3.50, OO.
Yet they are acting as directors; and nave as
such the entire contro! of the road. They have
had control of the road since November 1869,
and seem disposed to continue to hold 1T for
since that date no annual meeting Of stockhold-
ers for the election of Directors has been held.
According to the present arrangement these
parties of the second part in the Board OF d.
rectors represent and controi Dotn saeS ol tne 50
called contract.
We are exceedingly unwilling for ourselves to
submit longer to the present management OF the
road And we think the interests OF the COM
munities through which it passes and IS intend
ed to pass, require that the management shall be
changed and changed thoroughly. We think
the change will be best accomplished by the
State resuming her interest in the road; by the
enforcement OF the forfeiture of the stock; oy
calling meeting of the stockholders under the
law, and electing Directors and officers, who
will conduct the road according to the interests
of the stockholders therein, and who Will also
take the proper steps to vacate the stock tnat mas
been issued to those gentlemen OF credit Mo-
blier'' fame.
mending the reputation OF an obligation to re-
nav to Messrs McConb, and others, the money
really advanced by them with the iDterestthere-
on at the stipulated rate-le 1t paid out OF the
funds of the Company, as 1T can De ralsed-out
repudiate the idea that the advance OF S22oOoO,
entitled them to hold the road until 1t pleases
We therefore recommend the adoption of the
following resolutions
l-REsoLvED Tt earnestly desire that the state shall
he interest in the stock of the Washington ohi0
Railroad Company, and that she will take siici steps rs will
free the road from tho control Of the present secohhhg
Board Of Directors.
THAT Delegates and Senators in the Legislature OF
the State he requested and urged To take the proper steps 10
bring the matter before the Legislature and have the rgnts
the stockholders in said road and OF the people OF the
counties through which the road or is proposed " pass
protected against the usurIaun practised upon then
Respectfully submitted, MATTHEW HARRISON
CHAs. p. JANSIY,
WM BBvERLEr.