Spirit of Jefferson. [volume] (Charles Town, Va. [W. Va.]) 1844-1948, 1873-05-27

sented in the record to the legal consideration
of the Court" Nor, upon the authority of
the same case, wouid it be competent for the
plaintiff to affect the right of the defendant
by release, or change in the amount which
his declaration, originally, demanded; for
'.the defendant can not be deprived of the
right to removal of the cause by an amends
$500, allowed in tho State Court after the
avowal has become complete"
The damages demanded by the declaration
of the plaintiff in this case being 5000, am,
therefore, of opinion that the amount in
volveds or matter of dispute, brings the de-
PENDANTS motion within the prescribed condi>
tion, on this point.
The next question is whether the defendant
meets the requirements of the law in this -
that it is a citizen of another State against
whom suit has been brought in this State /?
The fact that the defendant is not a natural
person does not affect the answer to this in.
quiry; for it has long since been authori.a>
lively decided that an artificial entity
namely, u chartered corporation-will. for all
purposes of jurisdiction, be considered citi>
zen of the State by which i. was created
Ii, therefore, the defendant he corporation
created by the State of MARYLAND, and de.
irving its existence from the laws of that
State. it can not be objected that it is not
citizen of Maryland, because it is merely
chartered corporation. but what is its status
in the Courts of West Virginia? L. is ais
legged upon the authority of 18th Grattan
655 and the cases of Goshorn as Supervisors
l. w. V. 3O8. and the r. R. Company u.s.
Supervisors, 8 W. V. $40, that the defendant
was Virginia corporation aud is, since tho
erection OF this State, West Virginia corpo.
ration. As is well known, this question has
recently been madc the subject of exhaustive
discussion both, in the lower and appellate
Courts, of this State, and the Supreme Court
of the United States. Tt would be useless.
therefore, to consider the arguments which
have been sd ably urged by counsel, here.
with the elaborate to which they would
be entitled if they we're presented in the form
of original propositions. Fortunately, the
principal points of discussion have been iu-
dicialy considered aud there is imposed
upon me no more serious duty than to ans
nounce the conclusion have reached after
conscientious, and somewhat dligent, exami.
nation of the decisions which bear directly
upon the question before u.s.
/ am of opinion, notwths landing the ap-
parent authority of the r r. Company as
Gallahuc, Q2th Grattan $3.50 that the de-
tendant is corporation chartered by the
State of Maryland, and that it derived its
corporate existence, solely, from the laws of
that State. | think that the acts passed by
the Legislature of Virginia we're not intended
to create. and did not, in fact, create a new
corporation that thcg recognized the ex>
is'ence OF corporation already created and
organised by virtue of Maryland charter;
and that, from considerations of high and
evident policy. their purpose was TO enlarge
the sphere Of its operations to enable it to
exercise its franchiscs within tho State of
Virginia, and to pursue the enterprise upon
which it had embarked through the territory
which lay between the Potomac and tho pro-
posed terminus upon the Ohio The charter
OF Maryland could, of course, have no extra
territorial effect; and the permission of Vir.
ginla was essential to the successful employ
ment of the powers with which this corpora
ton had been invested by the authority which
created it. This permission was originally
given, and afterwards renewed, upon condi-
tions none of which touched the organization
of the Company, prescribed its internal man
agement, indicated the number of its direc>
tors or the duties of its officers, established
its place of business, specified the value of it's
shares, limited its capital. or, in any way,
provided for that control and supervision over
it, which Maryland has constantly and exclu-
sively exercised and which Virginia would
have undoubtedly claimed over corporation
created by itself.
So far as the opinion of Judge Allen in the
Gallahue case, may be cited in opposition to
such a conclusion it is proper to say-with
profound veneration for the authority of that
great and lamented jurist-that the point ac>
tually decided in that case was, simply, that
the B. & o. R. r. Company was liable to be
sued and held to answer as garnshee in the
courts of Virginia. The question whether
that company was a Maryland or Virginia
corporation was not prominently presented
or considered; ibid not arise upon the record:
and it was, in no sense, essential to the de-
termination of the questions which did arise.
The remark Of the distinguished Judge that
it was Virginia corporation was brief and
passing, unaccompanied by critical review
of the legislation of either State, and uncon-
nec.ed with any discussion of the important
propositions that new corporation had been
created, or that a corporation already brought
into existence and endowed with faculties and
powers by the sovereign action of our State,
could, as living, legal entity be invested with
dual existence through the action of another
sovereignty. It does no violence to the au-
thority of that opinion to believe that it was
not intended to bear the Interpretation which
has been given to it; and, indeed, it is now
understood that Judge Allen deprecated the
conclusions drawn from his remark and would
have judicially disclaimed its supposed effect,
had proper opportunity been presented
I have referred, thus particularly, to this
dicfmnt because it, and the West Virginia
cases which have repeated and re>echoed it,
may be presumed to be binding authority
upon this court. can not accept them as
such. On the contrary, believe it to have
been left to later decision to supply more
consistent and conclusive determination of
this important and difficult question; de-
cision which, on the one hand, establishes the
citizenship of the defendent and, on the
other, ascertains and declares its relations to
the people and the tribunals of West Yir.
ginia.
In tho nasn nf Al. {. a d d n