, 1873-08-12


4ssne nd II ass III Il ss 81! .n su
not ea With seoSo II my mstssr growing ont
of hs Isist9ns to The responlcnt t e.nnot
The TerwillIger tiil charged that certain contract
mae between z, Reeve s,, s Company fraudulent
pad a1, work done under thai Contract Tho 's caso
Ju,'gos Of Cook County, upon proofs aud nrgumenta
an o had delivered MI exhaustive opinlon rcvjow1ug
s & sn sa from wss ralasss s 5 s % m
Ths onon q s "or no. dge Wsms holding TT
H. tho uneesca fs e .gopss 9ns sts 4ss
III 80 that sny weight l. to gyc, 70 publications
tios, Of tic b ani "a tho record stood ii bo ihS o
judicial nna at he eoret botwsen Rosss sd Mni
tho respondpns was no fraudulent for tho cauecs al
Tliorc was an inlan0ton agninat this Company 1t
graph and enRaRed Ii tho construction of more. L
hal full control Of tta officers through a otces Tho
Sana w9ro ton kept t s .esont lad recently
olass md cannot conceive TINT Tho doctrine u lis
pcniens should 10 hold to have croacd conclusive
tho th div Of Jnnc is7a .o vA noto IL nSs so oS
Rceso or owe him . bona 1do dobt.,
The general principles hy Which third person ia
Is TINT tho notice attachod only 10 tho thng-tlo
which s tho aubjoot atcr OF ths suit. Hero tho sub
twoot tho parties to tho auit, aud rrobally neevo
could not havo assigned that contract pending
.he s1tt githoat ths .Ragns taking 4 subject . tic
inquire into The eonsdefatlon Of thc noso or tho cir
,ndorscr paid value for 1t. And Ii seems to mo It
by fs pendcns 70 hold that Ills respondent could not
gi.o Commercial papor In its business transactions
Incidental 10 hs point 1t is also taistss that Oils
inc .n @ nad no to svo heae notes.
deeda and contracts nre to bc agncd by The present
and that ia nowhere made tho duty Of tho Treasurer,
to agn notes. M by o fortR byaw " I IL rnrosaed
of three members Of the Board q DIRECTORS, ",eha
ou . dhs Hail feg'g n n"g,'a 70
on tke 5th q june ls73, .horo was = meeting hold
following resolution waa adopted, aud spread upon tho
records q thia Company:
Payment q bll for s37,Sie.as, from
n t ors,s sts and tst
I Il was conclusivey shown on t1e fornor y @ sisi Sa
red o % sa er a't a s hS by @ .' o
Treasurer. had been in tha habit Ut giving notes Of
thereto.
t. the extent Of The nowers Of tho Hoard Of Directors
;pa &c
sa sonsn5 sn tho hsxs assd no sna ss ssnf''' tb. ef
Board q Directors Or tho Executive Committee may nay
also authorize any other person - The ngon Of tho
notes IN pursuance of usage which would ratse the
prcsninpon that ho bad .ut.o1ty 10 do SO, and alao
thority.
Government or municipal body and tho acts Of m
officer Of corporation created for bustnesa purposea
Is obvious. In the caso Of aovornment ofcial tho
the f Usual tunetlons q saes saa eaasao o1ess.
power 10 make commercial paper Ike thia ia noecssae
~ incident to tho business which tho corporation IL
5saa ere to h9 snl e1seuya officers
thcs authority, and eyosy intendant should bo ao 10
snprors ths paper gvon especially whom evon BY o
ton, under the circumstances, to havs mado inquiry
tho Treasurer d tho corporation execute It, the ey
dcnce shows that tho actual consideration at tho
os 11 ss nnS wnh o.as rv.asea t.
construction OF telegraph line for tho Company, and
that ho advanced this money with tho understanding
security therefor. Making tho noses payable to
Rccve was only matter Of form. THO Inonoy was
had tho benefit Of t-thero was no prolt to lie con-
tractor involved in It: Tho Company hcn in debt
to sna ys
Ii tho prosumpons Of ho Inv sa Il aTos aSos
As this case Of crest importance to stockholders
Of the responaent, have carefully reviewed tho owl
well % tho now proof aub!ttcd tho last hearing,
and foo! compelled to adhere to tho conclusion It
which arrived on tho former trial.
There appcarH to mo to be room for doubt TINT
spris Of tho bankrupt law a tho time tho judsments
Bank 1sa Indebtedness amounted at that time to S5O
ooo IL due and with no means Of payment i had
to pay these dobts and its affairs wero seriously en-
harr.sscd II not Wholly Rnrs1yzsa by hitter i!tga-
out Of which tlero prospect OF money being re-
s,sa ' ne n' ssns ds ss'S Soas Ss..
Of %
Admit, II you please that tho stockhoders Of this
tract With Reeye That docs not Prove tst nnoeent
commercial creditors aro also to be deirauded do
Admit that tho bona tdo stockholders svo not, hero
toforc, bad control Of its aors and yet You fall far
short Of proving that I'll obligations contracted by ita
II ho doctrines coutened for ~ tho counsel for tho
r99;spo,n1dens ere to havo thes 1a logical up
psroa ers CYPRESS eopsns
iu THIS country but what could achieve auccossfn
pudistion Of ita debts IN tho same wny.
II tho stockholders Of this COMPANY have confidence.
1t ts claimed they have, not only in to integrity Of
the present Board Of Directors, but also In tic ui-
mate value and productvoness OF It's property, why
do they not act on foot schema for contributing
pro rata according to tieir stock, and thereby rails
Ing the funds necessary to nay this debteycn II such
contribution should bo secured by mortgage lrst
lion upon the property Of the Company an It's earn
ings? but no disposition has beon shown, 10 far to
1oeognizo tho rights Of these creditors.
Whom his Honor, Judge Drum1nond, influenced,
~ have no doubt he wan, BY
tho reiterated assertions Of rcspondenta counsel and
officers, TINT nothing duo the petit1ouug cred-
tors and appEec!sting tho hardship to tho, Company
nn its. Stockholders Of adjudgiug It bankrupt aud
epving them Of tho control Of thesr property at tho
a,!t Of man to whom they wese not Indebted and
who had no right to invoke tho power Of court Of
bankruptcy, suggested thh + ttoso statements wero
TRUE, they could escape the ilornma by paying all tho
othor dobts aud giving bond to pay Hilton, IT no
should finally establish big claim bofore sone eonpe-
tcnt ttlbunhl the respondents tnatesd Of acting In
tbs spirit Of that suggestion. appeared in court with
proposition to giyo bouda to ultimately pay all
theiE creditors. when thoy should estal1ish tho
validity Of thet debts In court, md aBkod that this
proceeding In bankruptcy should DO llsmtsael. Which
was not thu proceeding contemplated by Judge Drum-
Trrl,1n nrato tor,5i +