Burlington weekly free press. [volume] (Burlington, Vt.) 1866-1928, 1875-08-13

rectCrs IN SAID company. that the sum 30 paid Dy
Park should be returned to him at some future
time; that many o. said subscriptions were in fact
unauthorized by the persons Whose names were 20
used and they never ratified such subscriptions or
adopted such payments in their behalf; and that
Afterwards, in pursuance Of said agreement and
understanding resolution was passed by the board
Of directors October 18th, 1873; That the total
calls upon the stock Of this company to this date
be 20 per cent. and that out Of said moneys when
collected the treasurer repay to the parties who
furnished the same nve per cent originally paid at
the time Of the first subscription to the stock ;
| and that the officers o. this company issue
to the general subscribers scrip STOCK certificates
for the amount paid by them upon all calls ;
the same 10 bear per cent. interest from the time
! of such payments respectively" That said com-
pany id reimburse TO said Park the money ad-
vanced by him as aforesaid; that such scrip stock
certificates to the amount Of the payments, being
80 per cent. in all made upon calls upon IL COO
shares subscribed for were issued by the officers
OF said company. under said resolution, but no
calls were ever collected or claimed upon 2,iOo
shares part 10000 shares in all apparently sub
scribe fer, and no scrip stock certificates ever
is ued therefor, but the were treated by said
corporation as having been made by mistake or for
other cause not binding and that the total amount
OF bona fde and legal and binding kubscriptiOns
in fact Il go shares, although at first supposed by
SAID commissioners 10 be 10000 shares; and if any
valid subscription was ever made for said 2,i00
sbares The same were as this depOnent is advised
aud telieves, cancelled and annulled by consent
OF said company. in manner Aforesaid, and such
subscribers became released therefrom and said
400 shares never became the basis for the issue Of
any scrip stock certificates and were not, and are
not any part Of the capital stock Of said company.
That Afterwards, and on the 10th day Of January.
1874. another vote was passed by SAID board Of d.
rectors. as follows.
That the Treasurer be authorized and directed
TO purchase the stock Of this company to an amount
not exceed m the sum Of $250O00 paying therefor
at rate nos exceeding five per cent OF the par
value thereof" which vote this deponent believes
passed in reference to said invalid or cancelled
and imperative subscriptions for said 400 shares
and was intended TO warrant a repayment by the
Treasurer to said Park five per cent advanced
by him thereon Aforesaid, and TO effect balance
fthe stock account on the Treasurers books. But
this deponent says said 400 shares were not in fact
purchased by said company, and this deponent upon
examination has not been able to find any transfer
10 said company upon the books of said companyof
said 400 shares, or any part thereof. And This de-
ponent is advised and believes that said company
could not under its charter legally buy and hold
any tights represented by unpaid subscrip-
tons for its stock; that such apurchase would
be fraud in fact and in la%, and If II could he le-
gally accomplished might result in the entire de-
structiOn or the security upon the ialth OF which
said company was appointed receiver as Aforesaid.
And this deponent further says, that said pre-
tended transfer 10 said Langdon and Mills was Of
said $50 shares part Of said 400 pretended shares,
being not proper stock OF said company but rather
OF Unauthorized and unpaid subscriptions for stock,
and those cancelled, and that such pretended trans
Ter conveyed no rights 20 said Langdon and Mills,
OF either Of them, more especially not the ri ght
Of voting thereon, il such transfer had been
made in good iaith, and for an honest purpose.
stockholders meetng held on the 18th day OF May,
the SAID Hoyt. Rice and kimball wrongfully as
sumed to act as inspectors OF election by virtue OF
this pretended appointment OF May 18th, and as
such received and counted the votes for direc
tors Of said company. and against repeated protest
Of this deponent and others, accepted lawful
votes the votes o: said Lsngdon and Mills which
they cast on sa!d pretended $50 shares and by the
countiu. OF such votes declared and certified the
election of A new SOard OF directors of said com
pany aud that IN such election Benjamin Cheney.
Jf Boston in the state Of MASSACHUSETTS, John q.
Hoyt 0. the city and State OF New YORK, Lawrence
Barnts Of Burlington. Vermont, John II. kimball, |
b. Bath IN the state OF Maine, the said John q. |
smith and he said Worthington Z. Smith, Joseph |
Clark, OF Milton, Vermont. and Francis Cox, OF Sa-
EN- IN the state of Massachusetts had each received
u ~ votes and were elected over eight other per-
ons, u Wit: Bradley Barlow, Romeo II: Hoyt, |
James 7. Hlckok, James Ii. Williams, william |
sob CT. James 5. Whitney, Francis a. Brooks, and /
td ward d. Mandell, who had each received 9 0un /
'otes OF Gnd sputed validity, and legal votes and
his depouent says that Of said 1879 votes, cast
md counted. 2,370 were cast 10y the said Ian don
md mills ana were cast upon said $50 shares OF
,-=teudtd stock, and were Illegal and ought not 10
ave been rece we'd and that said Cheney, JohnQ.
ioyt Birnes. himball, John ii. Smith, Northlns-
N L. smith. Clark and Cox, were not legally elect
q a. such directors, but that instead Thereof, the
and Barlow, homeo II. Hoyt, hiekok, Williams,
Jhier, NAuney. Books and MandeIl were duly
nd le.ally elected directors OF said company, and
re severaily entitled by force OF such election 10
CT and be o-nized as such directors. neyefthe-
Ohm q. lloyt, John II. klmball. BENJAMIN T.
henoy and Francis Cox have by force Of sad pre-
ended election usurped the oihce OF directors OF
! q c mpauy and are acting as such, and claiming
> act a. such, and wr0n gully, as this deponent :
dvsed and believes, and are keeping the said
arrow, kum1o II. Hoyt, llickok, Williams, sohier,
.hitney, Brooks and Mandeu from acting a. such
irectJIs and refuse 10 recognize them as such
nj have by ther votes pretended 10 elect IN place
sad Joseph Glars, res -ned, Jed 2. Clark, OF
I'D Mlitpn. director q said company who claims
act as such director. and Is acting As such, as
us ceyoneut is advised and believes; that at said
ectiOn George VI. Rice, James X. Ian don, Jacob
stey. Jacob Edwards and this cePonent receiveta
sjOrty oi the votes there cast FOR such diree-
rs. And this deponent says he Is, and at the time
said lection Of the 18th day Ci Slay was, stock
llder OF the company. and sGch cast part o.
ID 800 votes constituting a majority Of All the
ZAl votes cast. JOIN Is. PAuE.
FATE OF VERMONT, : At Rutland. IN said coun-
kUTLA' COUNTY, So. ~, personally appeared /
I'm b. Page and made oath tina; the matters stated
ID SET iorta the foregoing by him subscrio bed are
le according u his best knosIedze, information
q BELLE, this >ith day of jay. ISIS.
Before ne. ALDaCE +. WALKER,
Master in Chancery.