New-York tribune. [volume] (New York [N.Y.]) 1866-1924, 1880-04-23
NORTHERN PACIFIC RAILROAD.

THE LEGAL RIGHTS or THE COMPANY, AND THE
EQUITABLE RIGHTS or ITS STOCKHOLDERS.
OPINION OF HON. JEREMIAH 4. BLACK.
To The Honorable ROBERT NJ. McLANE Chairman o. The
CoDnltee on Idelte Railroads.. House Of Representa-
SIR: 1t became my duty short time ago to
look after rights Of me stockh ders Of the Northern
rliSns whom bceyod better entitled to my excrons
nor have scen cause which, in its nature and
character more calculated 80 excite sympathy and
interest In tne minds OF just men, may be wrong, aud
do not ask you feel rs dos but these Stockholders
are threatened with great injury, ana you VIII pardon
me- for dong what can 70 avert IT, $1,000
I ild nor hear tile oral address OF Mr. Billings. the
pre,,nt of the company. hut have Tead the printed
argument Uf Nh, Wilson, IT. counsel Tue latter dis
clssps the With completeness which leaves me
but lille Ia say except what Is necessary 10 INVOKE your
careful attention tho subject as he presents IT, do not
expect you a. II with hls eyes, out To use the lght
watch he furnishes In order that you may see the better
win your In the meantime lbrG yohAnd the other
members OF the committee TO reflect on the propositions
You Inno, justify lawfully invaIdato the rights
OF the present stDrkhUderS on account Ol any thing
rnDr or suffered by the original cOrpOrdtofH.
Let " he assumed that Congress ought not 10 nave
made this land grant, or that they should have coupled
t grant with more OnerOs conditions. or assume that
the grantees did not perform their duties properly
yet parties represent. lnnuceDty ana III good
iaLh invested their money IN this enterprise and did
nOthiug bnt the law invteg them TO do,
visit upon their heads the slns VI former Con.
gross, or Punian tasm Iqr me aeinults OF
tue perscn9 whom thy legally dealt WITH
Nay. YOU cannot without cruelty ely a0Inse them al
consequence technically resulting from the acts
omissions OF Others Tor whom thcy were mol morally
though Legally responsible 10 lot 5000 Innocent per
suffer great losses like these, when YOU have the
cation, unless the rccf be refused strong
ground Of public interest or puOo policy No such M
admitted or even alleged that anything has been done
or omted, which can by amy legal construction, affect
the rights OF the stockholders unIayorab!y' ,,-
The question which you ore now to consider IL,
whether you will pass an extending the time Tor
Il should DO finished by tho Attn q July next The
failure has been caused BY misfortune. II there has
been any guilt IL IL not the guilt OF the stockholders
You arc asked to give this extension merely 70 quiet
their te that the lands may be sold aud the pro-
Cees uRed without tho apprehension Of proceeding TO
Tbs re- ia eoutably due TO the stockholders and is
only equivalent TO what q chancellor would decree II
the United States were q suable party.
IfyOu refuse TO grant the extension IL VIII imply the
construed threat to institute some proceeding, or
make some legislative order i0T that purpose o
diminish the price OF the stock cripple the company,
aud postpone Ehs completion OF 9e - road 9r years
ally leave the tue Of the lands just where now
forfeited take IL for certain that you WIN NOT do this
thing for the mere purpose or worrying eight thousand
men, women and children.
You will report in favor Of extending the time, unless
you some reason for believing that judicial pro-
that q legislative declaration Of forfeiture could be
legally and constiIutionally carried into effect
10 say that the title vested by this grant s liable TO
forfeiture any contingency to disregard all rules OF
inter prtatlOU No member OF this committee will allow
himself to forget Justice always leans with ts whole
weight against fOrfetuICs. forfeiture never he
eXacted except under aOmo provision OF the grant which
s expressed IN words too plain 70 be misunderstood.
claim take back estate, vested by the OF the
CLAIMANT In nnOlher party, must be based upon uns-
guvucnl words OF reservation ana the fact that tho
grantee brought himself within the range Of the pro-
htbon must be prove by evidence perfectly clear, or
else the clam fans. In public or O private grant
clauses providing Tor forfeiture are construed wtth
strlcLncss which applied any other kind OF COLI
tract The rea'9ns upon which this ru!e Is founded are
so obvious that need not enuIDerate them.
Now eJ 10 Dix and r there anything in this act
incorporation which declares that the land grant may
be forfeited declared void resumed IN auy event.
In the first place. IL will be observed that the grant Is
IN Uerbd de preseRhe title Is vested Ia the company
ut the moment when tho charter IL accepted. Unlike
some other grants does not provide that the title is 90
be vested the work goes IL gives n oil at and
road "a patents may ISSUE not to create
tho r but confirm It. IT, therefore, the right OF the
company Is now to be taken away tho thing must be done
by forFeitnR title already veste1 not by refusing 70
mako title where none existed.
Tho eighth section @ciarea that the grant shall be
held upon conditions, 0to one eondon being the COM
pehon Of the road within certain time afterwRId OK
tended, This, admit would, IL there were nuthinR
more, mako tho estate conditional, ana the gfaRt0r
might exact q forfeiture tor condition broken.
But there Il something more Tho ninth section pro
sortbcs what penalty shall be for breach OF the
condition. and that penalty II not forfeiture ~
such brgarh the right is r0aeTVe 70 do what 30
esFsary 10 insure the speedy completion OF tbe road ~
the terms OF tho eOntraot this 10 the only thing that the