The daily dispatch. [volume] (Richmond [Va.]) 1850-1884, 1881-08-16
TUESDAY MORNING, AUGUST l6, 1881.


holder Of shares of said stock other than
those above mentioned, but less In number
than one hundred.
Your oraioTs are therefore advised. and so
charge, that said Richmond and Allegheny
Railroad Company having issued and re.
corded all
THE MORTGAGES
upon its main line. branches, and ex,en.
siODs authorized by its charter, and 10
which IL Is therein limited-to- wit, a first
mortgage OF five millions upon its main
line and branches, bearing date March 8,
1880, and duly recorded, and a second mort
gage OF four millions upon It's main line,
branches, and extensions, bearing date
April 81. 1881, and duly recorded-has no
power or authority to issue or record any
other or further mortgage.
That said Richmond and Allegheny Rail-
roId Company being limited by It's charter
In the issue OF It's stock TO $5, ,000, 900, and
having issued that amount prior 10 the 23d
day OF June, 1881, has no right, authority,
or power to issue any other or more; and
that the issue OF said bonds and stock is
Illegal, null, and void.
That IL for any cause or reason said Rich
mond and Allegheny railroad IS authorized
TO enter into said consolidation and to bind
your orators by the vote Of their stock by
the pool nominees, then your orators are
advised that they are stockholders in the
said consolidated company, with all the
rights OF said stockholders and according to
the terms Of said consolidation.
That said
CONSOLIDATED COMPANY
is a Virginia corporation as to all that pOr-
ton Of said line OF railroad, &c, existing in
Virginia, and subject to all the laws OF Vir-
glnia and the limitations imposed by The
said Richmond and Allegheny railroad
charter.
That the directors OF said consolidated
corporation, or said Syndicate Committee,
have no power, authority, or right to issue
the said income bonds and stock proposed
By them in direct violation OF the hmita-
tiOns Of the said charter.
That the enormous over-ssue OF income
bonds and stock, termed "lCutering," is a
gross breach OF trust on the part Of The said
directors, and binds only those stockholders
who participate therein.
That the said directors and officers and
stockholders who participate therein are
personally liable for the breach Of trust, as
well as 10 account to the other stockholders
for their due proportion OF the profits.
That the issue Of said bonds at
SUCH Low FIGURES
is contrary to the law Of Virginia.
That The stock proposed to be issued is
unpaid stock, which, under the Virginia
statute, cannot be disposed OF or issued for
less than par; that the issuing OF said stock
for less than par l. breach OF trust on the
part Of said directors which renders them
liable for the par value thereof, and that the
parties who receive it are expressly liable
under the statute Of Virginia to pay up the
full amount thereof.
That the privilege Of subscribing to the
consolidated loan belongs OF right to the
stockholders Of the Richmond and Allc-
ghany railroad, in proportion to the amount
OF said stock held by each one, and could
not be limited to the
HOLDERS OF ONE HUNDRED SHARES.
That eIch stockhOlder was entitled 10 be
fully informed Of all the facts in regard
thereto in the possession OF said directors
ana Syndicate Committee, and to have
reasonable time after being so informed to
make his election, and that e'time allowed
was not a reasonable time even II he bad
then been fully informed.
In tender consideration whereof, and
foraSmuch as your orators are lemedless
save in \ court Of chancery, where matters
OF this kind are alone properly cOgnizibIe
and relieyable, your orators pray that the
Richmond and Allegheny Railroad Com
pany, Henry c. Parsons, yice.pre,idcnt;
L. K. Leland, secretary; Francis o. French,
president thereof, and as representing
said Syndicie Committee, the said Board
OF Directors and Syndicate Committee
above named Of the consolidated COM
pany, the Richmond, Allegheny and
Ohio Central Railroad, the Mercantile
Trust Company, ii. {. DeWing, secre-
tary thereof, and the nominees OF the
pooled stock named in the agreement of
December 30, 1880, on deposit with the said
Mercantile Trust Company, may be made
parties defendant and required to answer
this bill. the said corporations under their
corporate seals, and the other defendants
on their personal Oaths.
That the said
MERCANTILE TRUST COMPANY
and II. c. Dewing, secretary thereof. may
be required to file true copy, so certified
by said secretary. Of the said agreement OF
December 80. 1880, between Samuel She
thar and others.
That the said Richmond and Allegheny
Railroad Company and l.. K. Leland, Sec
retarv thereof, may be required TO tile
true copy. so certified by said secretary, OF
the ,aId proposed scheme OF consolidation
declared adopted at the stockholders meet
ing on the 23I day of June, 1881.
That said Francis o. French and the
other members Of said Board OF Dircc-
tors or Syndicate Committee NAV be re-
quired TO file true copy OF all papers, VIII
tings, contracts, ana agreements under ana
by virtue OF which they acted IN the matter
Of the said loan Of two millions or i've mil.
lions Of dollars, and may also be required
to file true list Of all the
ALLOTTEEs OF SAID LOAN
OF two millions, with the amounts allotted
each one, stating separately and distinctly
which aIe stockholders OF the Richmond
and Alegb2ny Railroad Company ana
which are not and also list OF all parties
or persons, &c, 10 whom stock has Deen -
sued under the scheme Ct said loan, aud the
amount received by each one.
That an
INJUNCTION
may he awarded to eDioin and restrain SAID
Richmond and Allegheny Railroad Compl'
ny from analgamlting and consolidating
with the said Atlantic and Northwestern
Railroad Company and Ohio Central Rail-
road Company.
To eujoin and restrain said Richmond
and Allegheny Railroad Company, It's OH
GERS and directors, and said Richmond,
Allegheny and Ohio Central Railroad Com
pany, its officers and directors, and Syndl'
cate Committee, from issuing or recording
any mortgage or lien upon the works, prop.
eries, and franchises OF the said Richmond
and Allegheny Railroad Company, under or