The Indianapolis journal. [volume] (Indianapolis [Ind.]) 1867-1904, 1888-01-03

tee. certificate calling for s. $50 shares of the
capital stock of the said Terre Haute q Indian
apolls Railroad Company, which was then and
there the amount of stock owned by this de-
PENDANT in said company. and also, at the same
time and place, this defendant transferred and
caused TO be issued to said Henry s. Ives, trus-
tee certificate calling for L. 446 shares OF the
capital stock of the said Terre Haute e Logan
sport Railroad Company. and afterwards, to-wit,
on Juno 13. 1887. this defendant transferred to
said Henry ). Ives. trustee, one certificate cal
ing for 1854 shares of the capital stock of the
said Terrs Haute e. Indianapolis Railroad Com
amounts of stock last abovs men toned embraced
the stock referred in the herein before set
forth as collateral security for its payment and
were transferred and issued, aforesaid, IN ex-
ecution of said contract. OF June /, 1887.
Defendant further says that the said 4th
day of june 1887, he transferred TO the several
said Terre Haute & Indianapolis Railroad Com
pany six shares of Terre Haute g. indianapolis
stock. in order that they might qualify such
directors, and that said six shares represent the
differen between the g. 600 shares of said stock
called for by said agreement of June 4, 1887, to
be furnished by this defendant within thirty
days aforesaid, and the certificate for 2, 594
shares of said stock herenbefore referred to.
Defendant further says that the certificate for
q, 446 shares of the Terre Haute e Logansport
railroad stock. and also the certificate for $3.50
shares of the Terre Haute e. Indianapolis rail-
road stock above referred to, were said 4th
day OF June, 1887. transferred in blank by said
Henry S. Ives, trustee. and delivered to this de-
PENDANT to be held by him as collateral security
for the payment of the note hereinbefore set
forth, and that the execution of said note. the
issuing and transfer of said stock, and the pledg-
ing thereof as collateral as hereinbefore stated,
was all done in the presence of the
parties hereinbefore named and with their
full knowledge and without suggestion
the part of any that the said
Henry S. Ives was acting without or beyond the
scope OF his authority in any particular. Aud
defendant says that the said note and the said
the compliments bill of complaint herein.
And this defendant further says that at the
time Of making the contract herein before re-
ferred to, he was large owner of the capital
stock of the said Terre Haute & Logansport Rail-
road Company, a road extending from the city
of Terre Haute, in the State of Indiana, TO the
owned by this defendant aforesaid constituted
more than majority of its whole capital stock;
that some years prior to the time of the negot-
atoms herenbefore referred to lease had been
executed by the said Terre Haute g. Logansport
Railroad Company to the said Terre Haute q
Indianapolis Railroad Company, and the terms
and conditions of this lease were such that this
defendant was not willing to part with his interest
in and control of the Terre Haute e. Indianapo-
lis Railroad Company and at the same time re-
tain his interest in the said Terre Haute g. Lo-
gansport Railroad Company, without either
procuring certain notifications in the
terms of said lease, or its cancellation,
his Terre Haute & Indianapolis stock the
stock held by him in the said Terre Haute &
Logansport railroad; that these facts were made
known to the said Henry S. Ives by this defend
ant prior to the time of the execution OF the
written agreement hereinbefore set forth, and
the said Henry s. Ives was then and there adj
vised by this defendant that he tdefendant)
would not sell his stock in the Terre Haute 81
Indianapolis railroad except upon the condition
that certain terms of said lease Should first
Dc modified, or SAID lease cancelled,
defendants interest in the said Terre Haute 81
Logansport railroad in connection with the pur-
chase of the said Terre Haute g. Indianapolis
stock; that said Ives finally offered to purchase
a. 46 shares of the stock of the said Terre Haute
& Logansport Railroad Company for the sum OF
$111, $780, and the contract for the purchase of
said shares Therein before set forth finally
made in connection with, part of, and a
dition of the sale by this defendant of his stock
in the Terre Haute g. Indianapolis Railroad
Company, this defendant, as hereinbefore stated,
having no knowledge, notice or information that
there was any limitation upon the power or right
of the said Henry 5. Ives. whether acting for
himself for others, to buy the said Terre
Haute g Logansport stock for himself or for any
other person in whose behalf he was negotiating;
and this defendant would not, under any cir
cumstances, have then and there sold the Terre
Haute e. Indianapolis stock to said Henry S.
Ives, any other person, without also selling
the stock in the said Terre Haute &c Logansport
Railroad Company, upon the terms named in
said contract; and that the provision in saifT :
contract for the sale and purchase of the said
Terre Haute & Logansport railroad stock was
inserted therein as part thereof, with the full
knowledge of all the persons hereinbefore named
as being present when said contract was made.
And defendant further says that the payments
made by the said Henry S. Ives upon and in
pursuance of the terms of the said contract,
herenbefore stated, were made upon and on &C.
count of the sale of both said Tsrre Haute
& indianapolis railroad stock Jointly,
and not separately, but as one transaction,
and the note given by sad Ives trustee, herein
before set forth, given upon the same con-
sideration and for the balance due upon the
whole transaction, and that such payments were
made and said note given aforesaid. with the
full knowledge of all the persons herenbe fore
named
This defendant, further answering says
That it is true. he. trustee held 8 $40 shares
Railroad Company. and that these shares stood
upon the books of the said company in his
name as trustee, but he says that, in truth and
in fact. said shares were the property. of the
Terrs Haute & Indianapolis Railroad Company,
and not the individual property of this defend
ant, and that this defendant never agreed to
shares to the said Henry S. Ives. trustee, nor
to any other person. either for the price named
in said Dill of complaint for any other
price; that he never received, and never agreed
to recei We anything from the said Henry s. Ives,
as trustee, or otherwise, or from any other per-
son, q consideration part consideration for
the sale of the said shares of STOCK that there
was no other understanding or agreement be-
tween this defendant and the said Henry S. Ives,
as trustee otherwise than that said stock
should continue to be and remain the property
of the said Terre Haute & Indianapolis Rail-
road Company, and subject TO the control and
such disposition as the new management of said
company, which was to be inaueurated after the
sale of said defendants stock to the said Henry
S. Ives, trustee. might decide and direct
That on the said 4th day of June, and after the
payments hereinbefore mentioned had been
made, and the note aforesaid cuted and de-
livered, the parties herein before named request
I'D that the control of said Terre Haute & Indi-
annapolis railroad be turned over to Henry S.
Ives and his associates. and, in order to accom-
pliSh this end, that the mem bers of the old
board of directors, with the exception of this
defendant. should resign. and such others as
might be named by the said Henry S Ives and
his associates be elected directors, instead Of
the old members of said board; that thereupon
the board OF directors of said Terre Haute e
Railroad Company met. and the
said William M. Ramsey, being then present.
and being at that time counsel OF the com plain
ant, and being there legal adviser of the said
Henry S. Ives, trustee. and his associates. his
principal, if any be had prepared and procured