The Modern Law of Railways: As Determined by the Courts and Statutes of England and the United States

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Bancroft-Whitney Company, 1890 - Railroad law - 1544 pages
 

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Contents

Of tender after refusal to payResumption of journey
37
Of the discretion of the legislature
52
CHAPTER XIX
62
91 The carriers liability for delay in delivery of baggageMeasure
91
Pleading evidence etc 945 Who may recover
97
89 The same subject continued and illustrated
127
AND HEREIN OF HIS RIGHTS DUTIES AND LIABILITIES
166
Of the taking of streets for tramways 809 Of the taking of streets for elevated milways 810 Of compensation to abutting proprietors the fee of the str...
181
Of the companys title
182
Injuries resulting in death
187
Interstate Commerce Commissioners
222
THE ISSUE OF STOCK
289
CHAPTER XII
327
Transfer by mortgage and pledge
334
Enhanced value from construction of road 818 The measure of damages to the unappropriated residue 819 Of single and disconnected properties 8...
341
INCREASE AND REDUCTION OF CAPITAL STOCK
371
CHAPTER XIV
389
Measure of damages for refusal to carry 8 917 Measure of damages for delay 918 Special damages for loss resulting from delay 949 Measure of da...
391
Whether persons upon trains for special purposes are passengers
409
Elements of damage
418
CHAPTER XV
423
In lemnification of directors
438
OF REGISTRATION OF TRANSFERS
440
The corporation may refuse registration to both of two claimants Interpleader 398 Whether the company may inquire into the purpose of the trans f...
441
Of the number of directors
456
Qualifications of directors at common law 458 Statutory qualifications of directors
458
The election of an unqualified person voidable merely
459
Disqualification after election
460
Of the election of directors
461
Of the term of office of directorsExpiration of not a revocation of authority of agentHolding over
462
Of the removal of directors officers and agents
463
Of supplying vacancies
464
Directors meetingsOf the place and time
465
Directors meetingsOf notice
466
Directors meetings OrganizationProceedingsMinutesPre sumption of regularity
467
The extent of the powers of directorsThe general rule
468
The same subject continuedCertain powers enumerated
469
The same subject continuedCertain acts not to be done by the directors
470
The discretion of directors not to be questioned
471
The discretionary powers of directors not to be delegated
472
Of the delegation of powers to committeesThe English statute
473
The appointment of agents need not be under seal nor by formal vote
474
The fiduciary relation of directors to the corporation and its cred itors
475
Of transactions between two companies having directors in com
476
mon 477 Of transactions between directors and the corporation
477
Of loans made by the directors to the corporation
478
Of secret profits by directors in dealings with the corporation
479
Of the companys election to avoid or enforce transactions with directors
480
Directors to be restored to their original position when the trans action is set aside
481
Of the president
482
CHAPTER XVII
483
Of the compensation of directors and the president
484
Of the compensation of other officers and agents
485
The degree of diligence required of directors officers and agents
486
Liability of directors upon contracts beyond their own and
489
Ultra vires acts apparently infra vires
513
a Infra vires acts rendered ultra vires by the manner of per formance
514
6 Infra vires acts rendered ultra vires by the purpose of per formance
515
c Infra vires acts rendered ultra vires by the extent of per formance
516
The personal liability of directors herein
517
Who may plead ultra viresa A single dissenting stock holder
518
6 Corporate creditors of a failing concern
519
CHAPTER XVIII
520
Of transportation beyond termini
530
Waiver of notice
531
Of the compensation for running privileges
532
No estoppel with respect to illegal acts
533
Proceedings by the attorneygeneral
534
The right of the majority to control
538
Of condemnation and sale of stock of dissenting shareholders
541
Bribery
544
e Upon municipal subscriptions
547
Directors not personally liable on contracts within their power to make
550
Carriers subject to the act 1023 Common control management et cetera 1024 Unjust and unreasonable charges prohibited 1025 Elements to be con...
572
Distance as affecting rates 1029 Proceedings to test reasonableness of rates 1030 Unjust discrimination forbidden 8 1031 Similar circumstances and ...
589
IV
590
The carriers liability as warehouseman
601
Of the extent of the statutory authority
606
CHAPTER XX
607
Of the manner of executing mortgages
612
e Of fixtures
621
Of mortgage trustees
627
Issue below parRights of purchaser at a discount
636
Stipulations against liability
641
DevicesRebatesLike kind of traffic 1033 Differences in rates on different parts of railway 1034 Equality of rates and facilities 8 1035 Lawful discri...
643
Equities arising from the negotiation of Stateaid bonds by
645
OF CONSOLIDATION AND MERGER AND HEREIN OF LEASE AND SALE 535 Introductory 8 536 Express legislative authority requisite to vali...
651
The New York statute authorizing consolidationGeneral pro visions
657
The manner of effecting consolidation under the New York
658
Of entry for condition brokenSix months clausesSpecific
663
Of charges superior to the mortgage lienCurrent expenses
669
Of statutory liensOf equitable liens
675
Of the liens of judgment creditors
681
Wherein consists the change in corporate identity
683
The decree conclusive upon all parties having notice
687
Obligation of railway company to supply suitable and sufficient cars
693
Introduction
695
Of sale
696
Appointment upon the application of junior mortgagees
697
DISSOLUTION
698
Redemption
699
The adequacy of remedies at law as affecting the appointment of a receiver
700
Under what circumstances the court will appoint a receiver
701
a Of insolvency as a ground for appointing a receiver
702
6 Of default in payment of interest or principal as a ground for appointing a receiver
703
c Of the right to foreclose as a ground for appointing a receiver
704
d Of internal corpurate disagreements and derangements
705
e Of failure to run trains 707 1 Sundry cases
707
Of the court which may appoint a receiver
708
The court first obtaining jurisdiction retains
709
The rule as to priority of obtaining jurisdiction
710
Of the time when a receiver may be appointed
711
The same subject continued
712
The same subject continuedThe New York and federal rule
714
Of eligibility to serve as receiver
715
Of the receivers bond
716
Effect of the appointment upon the rights of litigants and of third parties
717
Effect of the appointment upon corporate powersUpon pending litigation
718
Effect of the appointment upon the liabilities of the company DamagesTaxes
719
Removal
720
Discharge
721
The receiver must be discharged upon payment by the defendant of the amount found to be
722
Introduction
725
statute
732
Of his power and liability as to contracts made before appointment
738

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Page 534 - The general assembly shall provide, by law, that in all elections for directors or managers of incorporated companies, every stockholder shall have the right to vote, in person or by proxy, for the number of shares of stock owned by him, for as many persons as there are directors or managers to be elected...
Page 591 - To divide, withdraw, or in any manner pay to the stockholders, or any of them, any part of the capital stock of the corporation ; or to reduce such capital stock without the consent of the legislature ; or 3.
Page 534 - ... to cumulate said shares, and give one candidate as many votes as the number of directors, multiplied by the number of his shares of stock, shall equal, or to distribute them on the same principle among as many candidates as he shall think fit; and such directors or managers shall not be elected in any other manner.
Page 497 - Each shareholder shall be individually liable to the creditors of the company to an amount equal to the amount unpaid on the stock held by him...
Page 593 - ... a just demand, and with intent to defraud, omits to make or to cause or direct to be made, a full and true entry thereof in its books and accounts; or, 2. Concurs in omitting to make any material entry thereof; or, 3. Knowingly concurs in making or publishing any written report, exhibit or statement of its affairs or pecuniary condition, containing any material statement which is false; or, 4.
Page 284 - The sound and true rule is, that if the contract, when made, was valid by the laws of the State as then expounded by all departments of the government, and administered in its courts of justice, its validity and obligation cannot be impaired by any subsequent action of legislation, or decision of its courts altering the construction of the law.
Page 454 - No better form could be devised to assure the purchaser that he can buy with safety. He is told, under the seal of the corporation, that the shareholder is entitled to so much stock, which can be transferred on the books of the corporation in person or by attorney when the certificates are surrendered, but not otherwise. This is a notification to all persons interested to know that whoever in good faith buys the stock and produces to the corporation the certificate, regularly assigned, with power...
Page 671 - The rights of all creditors of, and all liens upon the property of either of said corporations parties to said agreement and act, shall be preserved unimpaired, and the respective corporations shall be deemed to continue in existence to preserve the same...
Page 339 - ... shall not be construed to apply to a return of any portion of the capital stock, with the consent of all the mortgagees and bond creditors of the company, due notice being given for that purpose at an extraordinary meeting to be convened for that object.
Page 591 - ... 1. To make a dividend, except from the surplus profits arising from the business of the corporation, and in the cases and manner allowed by law ; or. 2. To divide, withdraw, or in any manner...

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