Henry Billings Brown

“ On appeal to the supreme court of Missouri that court held that the object of the general corporation laws of 1845 and 1855 was to confer certain powers and privileges and impose certain duties and liabilities, in the absence of any stipulations or provisions inconsistent with those contained in special charters subsequently granted; that, if there were any inconsistencies in the charter of 1857 with such act, it must be understood that the restrictions of this act were intended to be removed, for reasons satisfactory to the legislature ”

“ Speaking of a similar act of Ohio, which declared that the consolidated companies 'shall be deemed and taken to be one corporation, possessing within the state all the rights, privileges, and franchises, and subject to all the restrictions, liabilities, and duties of such corporations of this state so consolidated,' Mr. Justice Swayne observed in Shields v. Ohio, 95 U.S. 319, 323: 'It [the consolidation] could not occur without their consent. The consolidated company had then no existence. It could have none while the original corporations subsisted. All-the old and the new-could not coexist. ”

“ It appeared that in the seventh section of a general act concerning corporations, which act antedated the charter of the Alexandria & Bloomfield Railroad Company, it had been declared that 'the charter of every corporation that shall hereafter be granted by the legislature, shall be subject to alteration, suspension, and repeal, in the discretion of the legislature;' and that on March 10, 1871, long subsequent to the charter of the Alexandria & Bloomfield road, the legislature had passed an act providing for the uniform assessment and collection of taxes upon railroad companies. ”

“ While a mortgagee is privy in estate with a mortgagor as to actions begun before the mortgage was given, he is not bound by judgments or decrees against the mortgagor in suits begun by third parties subsequent to the execution of the mortgage, unless he, or some one authorized to represent him, like the trustee of a mortgage bondholder, is made party to the litigation, although it would be otherwise if the mortgage were executed pending the suit or after the decree. ”

“ The court, construing sections 3 and 14 of article 11 of the constitution, held the provisions of section 14 to be a limitation upon the future power of the general assembly, and not intended to retroact so as to have any controlling application to laws in existence when the constitution was adopted. ”

“ Georgia, 98 U.S. 359, wherein two railroad companies, each of which enjoyed by its charter a limited exemption from taxation, were consolidated by an act of the legislature passed April 18, 1863, which authorized a consolidation of their stocks, conferred upon the consolidated companies full corporate powers, and continued to it the franchises, privileges, and immunities which the companies had held by their original charters. ”