Brady v. Atl. City

Citation32 A. 271,53 N.J.E. 440
PartiesBRADY v. ATLANTIC CITY et al.
Decision Date25 June 1895
CourtNew Jersey Court of Chancery

(Syllabus by the Court.)

Bill by James Brady against the mayor and common council of Atlantic City and the Atlantic Water Company for an injunction. Decree for defendants.

G. A. Bourgeois, for complainant.

A. B. Endicott and Joseph Coult, for defendant.

Atlantic City. D. J. Pancoast, for defendant Atlantic Water Co.

BIRD, V. C. The complainant in this case is a stock and bond holder of the Atlantic Water Company. This company was formed by the consolidation and merger of the Atlantic Water Company and the Consumers' Water Company. These companies were located in Atlantic City. Before the consolidation the city endeavored to negotiate with them for the purchase of their plants. It failed in this endeavor. Afterwards the consolidation and merger took place. Failing to negotiate a purchase, the city proceeded under the statute to condemn the rights, privileges, and franchises of the Atlantic Water Company. The commissioners awarded to the company $843,564. Certain steps were taken, as will hereafter appear, to have the matter appealed, which were ineffectual. The city being about to withdraw and abandon the proceedings, the Atlantic Water Company expressed a desire to compromise, and a compromise was effected, reducing the award to $771,782, for which amount the circuit court proceeded to confirm the award. It is this judgment or award which the complainant, as stock and bond holder of the Atlantic Water Company, asks this court, in effect, to declare null and void. I will proceed to state somewhat more in detail the facts upon which the prayer rests. On the 20th day of June. 1892, the common council of the city of Atlantic City passed a resolution providing for the holding of a special election to adopt the provisions of the law entitled "An act to enable cities to supply the inhabitants thereof with pure and wholesome water," approved April 21, 1876, and on the 30th day of June in the same year an election was held, and the provisions of the said law accepted and adopted. After this act of acceptance by the city, both the said Atlantic City Water Company and the said Consumers' Water Company offered to sell their plants to the city, the former for $500,000 and the latter for $200,000, as above stated. On the 3d day of October in the same year, the common council of said city passed an ordinance whereby it agreed to accept the offer as made by the said consumers, providing for the payment of the consideration expressed; and on the 19th day of December following the common council passed a similar resolution accepting the offer made by the Atlantic City Water Company, and providing for the payment of the consideration expressed upon the said company's executing and delivering a good and sufficient deed of conveyance in the law for all their rights, privileges, and franchises. For certain reasons the supreme court, upon certiorari, declared these ordinances to be void. On the 5th day of February, 1894, these water companies consolidated, and merged their interests, under the name of Atlantic Water Company. On the 16th day of April, 1894. the city having overcome the legal objections, passed an ordinance providing for the purchase of the plant of the Atlantic City Water Company, and for the payment of the consideration, and, on the same day, a similar ordinance providing for the purchase of the Consumers' Water Company, and for the payment of the consideration. On the 28th day of May following, the city informed the said water companies that it was ready to carry into effect the proposed contract made with the said companies, and that on failure to consent to carry out the said contracts it would consider that the said companies abandoned and refused to enter into any agreements with the city to sell their said plants, and upon such failure the city would proceed to condemn the said plants in accordance with the act of April 21, 1876. The bill then shows that the Atlantic Water Company refused to carry out the agreement of the said Atlantic City Water Company and the said Consumers' Water Company, and declared that it refused to sell. Upon due application made for that purpose to the circuit court, three commissioners were appointed to appraise the value of the said plant of the said Atlantic Water Company. On the 7th day of December following, the commissioners made their award, in and by which they fixed the value of the plant of the said Atlantic Water Company at the sum of $843,564. Atlantic City, being dissatisfied, applied to the judge who appointed the said commisioners for a trial by jury, which application was rejected. The bill then alleges "that the said city of Atlantic City and the board of directors of the Atlantic Water Company, or a committee or committees thereof, entered into some sort of arrangement whereby an understanding was had that the said award should be reduced to the sum of $771,782, and that afterwards, to wit. on the 27th day of April in the year 1895, on the application, as aforesaid, of the said city and water companies, the judge of the circuit court aforesaid reduced the said award from $843,564 to the compromise sum of $771,782, and did then and there confirm the said award so reduced, charged, and compromised, as aforesaid." The bill then alleges that the "authority to change, reduce, and compromise the award aforesaid, on the part of the said Atlantic Water Company, was a resolution of the board of directors of the said company, passed at a special meeting on the 24th day of April," and "that the said resolution was passed by the board of directors aforesaid without the consent or approbation of the stockholders of the said company," and that the said stockholders never consented or approved of the action of the said board of directors in that behalf, and that the said complainant never has and does not consent to the sale of the said plant to the said city. The complainant alleges that he has been defrauded, and that the attempt to transfer the title of the said Atlantic Water Company to the said city was a "scheme entirely foreign to the objects and purposes of the said Atlantic Water Company, and beyond the powers of the board of directors thereof, and against the best interests of the stockholders, and if consummated will result in irreparable injury to your orator and the other stockholders of the said company." The prayer is "that the said Atlantic City may be enjoined from entering or taking possession of the plant, property, privileges, and franchises of the said Atlantic Water Company, or the rents, issues, or profits thereof, and that the said Atlantic Water Company may be enjoined from conveying or transferring its plant, property, privileges, and franchises, or the rents, issues, or profits thereof, to the said city of Atlantic City; and that the award aforesaid, so changed, compromised, and reduced, as aforesaid, may be decreed to have been fraudulently obtained as against your orator and other stockholders of the said Atlantic Water Company." It thus appears that the complainant alleges that if the court does not interfere and prevent the transfer of this plant to the city he will be defrauded and will suffer...

To continue reading

Request your trial
4 cases
  • City of Trenton v. Lenzner
    • United States
    • New Jersey Supreme Court
    • 22 Noviembre 1954
    ...governmental in nature. Cf. Yara Engineering Corp. v. Newark, 132 N.J.L. 370, 373, 40 A.2d 559 (Sup.Ct.1945); Brady v. Atlantic City, 53 N.J.Eq. 440, 448, 32 A. 271 (Ch.1895); Jahr, Eminent Domain (1953) 14, 16. What constitutes a proper use will depend largely on the social needs of the ti......
  • Town of Bloomfield v. New Jersey Highway Authority, A--114
    • United States
    • New Jersey Supreme Court
    • 25 Abril 1955
    ...in nature. Cf. Yara Engineering Corp. v. (City of) Newark, 132 N.J.L. 370, 373, 40 A.2d 559 (Sup.Ct.1945); Brady v. Atlantic City, 53 N.J.Eq. 440, 448, 32 A. 271 (Ch.1895); Jahr, Eminent Domain (1953), 14, 16. What constitutes a proper use will depend largely on the social needs of the time......
  • City of Tacoma v. Nisqually Power Co.
    • United States
    • Washington Supreme Court
    • 21 Febrero 1910
    ... ... power and it is necessary for the general good that the right ... be conceded.' In Brady v. Atlantic City, 53 N ... J. Eq. 440, 32 A. 271, the Legislature enacted: 'That ... cities may take and convey from such source or ... ...
  • Mathews v. American Tobacco Co. Rogers
    • United States
    • New Jersey Supreme Court
    • 13 Abril 1944
    ...Jersey R. & Transp. Co., 10 N.J.Eq. 171, 176; Zabriskie v. Hackensack & N. Y. R. Co. 18 N.J.Eq. 178, 90 Am. Dec. 617; Brady v. Atlantic City, 53 N.J.Eq. 440, 32 A. 271; Trimble v. American Sugar Refining Co., 61 N.J.Eq. 340, 48 A. 912; Lillard v. Oil, Paint & Drug Co., 70 N.J.Eq. 197, 56 A.......

VLEX uses login cookies to provide you with a better browsing experience. If you click on 'Accept' or continue browsing this site we consider that you accept our cookie policy. ACCEPT