Brown v. State
| Decision Date | 19 June 1884 |
| Citation | 62 Md. 439 |
| Parties | STEWART BROWN and ARTHUR GEORGE BROWN, Trustees v. THE STATE OF MARYLAND, and THE ANNAPOLIS AND ELKRIDGE RAILROAD COMPANY. |
| Court | Maryland Court of Appeals |
APPEAL from the Circuit Court for Anne Arundel County, in Equity.
The case is stated in the opinion of the Court.
The cause was argued before ALVEY, C.J., STONE, ROBINSON, IRVING and BRYAN, J.
Arthur George Brown, and Severn Teackle Wallis, for the appellants.
Charles B. Roberts, Attorney-General, for the appellee, the State of Maryland.
John Ireland, and Charles J. M. Gwinn, for the appellee, the Annapolis and Elkridge Railroad Company.
Stewart Brown and Arthur George Brown, Esquires, as trustees, advertised for sale by public auction, all the property, franchises and corporate rights of the Annapolis and Elkridge Railroad Company. It was stated in the advertisement that the sale was to be made in pursuance of the provisions of a certain deed of trust executed by the Railroad Company, dated June 20th, 1872, and duly recorded.
The State of Maryland filed a bill in equity, in the Circuit Court for Anne Arundel County, praying that the said trustees might be prohibited by writ of injunction from making the sale. In said bill in equity the reasons for the relief prayed were clearly and fully stated. The trustees, and also the railroad company filed answers to the bill; and by agreement of counsel, a pro forma decree was passed by the Court, upon the bill and answers. This decree restrained the sale of the railroad, and of all and any portion of its property until the further order of the Court, and contained other clauses which will hereafter be noticed. The trustees have appealed.
We will state the facts embraced in this controversy as they are shown by the proceedings in the cause. The Annapolis and Elkridge Railroad Company was incorporated by the Act of 1836, chapter 298. Under the provisions of the eighth section of the Act, the State subscribed for stock to the amount of three hundred thousand dollars; but by the ninth section, it was provided that before any subscription should be made by the State, the said railroad should enter into a covenant with the State, to pay it semi-annually out of its profits a sum equal in amount to the sum of six per cent. per annum on the subscription, which should be made on the part of the State; and that these payments should continue to be made until the clear annual profits of the railroad company should be adequate to a dividend of six per cent. per annum to all the stockholders; and that thereafter the State, in reference to its stock subscribed, should be entitled to receive a proportional dividend upon the profits, as declared from time to time, and no more. The railroad company executed the covenant as required, and the State paid the amount of its subscription, and became entitled to have three directors in the Board, according to the fourth section of the Act of 1836. An important change was made in the charter of the railroad company by the Act of 1872, chapter 425. The title of the Act is: "An Act to amend the charter of the Annapolis and Elkridge Railroad Company, by authorizing the said company to extend its road to the harbor of the City of Annapolis, to borrow money upon a mortgage of its property and franchises, and regulating the number and election of the directors of the said company." By the second section the corporation is authorized and empowered to borrow money and to issue bonds or certificates of indebtedness under its corporate seal, and to secure the payment thereof, with interest thereon, by a mortgage or deed of trust "upon all or any of its property, real and personal, together with the franchises of said company." On the twentieth day of June, in the same year, the corporation duly executed a deed of trust to William G. Harrison and Frederick W. Brune, Esq'rs, by which all its property of every description was conveyed to secure the payment of certain bonds, which it was proposed to issue under the authority of the Act of Assembly. The description of the property was of the most minute and comprehensive character, and left no doubt that it was intended to embrace to the uttermost all the franchises of the corporation, and everything of the least value which it possessed. And it was unequivocally stated that the bonds to be issued were first mortgage bonds. The form of the bonds was set out at large on the face of the deed of trust, and according to this form it was to be stated on the face of each bond, that it was not to become obligatory until the trustees had signed a certain certificate which was to be endorsed thereon. This certificate stated, among other things, that there was no lien of record upon the property of the corporation, prior to the lien...
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Wilson v. Beckwith
...ever intended to be created on the lands are admissible, and effectual as a waiver of any lien the State ever had, if any, on these lands. Brown and Brown, Trustees, v. State Maryland and Railroad, 62 Md. 439; State to use, etc., v. Heman, 70 Mo. 441. (5) Now the Constitution of 1865 (Const......
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Horner v. Bell
...State v. Brown, 64 Md. 203, 1 A. 54, 6 A. 172. In that case it was sought to have declared null and void the same deed of trust, which in 62 Md. 439, in a case where the bill filed between the same complainants and the same defendants, was declared to be good and valid. The court said: "The......
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State v. Brown
...for value; and that the state was not entitled to any of the relief prayed. The bill was therefore dismissed. This case is reported in 62 Md. 439. In present case the bill is filed by the same complainant, and the same parties are defendants. It alleges that the deed of trust is null and vo......