Davis v. Memphis & C.R. Co.

• Decision Date: 21 May 1889
• Citation: 87 Ala. 633,6 So. 140
• Court: Alabama Supreme Court
• Parties: DAVIS v. MEMPHIS & C. R. CO.

6 So. 140

87 Ala. 633

DAVIS v. MEMPHIS & C. R. CO.

Supreme Court of Alabama

May 21, 1889

Appeal from circuit court, Madison county; H. C. SPEAKE, Judge.

Action by Ann Davis for the recovery of the possession of land from the Memphis & Charleston Railroad Company. Judgment for defendant. Plaintiff appeals.

L W. Day and Cabaniss & Ward, for appellant.

R C. Brickell and Milton Humes, for appellee.

CLOPTON J.

Appellant brings the statutory real action to recover possession of a strip of land 100 feet in width, situated in the S. 1/2 of section 16, and N.W. 1/4 of section 21, in township 5, range 5 W., which covers the road-bed and right of way of the Memphis & Charleston Railroad Company. The parties deduce title, respectively, in this wise. The Tuscumbia, Courtland &amp Decatur Railroad Company was incorporated by an act of the general assembly, January 13, 1832. By the terms of the act the corporate existence was limited to a period of 50 years. Acts 1831-32, p. 67. On November 10, 1832, the act of incorporation was amended. The fourth section of the amendatory act provided "that at the expiration of fifty years from the date of the said charter, and at each subsequent term of ten years, the state shall be authorized to take all of said works, cars, and estate of every description whatever, belonging to said company, at the par value of the stock of said company, if the state should elect so to do; but, if the state shall not within one year after the expiration of any term of ten years take said works, then the charter of said company shall be continued for a subsequent term of ten years." Acts 1832-33, p. 7. The manifest operation of the amendatory act is to remove the limitation of 50 years, as provided in the original act of incorporation, and to create a corporation endowed with capacity of perpetual existence, unless the state shall exercise its reserved right of purchase. Joseph Sykes sold and conveyed, February 7, 1832, that part of the land in controversy which is in the northwest quarter of section 21 to the Tuscumbia, Courtland & Decatur Railroad Company. The habendum clause of the conveyance reads: "To have and to hold the said tract of one hundred feet of land above described to the said president and directors of the said Tuscumbia, Courtland & Decatur Railroad Company, and their successors in office, for the term of fifty years, and so long thereafter as their charter shall continue." On April 29, 1843, Sykes sold and conveyed to James Fennell the half and quarter sections, which included the land in suit. The deed contains the following exceptions: "The railroad running through these lands excepted, but any benefit or reversion therefrom, which may accrue, to go to the said Fennell." The plaintiff claims by descent from her ancestor, James Fennell.

The conveyance from Sykes to the railroad company must be construed in connection with and in reference to the amending act providing for an indefinite continuation of the charter of the company, subject to the contingency of the state's exercise of the privilege to take the property at designated successive periods. By the fifth section of the original act of incorporation the company was authorized to contract for and receive conveyances of lands, stone, or gravel, which might be required in the construction of the road, and, if the owner and the company could not agree as to price, proceedings in condemnation were authorized. By this provision, ad quod damnum proceedings could be instituted only after an ineffectual effort to agree as to the price. The land was purchased from Sykes, and the conveyance received, under this authority of the charter. The estate or interest in land acquired and taken for public use is to be determined by the nature and extent of the use; the intendment being that the estate or interest shall be commensurate with the purpose and duration of the use for which it is taken, when not otherwise provided. The operation of the amendment being to extend the duration of the corporate life from a limited term of 50 years to an existence uncertain and indefinite, but which might endure forever, had the land been taken and acquired under proceedings in condemnation the company would have obtained an estate therein co-existent with the possible continuation of the corporate life. The acquisition of an estate in land for a public use by the exercise of the right of eminent domain is in the nature of a transfer by the state, to which the statute annexes the limitation or condition that the estate acquired shall continue during the existence of the corporation, and so long as the land may be used for the purpose for which it is taken. The land having been contracted for, and the deed received from Sykes, by the same authority under which land may be condemned when the owner and the company cannot agree as to price, and the deed having been made after the amendment of the charter and containing the limitation "for the term of fifty years, and so long thereafter as their said charter shall continue" substantially the same as that which is implied when land is condemned, his grant should be regarded as intended to have, and as having, the same legal effect and operation as condemnation under ad quod damnum proceedings. At common law the general rule is that real estate owned and possessed by a corporation at the time of its dissolution reverts to the original owner. But this rule does not extend to real estate of which the corporation may have been divested by process of law during its existence. "It is the public use for which the land is taken, and so long as it is used for railway purposes it is immaterial what company or what individuals operate it." 2 Wood, Ry. Law, § 242; State v. Rives, 5 Ired. 297; Noll v. Railroad Co., 32 Iowa, 66; Pollard v. Maddox, 28 Ala. 321.

In the construction of the conveyance to the railroad company, as of all other written contracts, the intent of the parties becomes the primary inquiry; in ascertaining which reference should be had, in connection with the terms employed, to the occasion, the relative position of the parties, and the objects designed to be accomplished. The Tuscumbia, Courtland & Decatur Railroad Company was among the earliest incorporated, and its railroad among the first built, in this country. Its public necessity and utility were the moving considerations for its creation. These considerations, and the great convenience and benefit to the grantor, moved him to sell and convey the lands, which were evidently intended to form and constitute a part of the railroad track. By the contract between him and the company the land was devoted to railroad uses,-uses desired and contemplated to be permanent whether or not the state exercised its reserved right of purchase. The estate conveyed, and its continuance, were designed to be commensurate with the uses to which the land was devoted. The term "charter" is not employed in the deed in its narrowest and most restricted sense, and should not be construed as referring only to the act of the legislature creating the corporation, which for...