State v. Rio Grande R.R. Co.

• Decision Date: 01 January 1874
• Citation: State v. Rio Grande R.R. Co., 41 Tex. 217 (Tex. 1874)
• Parties: THE STATE v. THE RIO GRANDE RAILROAD COMPANY.
• Court: Texas Supreme Court

41 Tex. 217

THE STATE

v.THE RIO GRANDE RAILROAD COMPANY.

Supreme Court of Texas.

1874.

APPEAL from Cameron. Tried below before the Hon. W. H. Russell.

E. J. Davis, for appellee.

REEVES, ASSOCIATE JUSTICE.

This is a proceeding by information in the District Court of Cameron county, brought by the District Attorney, and prosecuted in the name of the State of Texas against appellees to forfeit their charter on the ground stated in the petition.

The petition charges that Augustin Mirallis and Edwardo Garcia, being the owners of certain shares in the capital stock of the company, transferred the same by written conveyance to William Kelly; that Kelly was entitled to have the same recorded in the books of the company, and to have the stock transferred to his name, in accordance with the provisions of the first section of the act incorporating the company, but which the secretary of the company refused to do, on request, in violation of the rights of said Kelly, and alleging the same to be a cause of forfeiture of the charter of the company.

The company interposed a general demurrer, and then a plea in bar. The demurrer was sustained, and the District Attorney excepted to the ruling, and gave notice of appeal, and assigns for error that the District Court erred in overruling the plaintiff's motion to strike out the general demurrer of the defendant, and in sustaining the defendant's general demurrer and dismissing the cause.

Without brief or argument for the State, we are not informed of the grounds on which the court acted in sustaining the demurrer.

One of the sections of the statute relied upon as a ground to forfeit the charter of company, and set out in the petition, is in the following words, (being the second section of a general railroad act of Dec. 19, 1857, Pas. Dig., art. 4909:) “Every railroad company heretofore incorporated, or which may hereafter be incorporated by the Legislature of this State, shall be required to keep its stock books at the principal office of the company on the line of its road, in which books shall be entered all certificates of the capital stock issued by said company, and all transfers of stock shall be entered in such books, which at all reasonable business hours shall be open to the inspection of each stockholder.”

The act of incorporation of Aug. 13, 1870, in the first section provides, among other things, that the shares shall be deemed personal estate, and shall be transferred by any conveyance in writing, recorded by the secretary in the books of the company kept by him in his office, or in such other and further manner as the by-laws of said company may provide; and said first section of said act empowered the board of directors to establish such by-laws and regulations as they may deem proper for the conducting and management of the affairs of the company.

It is further alleged that the secretary, by the directions of the company, in pretended obedience to the requirements of so-called by-laws of the company, refused to record the conveyance and transfer to Kelly. The requirements of the by-laws are not further shown than is attempted to be done by this imperfect statement contained in...