Williamson v. Gordon Heights Railway Co.
| Decision Date | 11 May 1898 |
| Citation | 8 Del.Ch. 192,40 A. 933 |
| Court | Court of Chancery of Delaware |
| Parties | EDWIN P. WILLIAMSON AND NICHOLAS SPIELES, v. GORDON HEIGHTS RAILWAY COMPANY |
BILL FOR AN INJUNCTION to restrain the defendant from building a railway across the property of the complainants. The defendant was a street railway company operating a trolley line the construction of which, under its charter, it had been required to commence, within six months, and to complete within two years, from the enactment of the charter, and its construction was completed within the time limited. By a supplement to the charter passed May 6, 1895, the company was authorized to construct and maintain a branch line of railway from any point on its line to the Delaware and Pennsylvania boundary line. The supplement to the charter also provided that the corporation should have and exercise all the rights and privileges and be subject to all the duties and responsibilities which did or shall belong to, or devolve upon, the corporation in respect to the railway originally constructed and maintained. The period of two years had elapsed and the complainants claim that the limitation contained in the original charter with respect to the existing railway also applied under the supplementary charter to the construction of the branch railway. The defendant denied that such limitation applied. Upon the filing of the bill a rule was granted to show cause why the preliminary injunction prayed for should not be granted, and the defendant filed its answer. The case was argued upon the motion for a preliminary injunction. The material provisions of the original charter and supplement thereto are fully set out in the opinion.
Motion for preliminary injunction as prayed for in the bill granted.
P. L Cooper, Jr., for the complainants, contended that the right to build the branch line vested in the respondent company by the Act of May 6, 1895, was subject to the time limitation contained in the original charter. This would seem to follow naturally, for two reasons.
First that the original act and the supplemental act relate to the same matter, and must be read together as one act; that the supplemental act must be so grafted into the original act that the two shall be and become one, with the time limitations part and parcel of it.
Second that the supplemental act by its terms provides that the company, with reference to the branch line, shall be subject to all the duties and responsibilities which devolved upon the corporation with respect to the main line, and that these duties and responsibilities include this time limitation upon the right to construct.
It is well settled that charters must, in all cases, be construed most strongly against the corporation and in favor of the public, and corporate powers are not to be created by implication, nor extended by construction. Penna. R. R. Co. vs. Canal Com'rs., 21 Pa. St. 9, 22.
The question involved in this case is a simple one. It involves no question of fact, but one merely of construction of the supplemental act giving to the railway company the authority to build the branch line. What the Court is required to do is to ascertain the legislative intent, and that seems to be unquestionable that the additional privileges granted by the supplemental act were to be enjoyed upon precisely the same conditions as were prescribed in the original charter with respect to rights and privileges there granted. It would seem that for the purpose of limiting the construction of the branch line to the same period prescribed in the original charter, with respect to the main line, language could not have been employed by the Legislature more direct or emphatic.
Willard Saulsbury and Joseph S. Clark for respondent.
The supplementary act of May 6, 1895, authorizing the respondent to construct a branch line contains no time limit whatever. If any such limitation is to be read into that act it is by implication pure and simple.
I. The rule of statutory construction suggested in the first proposition of counsel for the complainant is not altogether novel in itself, but its application to a case like this is decidedly novel. Where one act amends another, both may be interpreted as one, but where there is an original act and a supplemental act, which is complete in itself, they are separate and distinct acts and must be so construed and interpreted.
If two statutes relate to the same subject matter and are not inconsistent they are said to be in pari materia and should be construed together, but this does not mean that the provisions, conditions or time limitations which are inserted in one statute must be considered as necessary in another. Goodwich vs. Russell, 42 N.Y. 178, 184; Rich vs Keyser, 54 Pa. St. 86; Brown vs. Title and Trust Co. 174 Pa. St. 443, 460.
The primary rule of statutory construction is that the words used shall be given their natural signification, and it has not been considered wise by the courts to depart from the plain and literal meaning of the words out of deference to some supposed legislative intention. Priestman vs. United States, 4 Dall. 28; Hadden vs. The Collector, 5 Wall. 107; Dame's Appeal, 62 Pa. St. 417; Pittsburgh vs. Kalchthaler, 114 Pa. St. 547; United States vs. Coombs, 12 Pet. 72; Board of County Commissioners vs. Rollins, 130 U.S. 662.
Applying these principles to this case, it seems clear that there is no warrant or authority for reading by implication the time limit into the statute. The words of the latter are clear and distinct. There is no ambiguity in them, and no room for construction or interpretation.
If the supplemental act is to be read into the original act and the two construed as one, it is difficult to see just where and how the limitations in the original act are to be applied to the supplemental act. The original time limitation cannot be applied directly, but it is necessary to imply a new proviso separate and distinct from the original one with different but analogous terms. The limitation must commence to run at a different date and must be held to operate under a different franchise. This might be done by the legislature, but certainly not by the courts.
II. The second proposition upon which it is sought to uphold the contention that the time limitation must be read into the supplementary act is based upon the words used in the latter part of that act.
After authorizing the railway company to erect a branch line, it is provided that, with respect to the said branch line, the corporation shall have and exercise all the "rights and privileges" and be subject all the "duties and responsibilities" prescribed by the original act. What are these "rights and privileges," "duties and responsibilities?"
It is the right and privilege of the respondent to operate its cars over its lines by any motive power except steam; to occupy public roads and bridges; to change from a single to a double track; to erect poles, wires, etc.; to condemn private property for a right of way; and other rights and privileges might be found in the original act.
Its duties are to obtain the consent of the authorities having supervision of the roads before using them for its railway; to build over-head or under-ground crossings where steam railroads are encountered; to comply strictly with the provisions of its charter when the right of eminent domain is exercised by it; its responsibilities are, inter alia, to make proper compensation to the owners of lands, but nowhere is it bound to build its line, nor could it be compelled to do so.
The limitation of time in the original charter was a condition precedent to the enjoyment of the franchise, but it was neither a duty nor a responsibility.
The rule of construing statutes according to the common and approved usage of language is enjoined in this State by statute. Rev. Code (1893) 42. The words in this statute upon which the present application is based are but two, duties and responsibilities.
The requirement that the Company should build and operate a line in a certain time was not within either term. It was a condition placed upon the grant and which must be performed before the right to build and operate the original line could vest in the grantees.
The construction given to the words "duties" and "responsibilities" by approved lexicographers, such as Webster, Worcester, Black, Brown and Bouvier, does not justify the contention which has been made in behalf of the complainant; that because there was a time limit in the original charter, the same should be applied with respect to the branch line. The words duties and responsibilities used in the supplemental act of 1895 can only refer to such things as the company was bound to do with respect to those who had some rights in the premises. Such is the sense in which these words are used in our own laws. 9 Del. Laws 23; 11 id. 371; 15 id. 244; 15 id. 249; 16 id. 181; 18 id. 389. In this connection we may profitably refer to the following cases. Pacific Insurance Co. vs. Soule, 7 Wall. 433. 445; Brach vs. Boynton, 26 Vt. 725, 733: Kentucky vs. Dennison, 24 How. 66, 107, et seq.; Harrison vs. Bush, 5 El. & Bl. 348, 349; Fairbanks vs. Benjamin, 50 Vt. 99.
III. In such cases as have arisen upon similar questions, the courts have refused to extend to the construction of branch lines the limitations placed upon the construction of a company's main line, unless the charter of the company expressly shows an intention that the limitations should apply to both. Newhall vs. Galena & Chicago Union R. R. Co. 14 Ill. 273; A. & P. R. R. Co. vs. City of St. Louis, 66 Mo. 228; Morris & Essex R. R. Co. vs. Central R. R. Co. of N. J., 31 N. J. L. 205.
IV. If the supplementary act now under consideration be...
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