classes of freight established by the law of the State of Illinois for the transportation of freight upon the same road, and different from the classes of freight established by the State of Iowa for the transportation of freight upon the road of said company, and different from the classes of freight established by the laws of the State of Minnesota for the transportation of freight upon the railroads of said company, and that it is practically impossible to carry on the business of transportation of freight from the State of Wisconsin into either one of the other states above named, in accordance with the laws of the State of Wisconsin and such other states, and that, in relation to freight transported from the said State of Wisconsin to either of the states of Illinois, Iowa and Minnesota, it is impossible that the same shall be transported in pursuance of the provisions of the acts of the said several States. Your orators charge that, as they are advised by counsel and believe, the enforcement of the act above named, or compliance with the same by the said railroad company, would impair the obligations of the contract entered into between the said railway company and your orators, and, for that reason, the act aforesaid is in contravention of the constitution of the United States, for that the said act would compel the said railway company to employ the property mortgaged to secure the bond holden by your orators and the other creditors of the said company in such manner as to deprive such creditors of the security which lawfully belongs to them under such contract. Your orators further charge that the act aforesaid is in violation. of the thirteenth article of the bill of rights of the constitution of the of State Wisconsin, which is as follows: "The property of no person shall be taken for public use without just compensation thereof." And your orators further charge that the legislature of Wisconsin had no constitutional power or authority to pass the act above recited, and that the said act is without any binding force upon the said company. Your orators further charge that the enforcement of the act above recited would impair the obligation of the contract entered into between the stockholders of the said Galena and Chicago Union Railroad Company and the stockholders of the said Chicago and Northwestern Railway Company, contained in the consolidation of said companies above set forth, and thereby greatly impair the security of your orators for the payment of the bonds held by them as aforesaid, and is in violation of the constitution of the United States, which provides that no State shall pass any law inpairing the obligation of coutract. Your orators further show that, when the several railroads consolidated in the one above set forth in this bill were thus consolidated, the holders of the stock in said several roads surrendered said stock and received in exchange therefor what was termed consolidated stock, or stock representing the property and franchises of all the roads thus consolidated. Your orators further show that the holders of said consolidated stock have, since such consolidation, annually elected a president and directors of said railway company, and since said consolidation, said president and directors have had, in behalf of said consolidated company, the exclusive possession, control and direction of said road and the business thereof, and that said consolidated company and the president and directors thereof thus controlled the said several roads above set forth as one entire road, which road, with its appurtenances, property and franchises, is represented solely by the consolidated stock created under and by virtue of the laws of the said States of Illinois, Wisconsin and Michigan. Your orators further show that the 18th section of the act of the legislature of Wisconsin, approved March 11, 1874, reads as follows: Nothing contained in this act shall be taken as in any manner abridging or controlling the rates for freight charged by any railroad company in this State for carrying freight which comes from beyond the boundaries of the State and to be carried across or through the State, but said railroad companies shall possess the same power and right to charge such rates for carrying such freight as they possessed before the passage of this act." sec Your orators further charge that they are advised that the proper construction of said section, taken in connection with the other tions of said act, would be, that the rates of freight prescribed by the said act are to be applied to all merchandise which is shipped at any point within said State to any point either within or without said State, and your orators charge that this is a regulation of inter-state commerce which they are advised the legislatureof Wisconsin has no power to enact. Your orators further charge that the said Chicago and Northwestern Railroad Company has never accepted the terms of the act of March 11, 1874, aforesaid, but that it will be obliged to accept the rates of fare and freight upon its road specified in said act, or to cease the operation of its said road in the State of Wisconsin, unless said act shall be held to be without constitutional validity, as your orators are advised and believe, and in either event, the security which is held by your orators severally for the payment of the bonds owned by them, as aforesaid, would be wholly destroyed. Your orators further charge that, by an act of the legislature of Wisconsin, passed March 12, 1874, which was the day subsequent to the passage of the said act, of March 11, 1874, above set forth, the said Chicago and Northwestern Railway Company and all other railway companies in the State of Wisconsin were, as your orators are advised, authorized to charge fair and reasonable rates of compensation; and your orators submit to your honors whether said act of March 12, 1874, a copy of which is hereto annexed, marked Exhibit 21, did not repeal by implication, the said act of March 11, 1874. Your orators further charge that George H. Paul, Joseph H. Osborn and John W. Hoyt have been appointed railroad commissioners of the State of Wisconsin, under and in pursuance of the terms of said act, and have accepted said appointment and entered upon the discharge of their duties as said commissioners, and your orators greatly fear that the said railroad commissioners, claiming to act by virtue of the powers conferred upon them by said act. will proceed to classify in some one or other of the classes of freight named in said act, the articles of freight which are not specifically classified by the terms of said act, and that said railroad commissioners will also proceed to reduce the rates of fare and freight upon the railroads of said company, unless restrained from so doing by the order of this honorable court. Your orators further charge that divers and sundry prosecutions have already been commenced against the agents of said company, at different places in said States, for the alleged violation of the provisions of said act of March 11, 1874, in charging greater rates of toll than the rates prescribed by said act, under which prosecutions the said agents have been arrested, and would have been imprisoned if said company had not procured bail to be given for the appearance of such agents for trial. Your orators further charge that the Governor of the State of Wisconsin has issued, since said act of the legislature took effect on the 28th day of April. A. D. 1874, his two several official proclamations, in which he states his intention to enforce all the provisions of said act by all the means in his power, and, in his proclamation issued upon the 21st day of May, A. D. 1874, he requests and enjoins all districts attorneys, promptly and vigorously to prosecute to conviction and punishment, all offenders against said law, and further states that "printed forms and instructions for the prosecution of such actions will be promptly furnished on the request of any officer of the law, made to the Attorney General, at Madison." Your orators futher charge that other persons, whose names are to your orators at present unknown, but whom your orators ask leave to make parties defendant to this bill, when discovered, with apt words to charge them, are preparing and intending to bring suit against the said railway company for the purpose of enforcing the provisions of said act of March 11, 1874, and said railway company will be harrassed with a great multiplicity of suits, and its business seriously injured and impaired, and the securities which your orators severally hold for the payment of their bonds aforesaid be greatly impaired and depreciated, unless the parties herein named shall be restrained from proceeding to enforce the provisions of said act in the manner aforesaid. Your orators further show to your honor that, in consequence of the passage of said act of March 11, 1874, and the proposed en forcement of the same by the said Railroad Commissioners and the Attorney General of the State of Wisconsin, and the arrest of the agents of said railway company under the provisions of said act, the value of the securities held by your orators, Willem Frederik Peik. Henry R. Pierson. and Moses Taylor, and represented by your orators. The Farmers' Loan and Trust Company and The Union Trust Company, severally, as trustees, has very greatly depreciated, and your orators have applied to said railway company and requested it to cause such legal proceedings to be instituted in its name as would effectually protect the rights of the holders of bonds of said railway company, against all attempts to enforce the said act of March 11, 1874, either through the Railroad Commissioners appointed under said act, or by prosecution of the officers of said company, because the enforcement of the act would impair the obligatian of the contract made by the said railway company with the holders of said bonds, and greatly impair the value of their securities; and your orators requested said company to consider the fact that the passage of the act had already greatly depreciated the value of said bonds and that the proposed enforcement thereof, in the ways contemplated by its provisions, must inflict irremediable injury upon the property which stands as security for the bonds of said company; but said company, acting through its board of directors, has declined to take steps necessary to protect the rights of your orators in the premises, either by the institution of the necessary legal proceedings or in any other manner. Your orators therefore charge that the said defendants, George H. Paul, Joseph H. Osborn and John W. Hoyt, the Railway Commissioners aforesaid, and the said defendant, A. Scott Sloan, the Attorney-General of the said State of Wisconsin, are preparing to institute or cause to be instituted, a great multiplicity of suits against the said railway company and its agents for the purpose of enforcing the provisions of said act of March 11, 1874, and, unless said Railway Commissioners and the said Attorney-General are restrained by the order of this honorable court, they will cause a great number of said suits to be instituted against the local agents of said company, which suits would greatly embarrass said company, subject it to heavy expenses and compel it wholly or in part to suspend its business, and thereby impair its means of discharging the interest due to your orators and other bondholders upon its said bonds. Your orators further charge that said Railroad Commissioners and Attorney-General are preparing to have the agents of said railway company, along all the line of its said railroads in Wisconsin, arrested and imprisoned under the provisions of said act, and that they will do so unless restrained by order of this honorable court; and that, if the agents of said company are so arrested, the said company will be compelled either to operate its said railroads under said act, in such manner as to fail to raise sufficient revenue to pay the necessary operating expenses thereof and to pay for keeping said roads and their equipments in a proper state of repair, and to pay the interest on its bonds, and to provide a proper and reasonable sinking fund to pay the principal of said bonds; or to cease from operating said railroad altogether, and, in either case, the value of the bonds owned and held or represented by your orators, as aforesaid, would be greatly depreciated or wholly destroyed. In consideration of the premises, and inasmuch as your orators are without remedy in the premises, save by the aid of a court of equity, where matters of this sort are properly cognizable and relievable, Your orators pray that the said Chicago and Northwestern Rail way Company, the said George H. Paul, J. H. Osborn, John W. Hoyt and A. Scott Sloan may be made parties defendant to this bill, and duly summoned to answer the same, and that the said railway company may be enjoined by the order of this honorable Court from doing any act which shall amount to an acceptance of the terms of the provisions of the said law as an amendment to the charter of said company, or from operating its railroad in the State of Wisconsin for such rates of fare and freights as will be insufficient to yield a revenue adequate in amount to pay the necessary expenses of operating and maintaining said road and its equipment, and to pay the interest upon its bonds which are held and owned by your orators, Willeni Frederick Piek, Henry R. Pierson, and Moses Taylor, as aforesaid, or represented by your orators, the Farmers' Loan and Trust Company, and the Union Trust Company severally as trustees in the manner herein before stated; under the pretense that the said act of March 11th, 1874, is a valid act which said company is required to obey in so far as said act attempts to fix the rate of compensation which may be required by said company for the transportation of passengers and freight, and that the said George H. Paul, J. H. Osborn and John W. Hoyt may be enjoined from fixing any rates for the transportation of persons or property over the road of said company, under and in pursuance of the provisions of said act, approved March 11, 1874, or from classifying, under the provisions of said act, any articles of freight or property which are not now classified, and that said railway companies and said Sloan and each of them, be enjoined from arresting or causing or aiding or abetting the arrest of any of the agents of said railway company under the provisions of said act, or from instituting or causing to be instituted against said railway company, or its agents or officers, any suit or suits or other proceedings, for the purpose of enforcing the provisions of said act of March 11, 1874, and that the said defendants be required severally to answer this bill, without oath, their oath to the same being hereby expressly waived, and that, upon the final hearing of this bill, the said act of March 11, 1874, may be held and declared to be without constitutional validity, and that the injunction herein prayed may be made perpetual, and for such other relief as to your honor shall seem meet and as to equity shall appertain. C. B. LAWRENCE, Solicitor for Complainants. THE FARMERS' LOAN & TRUST CO. A. G. DULMAN, Attorney in fact, |