Page:Federal Reporter, 1st Series, Volume 7.djvu/394

 382 FEDERAL REPORTER. �Petition by a railroad oompany then in the hands of re- ceivers, presented to the court which had appointed the receivers, and setting forth that owing to an accidentai mis- take a call issued for the annual meeting of stockholders for the election of officers was inconsistent with the by-laws, and that owing to the temporary absence of the president on busi- ness for the Company and to other reasons it was desirable to postpone the holding of such meeting. The petitioners prayed for leave to withdraw the call for the meeting, and to hold such meeting after the return of the president, at a day to be fixed by the court. The petition was referred to special mas- ters, before whom it was opposed by certain shareholders. The masters reported as follows : �" The only averments upon whioh jurisdiction is predicated are con- tained in the flrst, second, and eleventh paragraphs of the petition. In substance they are : �" That your honorable court bas appointed receivers of the property and franchises of the railroad company, who are now in the fuli exercise of their oflBce, and that the company has been restrained from interfering with the management of the property by the receivers ; that the duties imposed by the charter of the company upon its oflScers, as to the care and mangement of the corporate property, must necessarily be disoharged, if discharged at all, in subordination to the receivers ; and that the action of the company, in electing ofBcers, may be made the subject of direction of the court. �" It is also averred (paragraph 1) that leave has been granted ' to any person in interest to apply for further directions. ' This is tnie. Such leave was included in the decree of May 24, 1880, by which, upon the bill flled by Moses Taylor, the receivers were appointed. But leave to apply does not predetermine that every application which shall be made in pur- suance thereof will be sustained, or that the subject of every such appli- cation will be within the jurisdiction of the court in the cause to which the leave relates. This is self-evident, and therefore the only subject, which upon this point is worthy of discussion, is as to whetherthe jurisdic- tion now asserted has really any existence. �" It has been argued by the counsel for the petitioners that this subject has been already substantially passed upon by the court, and is conse- quently now beyond pi'opriety of question by us. If we could agree with them that the court has decided the matter, we of course would adopt their conclusion, and would not undertake to discuss the correctness of the decision ; but we do not think that the court has made any such adjudica- tion. This position of counsel for petitioners has been based by them upon the contention that the decree of May 24, 1880, under which the receivers were appointed, made them receivers of all the franchises of the corpo- ration, as well as of its property, and that subsequent orders, which have empowered and directed the officers of the railroad company to ��� �