State street, in the city of New York, to a point on Atlantic avenue between Court and Hoyt streets, in the city of Brooklyn.

Sections one, two, three, four and five simply provide for the financial creation of the company.

Section six provides "that after the stock shall have been fully paid for, the said stockholders shall not be responsible for any debts or liabilities of the said corporation." An exception is thus made to the general policy of the State in that the stockholders are not liable for laborers' liens. This is objectionable.

Section seven provides "that the said corporation may erect a tunnel of iron or masonry or both across and under the bed of the East river, between the cities of New York and Brooklyn in the State of New York, from a point at or near the intersection of Battery place and State street, in the said city of New York, and running thence southeasterly 1,300 feet more or less under the upland to the bed of the East river, and thence running southeasterly under the bed of the said East river to the upland on the Kings county side of said river, and thence running under the said upland 3,000 feet, more or less, easterly from low water line to a point on Atlantic avenue between Court and Hoyt streets in the city of Brooklyn."

Section eight provides "For the purpose of making, constructing and operating the said tunnel, the said corporation may enter upon and take possession of the lands not under water on each side of the river, where the termini of said tunnel shall be erected, and the said corporation on taking possession of such lands and upon receiving a conveyance thereof shall pay to the owner or owners the value of so much of the same as may be necessary for making and erecting said tunnel and approaches, establishing gates, toll-houses and all other works to said tunnel, and in case of a disagreement between the said parties as to such value, the same shall and may be ascertained by three commissioners who shall be appointed for the purpose on eight days notice by the Supreme Court of the State of New York on application of the president and directors of the said The New York and Brooklyn Tunnel Company."

There are very serious objections to this section:

First. In case of disagreement between the said parties as to the value of real estate to be taken, the company "upon eight days notice" (it does not say whether to the parties or to the court itself) may have commissioners appointed who shall appraise the value of the land and whose appraisal is absolutely final. Such appraisal does not require the confirmation or approval of the court, nor is there any provision for appeal to the court or to the general term in case of injustice being done. This would be a summary and unjust way of seizing private property. It is contrary to the declared policy of the State as shown in the General Railroad Act and in the Rapid Transit Act, in both of which elaborate provisions are made for exercising the right of eminent domain by notice to the property holders and by provisions for appeal in case of injustice being done.

Second. The bill provides that on receiving a conveyance of land the company" shall pay to the owner or owners the value of so much of the same as may be necessary for making and erecting said tunnel and approaches." It would appear from this language that the

intention of the bill is to permit the company to acquire a lot or house and pay for only so much as it might require to use thereof. Such a provision is in violation both of the Constitution of the United States, and of section six, article one of the Constitution of the State, which provides that private property shall not be taken for public use without just compensation.

Third. Beside the private property which the company would be allowed to take, there would be no limit to the city property on the park known as the Battery which it might acquire under this bill for terminal facilities or other purposes, to the great detriment of such park and the city of New York.

Fourth. At any time after $50,000 is subscribed the company could go on and open up the tunnel and possibly destroy private property under which it passed without the financial ability to pay for the damages inflicted. Before permitting a company to begin work in such an extensive enterprise as this there should be required a large fund in its treasury to be drawn against for damages done to both private and public property.

Fifth. The bill is disapproved by the mayor of the city of New York, and a brief by the corporation counsel, Mr. Beekman, has been filed with you, expressing his reasons for such disapproval. They are, briefly:

1. The bill is in contravention of section 18, of article three of the Constitution of the State, which prohibits the Legislature from passing a private or local bill granting to any corporation, association or individual the right to lay down railroad tracks.

2. That the tunnel runs under numerous streets, the fee of some of which is vested in the city; that the company is, therefore, authorized to exercise a valuable franchise in said streets without provision for any compensation to the city and without being subject in any way to regulation and control by the city authorities.

3. The right of compensation for land taken is, by section eight of the proposed law, limited to lands not under water on each side of the river where the termini of said tunnel shall be erected. As a matter of fact, the land under water within the thousand feet line through which the proposed tunnel must pass, belongs in fee to the city and the property rights thus authorized to be acquired by the proposed tunnel company in land under water will become vested in it without compensation to the city which owns such land.

For the above reasons, the Board would respectfully recommend that the bill shall receive Executive disapproval.

By the Board.

WILLIAM C. HUDSON,

Secretary.

IX.

REPORT OF THE BOARD ON THE BILL ENTITLED "AN ACT TO AMEND CHAPTER 420, LAWS OF 1880, ENTITLED 'AN ACT TO AMEND CHAPTER 123, LAWS OF 1874, ENTITLED AN ACT TO AMEND THE CHARTER OF THE HUDSON, SUSPENSION BRIDGE AND NEW ENGLAND RAILWAY COMPANY,' REFERRED TO IT BY THE GOVERNOR.

To the Governor of the State of New York:

ALBANY, May 8, 1889.

The Board herewith respectfully returns Senate bill (printed No. 308) entitled "An act to amend chapter 420 of the Laws of 1880, entitled 'An act to amend chapter 123 of the Laws of 1874, entitled An act to amend the charter of the Hudson, Suspension Bridge and New England Railway Company.""

This company was organized May 28, 1868, under a special act of the Legislature, entitled "An act to incorporate the Hudson, Highland Suspension Bridge Company," being chapter 332 of the Laws of 1868. It authorized the company to erect and maintain a bridge over the Hudson river, between Verplanck's Point and Buttermilk Falls for the passage and transportation of passengers, railroad trains, teams, vehicles, cattle, horses, sheep, swine and other merchandise and property. The act provided it should be completed before the fourth day of July, 1871.

By chapter 769, Laws of 1870, the company was authorized,

First. To change its name from the Hudson, Highland Suspension Bridge Company, under which it was organized, to the Hudson, Suspension Bridge and New England Railway Company.

Second. To build and operate a railway in connection with the bridge from the Connecticut State line to a point on the Erie railway at or near Turners' Station, whereupon the company was made subject to the provisions of the General Railroad Act.

Third. The time was extended for the completion of the work of railway and bridge to July 4, 1875.

By chapter 330, Laws of 1873, the company was authorized to extend its lines to the New Jersey State line.

By chapter 123, Laws of 1874, the time for completing the work was extended until July 4, 1880.

By chapter 403, Laws of 1875, the use of the bridge was limited to the sole benefit and accommodation of railroad corporations in running their trains over the same.

By chapter 420, Laws of 1880, the time for completion was further extended until July 4, 1890.

In its annual report submitted to this Board for the year ending September 30, 1888, the company claims to have issued for engineering, legal fees, office expenses and labor $946.700 of stock, $574,000 first mortgage bonds, and $124,665 certificates of indebtedness. The amount of money realized for these securities does not appear.

The present bill extends the time for the completion of the bridge and railway until the 4th of July, 1895. A provision is further inserted that the time for the completion "of the railroads or railways" shall also be extended until the last named date. Inasmuch

as these words would appear to apply simply to the railroads and railways of the Hudson, Suspension Bridge and New England Railway Company, the probabilities are that they revive no expired charter, but simply provide that the railroads or railways to be constructed by this company in connection with its bridge shall have their time extended in the same way as that of the bridge.

The Board has been informed by Senator Pierce, the introducer of this bill, that the object of this extension is to enable the promoters of the enterprise to secure capital in England to carry it through.

With regard to the general policy of granting a further extension, the Board can only say that this company has already had its time extended nineteen years, and has done apparently nothing in the way of construction. The possibility of such a work as this being undertaken is likely to prevent the initiation of other railroads and enterprises which would be unnecessary and unprofitable if such a bridge. were completed. It is, therefore, a question of public policy whether the conditions of uncertainty incident to the existence of such a charter as this it is desirable to prolong.

By the Board.

WILLIAM C. HUDSON,

Secretary.

X.

REPORT OF THE BOARD ON THE BILL ENTITLED "AN ACT IN RELATION TO RAILROAD CORPORATIONS," REFERRED TO IT BY THE GOVERNOR.

To the Governor of the State of New York:

ALBANY, May 14, 1889.

The Board herewith respectfully returns Assembly bill (printed No. 1050) entitled "An act in relation to railroad corporations.

This bill is a general extension of two years to all railroad corporations heretofore organized within which to complete their roads, excepting the Niagara Falls and Whirlpool railroad, the Lackawanna, Pittsburgh and Northeastern railroad, and, such corporations as may have been organized for the purpose of constructing or operating a railroad in the city of New York or Brooklyn.

Section 47 of the General Act provides that a road must be put in operation within seven years from the time of filing its articles of association. Chapter 775 of the Laws of 1867 extends the time for the completion of its road to ten years from the date of filing its articles of incorporation. Chapter 598 of the Laws of 1875, as amended by chapter 350 of the Laws of 1879, extends the time two years more to corporations organized previous to 1875. Chapter 405 of the Laws of 1882, again extends the time two years more to corporations organized previous to 1882.

If a corporation has been organized previous to 1875, therefore, it would have fourteen years within which to complete its road from the time of filing its articles of association; if organized subsequent to 1875 and previous to 1882 it would have twelve years within which

to so complete its road. It is possible that chapter 350 of the Laws of 1879 may have given a further extension of two years, making the total time within which to complete fourteen or sixteen years, as the case may be.

This general extension of two years is of very doubtful expediency. It is possible that there may be some corporations in the State who merit further extension of time within which to complete their tracks. It would seem better to have them mentioned specifically by name and the merits of each determined, than to pass a general bill of this character extending the time to all corporations without regard to the special merits in each case.

But the principal, and, in the opinion of the Board, fatal objection to the bill is that a clause occurs as follows, "and failure to construct its railroad heretofore shall not cause a forfeiture of its corporate powers." This infuses new life into corporations long since defunct and is a most dangerous clause.

In a general bill of this nature, a proviso should be inserted similar to that in chapter 598 of the Laws of 1875, as amended by chapter 350 of the Laws of 1879, to wit, "but nothing herein contained shall have the effect of reviving any corporation whose corporate power has been forfeited from any cause."

For the above reasons, the Board deems that should this bill become a law it might be attended with grave detriment to public interests. By the Board.

WILLIAM C. HUDSON,

Secretary.

XI.

REPORT OF THE BOARD ON THE BILL ENTITLED "AN ACT TO EMPOWER THE TRUSTEES OF THE WILLARD ASYLUM FOR THE INSANE TO GRANT A RIGHT OF WAY TO THE GENEVA AND VAN ETTENVILLE RAILWAY COMPANY THROUGH THE LANDS OF THE STATE APPURTENANT TO SAID ASYLUM, AND UNDER THE CHARGE AND MANAGEMENT OF SAID TRUSTEES," REFERRED TO IT BY THE GOVERNOR.

To the Governor of the State of New York:

ALBANY, May 21, 1889.

The Board herewith respectfully returns Senate bill printed No. 570, Executive No. 139, entitled "An act to empower the trustees of the Willard Asylum for the Insane to grant a right of way to the Geneva and Van Ettenville Railway Company through the lands of the State appurtenant to said asylum, and under the charge and management of said trustees."

Upon April the twenty-fourth the Board made a report upon this bill to you recommending its approval, a copy of which is appended hereto.

Since that time the bill has been recalled and amended by requiring in sections one and two the approval of the Comptroller of the State to the agreement made by the trustees with the railroad company, and also by adding a third section to the effect that the purchase