MR. JUSTICE MATTHEWS delivered the opinion of the court.
On Dec. 19, 1868, the New York Central Railroad Company, afterwards merged by consolidation into a new corporation, known as the New York Central and Hudson River Railroad Company, the defendant in error, adopted a preamble, resolutions, and certificate, of which the following is a copy: —
"Whereas this company has hitherto expended of its earnings for the purpose of constructing and equipping...
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