Mumford, 73 Mo. 647; Hull v. Ruggles, 56 N. Y. 424; Thomas v. People, 59 Ill. 160; Dunn v. People, 40 Ill. 465; Seidenbender v. Charles, 4 Serg. & R. 151, 8 Am. Dec. 682; United States v. Olney, 1 Deady, 461; Bell v. State, 5 Sneed, 507; Bishop, Stat. Crimes, 2d ed. § 952; 2 Whart. Crim. Law, 9th ed. § 1491.

In this case it is not denied that the defendant has distributed presents or prizes to the holders of tickets given to the public,-eight prizes among some 8,000 ticket-holders. It is also uncontroverted that this distribution has been made by lot or chance. This was done by two children chosen from the audience, who selected by lot eight tickets from a large num- | ber of duplicates which were thrown by the defendant at random on the stage or platform. These tickets were numbered, and the persons holding the corresponding numbers were entitled to these prizes, or presents, according to their number. But we can see nothing in the evidence from which it can be inferred that anyone, present or absent, paid any valuable consideration, directly or indirectly, for these tickets, or for the chance of getting a prize. It is true that, on the day of the drawing, the defendant had held one of his customary performances, consisting of acrobatic contortions,

Early cases as to requisites of indictment. See Boullemet v. State, 28 Ala. 83; State v. Sykes, 28 Conn. 225; Markle v. State, 3 Ind. 535; Com. v. Braynard, Thach. Cr. Cas. 146; Com. v. Pollard, Thach. Cr. Cas. 280; Com. v. Johnson, Thach. Cr. Cas. 284; Com. v. Eaton, 15 Pick. 273: Com, v. Horton, 2 Gray, 69; Freleigh v. State, 8 Mo. 60; State v. Kenmon, 21 Mo. 262; State v. Follet, 6 N. H. 53; Pickett v. People, 8 Hun, | 83; People v. Sturdevant, 23 Wend. 418; People v. Taylor, 3 Denio, 91, 99; Com. v. Gillespie, 7 Serg. & R. 409.

Evidence in action.

To convict for the sale of a lottery ticket it must be proved that the paper offered for sale represented a chance in the lottery. State v. Russell, 17 Mo. App. 16; State v. Bruner, 17 Mo. App. 274. See Dunn v. People, 40 IIl. 465.

Evidence that defendant sold a slip of paper bearing certain numbers which might be drawn in a lottery, then intended to be drawn, is sufficient. State v. Rothschild, 19 Mo. App. 137.

The character of the ticket and intent of the parties may be proved by similar sales shown to have implied a lottery venture. State v. Ochsner, 9 Mo. App.216.

Conviction.

The jury has the undoubted right, in a prosecution for selling lottery tickets, to disregard the name and indorsement printed on them, and find that they really are lottery tickets, and not what they profess to be,-tickets upon a horse combination, Boyland v. State, 69 Md. 511.

On conviction for acting for another in disposing of tickets the solicitor's fee must be taxed. Ex parte Tompkins, 58 Ala. 71.

In equity.

Where the Legislature grants a lottery franchise and authorizes its sale, the purchaser may, for a valuable consideration, permit others to share the protits; but he cannot assign the franchise so as to enable each assignee to conduct a separate lottery. Lawrence v. Simmons (Ky.) 1 L. R. A. 172.

Bills of interpleader are maintainable where several claimants of a fund, as the amount drawn on a lottery ticket, instead of claiming the whole

exhibitions of a magic lantern, and of music, dancing and song, and the like; and between the acts he always sold his medicines for which he claimed great curative virtues. These exhibitions were in a tent which would seat between 900 and 1,000 people, and would furnish standing room for about 2,500 persons. For tickets of admission to see this performance, the closing one of the season, advertised as a Jubilee" performance, a charge of ten cents was made. But these tickets had no connection whatever with those entitling the holdersto a chance for the eight prizes. For these latter tickets or chances nothing was charged. They had been distributed, free, to any and all persons present at his previous performances, and for admission to these exhibitions no charge was made. The only fee charged was for the occupancy of a seat; there was none for entrance. Nor was it necessary that a holder of a successful ticket should be present to get his prize in case he drew one. It would be delivered as well at the defendant's private house. This fact was advertised in a Mobile paper, and one of the prizes was actually delivered there. The suspicion, even though well founded, that these presents may have been given away in order to induce a larger fund claim different portions thereof, when the aggregate of all the claims exceeds the full amount of the fund. Yates v. Tisdale. 3 Edw. Ch. 71, 6 N. Y. Ch. L. ed. 575, and note; Fargo v. Arthur,43 How. Pr. 193; Newhall v. Kastens, 70 Ill. 156; Atchison Board of Education v. Scoville, 13 Kan. 17.

Equity may stop the running of a lottery until an accounting is awarded, but will not appoint a receiver to take charge of it. Lawrence v. Simmons, supra.

Injunction lies against the owner to prevent him from disposing of prizes pending proceedings for their forfeiture under the statute (People v. Kent, 6 Cal. 89); although equity will not aid a lottery enterprise. Commerford v. Thompson, 2 Flipp. 611.

Yet in Tennessee a bill in equity will lie to compel the managers to adjudge a prize to the person entitled to it. McGimpsey v. Booker, Yerg. 139. See Bass v. Nashville, Meigs. 421.

When property sold is to be used in aiding and assisting in a lottery, the sale is void. Hull v. Ruggles, 65 Barb. 432.

Every contract in aid of a lottery scheme or gift enterprise for the division of property to be determined by chance is void under a statute prohibiting such schemes. Rothrock v. Perkinson, 61 Ind. 39.

Securities given for the purchase of lottery tickets cannot be enforced. Lewis v. Robards, 3. T. B. Mon. 406; Morton v. Fletcher, 2 A. K. Marsh. 137.

A lease of premises for the sale of lottery tickets is void, and the rent reserved thereon cannot be recovered. Edelmuth v. McGarren, 4 Daly, 467.

A note given for a ticket in a prohibited lottery is void. Hawkins v. Cox, 2 Cranch, C. C. 173; Thompson v. Milligan, Id. 207; Eberman v. Reitzel, 1 Watts & S. 181.

But a contract made by a ticket holder after his rights are determined, disposing to a stranger of any specified part of what he may have drawn, is valid. Rothrock v. Perkinson, supra.

And a bond to perform certain duties under a legal Foreign Lottery Act may be enforced here. Kentucky v. Bassford, 6 Hill, 526, 1 E. D. Smith, 218.

So

crowd to assemble at the defendant's performances, with the expectation that they would buy medicines, or pay a fee for occupying a seat in the tent, would be too remote to constitute a legal consideration for the tickets. with the expectation that it would increase the attendance at the so-called "Jubilee" performance. The holders of thousands of these tickets given away as gratuitous were not present, and yet stood an equal chance in the distribution with those who were. And the doors were thrown open for free admission when the distribution took place, this event occurring just after the close of the exhibition or performance proper.

The element of gaming which is wanting to constitute this transaction a lottery is the fact that no money was paid, directly or indirectly, for the chance of receiving a prize, or of participating in the distribution by lot. Nor would a jury be authorized to make a contrary inference, reasonably, from any evidence

railroad company, will not be allowed, in the absence of express statutory authority, to vote such stock, either by itself or by other persons acting in its interest, in the election of officers, or in matters pertaining to the management and control of the latter company; at least where the two roads are rivals, having substantially the same field of operation, where a conflict of interest may arise in the matter of expenditures, or in the division of patronage or of earnings, or where the profits of one company may be enhanced by a diminution of those of the other. 2. An averment of refusal by the officers of a corporation, upon request, to take appropriate legal proceedings to prevent the unlawful voting of corporate stock, will authorize the entertainment of a suit by stockholders in their own names for the accomplishment of that object. 3. Averments upon information and belief are insufficient in the absence of any allegation that the information is true.

(December 12, 1889.)

rulings of the court are directly opposed to these views.

It follows from what we have said that the city court erred in not giving the general affirmative charge requested by the defendant. The judgment of conviction is reversed, and a judgment will be rendered in this court discharging the defendant from further prosecution under the present indictment.

Reversed and rendered.

the Chancery Court for Madison County overruling a demurrer to, and refusing to dismiss, a bill filed to enjoin the East Tennessee, Virginia & Georgia Railway Company from voting upon or transferring certain corporate stock held by it, as well as refusing to dissolve a preliminary injunction already granted. Modified and remanded.

The facts are fully stated in the opinion.

Mr. R. C. Breckell for the East Tennessee, Virginia & Georgia R. Co., appellant. Messrs. Humes. Walker, Sheffey & Gordon for the Memphis & Charleston R.

ers.

Public grants are to be strictly construed: the grantee can take nothing except what his grant plainly gives. Lehigh Valley R. Co. v. Orange Water Co. 5 Cent. Rep. 651, 42 N. J. Eq. 205; Jersey City Gas Light Co. v. Consumers Gas Co. 4 Cent. Rep. 330, 40 N. J. Eq. 427; Leslie v. Lorrillard, 1 L. R. A. 456, and note, 110 N. Y. 519.

In doubtful points the construction of the grant must be against the grantee. Oregon R. & Nav. Co. v. Oregonian R. Co. 130 U. S. 1 (32 L. ed. 837). Corporations possess only the powers conferred by the statute creating them, and those necessarily implied. Huntington v. Nat. Savings Bank of D. C. 96 U. S. 388 (24 L. ed. 777); Beaty v. Knowler, 29 U. S. 4 Pet. 152 (7 L. ed. 813); Runyan v. Coster, 39 U. S. 14 Pet. 122 (10 L. ed. 382); Perrine v. Chesapeake & D. Canal Co. 50 U. S. 9 How. 172 (13 L. ed. 92). Their powers are such only as are not possessed in common with individuals and partnerships, or

v. Atlanta, 76 Ga. 181.

Its general power must be restricted by the nature and object of its institution. Korn v. Mut. Assur. Society, 10 U. S. 6 Cranch, 192 (3 L. ed. 195),

A corporation cannot enter into a partnership, unless under authority expressly conferred by a statute or its charter. Mallory v. Hanaur Oil Works, 86 Tenn. 598.

A manufacturing corporation cannot act as agent to sell for another. Westinghouse Mach. Co. v. Wilkinson, 79 Ala. 312.

A promissory note taken by it from a purchaser, for the agreed price, payable to itself, is void; and the manufacturer cannot maintain an action on it, either against the maker, or against the corporation as indorser. Ibid.

So a mining and lime manufacturing company has no right to carry on a mercantile business and purchase goods to be resold; and a person selling goods for that purpose does so at his peril. Chewacla Lime Works v. Dismukes, supra.

32 Fed. Rep. 457.

A corporation has no implied authority to engage in any business other than the particular enter

ations.

The provisions of a private Act, of which nature are all charters of private corporations, to be available before a court of equity, must be pleaded and proved.

Stone, Ch. J., delivered the opinion of the court:

This suit was commenced October 27, 1887, and is prosecuted by stockholders of the Memphis & Charleston Railroad Company, repre

The laws of Alabama provide that in the case of connecting or continuous railroads, the corporations controlling them may make arrangements either by amalgamation or some other arrangement for bringing them under one control.

Ala. Code, SS 2008-2011.

These sections would not permit even a consolidation, because these two roads have no physical connection. Such physical connection is essential to the operation of the Statute. Wilks v. Georgia Pac. R. Co. 79 Ala. 181. Such statutory provisions do not authorize the purchase of stock.

Mackintosh v. Flint & P. M. R. Co. 34 Fed. Rep. 582, 615.

The limitation of corporate power to own the stock of another corporation is as stringent upon a foreign as upon a domestic corporation. Paul v. Virginia, 75 U. S. 8 Wall. 168 (19 L. ed. 357); White v. Howard, 46 N. Y. 144.

The complainants have a standing in court to prevent an infraction of the law of Alabama prohibiting the ownership of Memphis & Charleston stock by the East Tennessee.

Milbank v. New York, L. E. & W. R. Co. 64 How. Pr. 20; Nathan v. Tompkins, 82 Ala. 437; Central R. Co. v. Collins, 40 Ga. 582; Hinckley

a corporator, of another corporation under the General Railroad Law. Central R. Co. v. Pennsylvania R. Co. 31 N. J. Eq. 475.

A corporation cannot vote upon the stock of another corporation without express statutory authority, even if it has acquired the shares lawfully in payment of, or as security for, a debt. Woods v. Memphis & C. R. Co. (Ala.) 5 R. R. & Corp. L. J. 872.

It cannot, unless authorized by statute, make a valid subscription to the capital stock of another corporation. Valley R. Co. v. Lake Erie Iron Co. 1 L. R. A. 412, 46 Ohio St. 44.

So a bank corporation cannot purchase the stocks of other corporations to sell them for a profit, or to raise money, except when received in good faith as security for a loan. Talmage v. Pell, 7 N. Y. 828.

An insurance company cannot subscribe for the stock of another insurance company. Berry v. Yates, 24 Barb. 200.

A general insurance, commission and brokerage agency cannot subscribe to the stock of a savings and building association. Mechanics & W. M. Mut. Sav. Bank v. Meriden Agency Co. 24 Conn. 159.

The power of a railroad company to buy the stock of another railroad company must be expressly given by its charter. Hazlehurst v. Savannah, G. & N. A. R. Co. 43 Ga. 57; Central R. Co. v. Collins, 40 Ga. 583.

submitted in the court below on a demurrer to the bill, and on a motion to dismiss it for want of equity. From the chancellor's decree overruling the demurrer, and refusing to dismiss the bill, or to dissolve the injunction, the present appeal is prosecuted. Coming before us in this form, we must treat as true all the averments of the bill which are well pleaded, and in the further progress of this opinion they will be stated as facts.

The Memphis & Charleston Railroad was constructed under charters obtained from the States of Tennessee and Alabama, and extends from Memphis, in Tennessee, to Stevenson, in Alabama, running partly through Mississippi. One hundred and fifty miles of the track are in Alabama. The entire length of the road is not shown. The capital stock is $5,312,725, divided into 212,509 shares, of $25 each. Of these shares, 106,261, being a majority of the whole number, stand on the books in the name of the East Tennessee, Virginia & Georgia Railroad Company, another corporation, which does not connect with or touch the Memphis & Charleston Railroad at any point. The complainants bold 8,800 of the shares, representing $220,000 of the capital stock; and they sue in their names, and in the names of such other of the stockholders as may join in the suit.

view to prevent its construction, is illegal and void. Langdon v. Central R. & Bkg. Co. 2 L. R. A. 120, 37 Fed. Rep. 449.

As to contracts tending to create a monopoly, see note to Gulf, C. & S. F. R. Co. v. State (Tex.) 1 L. R. A. 849.

A voluntary association organized to control corporations, having obtained the stock of a corporation has no power to sell or alienate such stock, as such act is inconsistent with the purposes of its creation. Gould v. Head, 38 Fed. Rep. 886.

A statute forbidding one corporation to subscribe for or purchase the stock or securities of another corporation does not apply where one has made advances on the mortgage bonds of the other which it is unable to redeem, and further advances are made. Taylor Co. Ct. v. Baltimore & O. R. Co. 33 Fed. Rep. 161.

So a railroad company cannot, without authority expressly given, lease its road-bed, rolling stock and franchises, nor release itself from its duty and obligations to the State. Thomas v. West Jersey R. Co. 101 U. S. 71 (25 L. ed. 950); Black v. Delaware & R. Canal Co. 22 N. J. Eq. 130; Troy & B. R. Co. v. Boston, H. T. & W. R. Co. 86 N. Y. 107; Abbott v. Johnstown, G. & K. H. R. Co. 80 N. Y. 27; People v. Albany & V. R. Co. 77 N. Y. 232.

A lease made by one railroad corporation to another, neither of which is expressly authorized by law to enter into the lease, is ultra vis and void. Pittsburgh, C. & St. L. R. Co. v. Keokuk & H. Bridge Co. 131 U. S. 371 (33 L. ed. 157); Oregon R.

a monopoly, a purchase by a railway company of a contract to construct a competing line, with a