The Story of the First Trans-Continental Railroad | Page 8

pay for and own the line west of Ogden. This was "settled out of Court" and the action of Congress simply ratified an agreement made by the two Companies.
The above covers the more important matters so far as the action of Congress was concerned. Many other minor matters received attention at their hands--both before and since the completion of the road. As is stated in the opening paragraph of this chapter, the Pacific Railroads have been ever present in Congress. The more important questions being referred to in their order later.
CHAPTER III.
Mostly Financial.
Preliminary Organization--Board of Commissioners--Company Organized--Directors and Officers Elected--Hoxie Contract--Credit Mobilier--Ames' Interest--Compromise Contract--Davis Contract--Cost of Line--Land Grant.
When the Pacific Railroad Bill passed Congress and received the President's signature in 1862, there was a well organized company to take hold of the western or California end. The Union Pacific or eastern end was not in such good shape. Thomas C. Durant, who was afterwards Vice President of the Company had with a few associates taken a prominent part in the matter but no regular organization existed.
Under the Charter there were one hundred and fifty-eight persons named, who, together with five to be appointed by the Secretary of the Interior were to constitute a "Board of Commissioners" to effect a preliminary organization, open books for the subscription of stock and to call a meeting of the stockholders to elect a board of directors as soon as two thousand shares had been subscribed and ten dollars per share paid in.
When the board of directors had been elected, the property or rather the proposition was to be turned over to them and the duties of the Board of Commissioners should cease and terminate.
The Company thus organized, should follow established precedents, stockholders should hold annual meetings, elect a board of directors, and adopt bylaws and rules for the conduct of its affairs. The directors thus elected to be not less than thirteen in number, two to be added to their number by appointment of the President of the United States. The Board of Directors to elect the officers of the company and exercise supervision.
The Board of Commissioners met in Chicago in September, 1862, and organized, electing W. B. Ogden, President and H. V. Poor, Secretary, as called for in the charter, and subscription books were duly opened. There was no disposition on the part of moneyed men to subscribe for the stock and it was only owing to a few public-spirited men coming in and taking the two thousand shares that the Charter did not lapse. When the necessary stock had been subscribed, a meeting of the stockholders was held in New York City, in October, 1863, at which a Board of Directors were to be elected,--a strange situation confronted them, there being no man or set of men who were able to assume control, although there were no lack of cliques who were desirous of doing so, but these were largely irresponsible parties either lacking in the necessary capital or not command the confidence of those who did have it.
Something had to be done, and accordingly thirty men of more or less prominence were elected to the position of directors, some of them without their knowledge and some declined to serve. The Company was accordingly organized October 30th, 1863. General John A. Dix, who was elected President, had been a member of the Cabinet and later a general in the United States Army, was a man who was universally respected. The position was not of his seeking, and he gave notice he had neither the time nor inclination to give active attention to its affairs and the burden was practically assumed by the Vice-President Elect, Thomas C. Durant. But two hundred and eighteen thousand dollars the ten dollars per share called for by the Charter on two thousand one hundred and eighty shares had been paid in and further funds were not obtainable. Agitation was kept up and due representation made to Congress, resulting in an amendment to the Charter being passed. After the passage of the Supplementary Act in 1864 made necessary by the failure to secure funds, it was still regarded as an unpromising investment for the reason that investors could not feel any assurance that they or their friends would have any voice in the management of affairs or control of the Company. The capital of the Company was fixed by the supplementary act at one hundred million dollars, (one million shares at one hundred dollars each), consequently any interest holding over fifty millions of the stock would be paramount and vice versa. Until it was determined who would be in control, investors fought shy. Under the Charter the subscription books must remain open until the completion of the road, making it possible for outsiders to wait until the road