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price, and having also been greatly injured by the construction put upon the terms of the condition, he petitioned your honorable body, at late sessions of Congress, for redress in the premises. Those petitions were referred to the Committee of Claims of the honorable the Senate, who reported, among other things, “that the supplemental stock was issued to the persons holding, at the time of application for it, scrip certificates, or funded certificates of the original stock; the original certificates were surrendered and cancelled, and new certificates issued in lieu of them ; by which acts the holders of the original stock clearly expressed their assent to, and acceptance of, the final execution of the loan contract, in the manner and form proposed by the Treasury Department.
“It is true, the right to demand the benefit of the condition accrued on the 31st of August, 1814, to the persons then holding the stock, and became attached to the stock in their hands; and, in the opinion of the committee, the benefit of the condition, thus attached to the stock, followed it when sold and transferred, unless separated by the agreement of the vender and purchaser."
The committee also expressed the opinion that the United States had closed the contract to the satisfaction of the holders of the stock.
On receiving advice of this report, Mr. Barker obtained from the Treasury Department copies of a letter, dated on the 22d of November, 1814, from the then Secretary of the Treasury to the acting Comptroller, and of his reply thereto, which are in the following words:
November 22, 1814. Sir: I have just received your second note of this date, relative to the execution of the contract for the ten-million loan.
Pursuing the principle that the construction given to the contracts by the Attorney General is to be carried into effect, without impairing the rights or embarrassing the remedies of the creditors, I mean that the supplemental stock shall issue in such form and manner, on the one hand, so as to avoid any appearance of acknowledging at the Treasury that the contracts remain open ; and, on the other, leave the creditors every proper facility to establish hereafter the identity of the supplemental stock, and its connexion with the ten-million loan. Although I am not yet, perhaps, master of all the details of office, I presume the best mode of accomplishing the object which I have stated, will be to leave the certificate of original stock as it now stands, and issue a new certificate for the supplemental stock only.
I am, &c.,
A. J. DALLAS. N. LUFFBOROUGH, Esq.,
TTREASURY DEPARTMENT, COMPTROLLER'S OFFICE,
November 24, 1814. Sir: I take the liberty of enclosing for your approbation, forms of certificates proposed to be printed and issued to the holders of stock
in the ten-million loan, pursuant to the opinion of the Attorney General, enclosed to me in your letter of the 19th instant. These forms have become necessary, in order to carry into effect that part of your letter to me of the 22d of this month, which requests that every proper facility may be afforded to the holders of certificates in the above-mentioned stock to establish hereafter the identity of the supplemental stock, (now about to be issued to them,) and its connexion with the ten-million loan. The designation, in writing, on the face of the certificates to be issued for the supplemental stock, is made for no other purpose than that of enabling the holder, if he chooses, to preserve its identity, and its connexion with the primary stock. The manuscript addition made on the face of the certificate intended to be issued, in lieu of the original stock of the ten-million loan now in circulation, is intended, 1st, to guard the public against imposition, by preventing more supplemental stock from issuing, in any case, than is actually due; and, 2d, to give notice to subsequent purchasers of the stock, that the stipulations contained in the contract between the Secretary of the Treasury and the original subscribers to the loan had been fulfilled ; or, in other words, that everything relating to that contract, so far as respected the stock in existence, was deemed at the Treasury to be settled and closed. There is nothing in this that can have a tendency to impair the rights or embarrass the remedies of the public creditors under the ten-million loan for further issues of supplemental stock. No exaction is made from them of any release whatever of their rights or claims in this respect. Their rights will still remain with themselves, and their remedies with Congress.
The notification on the face of the certificate is nothing more than the simple statement and exhibition of a fact which does exist, and which ought to be known as well to the subsequent purchasers of the stock as to those who now hold it, namely, that the supplemental stock, stated on the face of the certificate to have been issued, was deemed at the treasury to be a full and complete execution of the original contract, on the part of the government, so far as regarded the amount of stock to be issued under that contract. This information is already in possession of the agent of the present holders of the stock, or a great portion of it. To keep it from subsequent holders, who might purchase, too, under the impression that still further benefits are to attach to the stock, might subject the Treasury, and with great reason, to imputations which it has hitherto been free from, and which it never will, I trust, be justly liable to.
I have deemed it to be my duty to be thus particular in explaining to you the causes for my making the certificates of stock in the forms you see them, and I hope this will be the last time I shall have occasion to trouble you on this very unpleasant business. With, &c., NATHAN LUFFBOROUGH,
Acting Comptroller. The Honorable the SECRETARY OF THE TREASURY.
These letters, it is confidently believed, fully establish the important fact that there was a distinct understanding between the government and Mr. Barker, that the acceptance of the supplemental stock of ten per cent., the surrender of the original certificates, and the acceptance of the new certificates, were not to be considered a final execution of the loan contract, unless it should appear that the parties never had other or greater rights; but that the same was left open and unimpaired, notwithstanding such acceptance, and was considered at the treasury a fit and proper subject for your honorable body to pass upon. Why else did the acting Comptroller, in his said letter of 24th November, 1814, say—“their rights (the holders of the stock) will still remain with themselves, and their remedies with Congress?" The fact, too, that Mr. Barker, so far from being satisfied, did refuse to agree to the treasury decision; that he did everything in his power to induce a different construction, and that the contract has never been closed to his satisfaction, is further proved by his publication in the National Intelligencer of the 6th of December, 1814, accompanying the opinion of Mr. Pinkney, before set forth.
As to the other branch of the report, it may not be so material to discuss it at this time; for if a law should pass, ordering the issue of the supplemental stock claimed to be yet due, a great portion of the benefit would, by consent of parties, accrue to Mr. Barker; yet the admission of the committee, that the right to demand the benefit of the condition accrued on the 31st of August, 1814, to the persons then holding the stock," when considered in connexion with the fact that such holders did then demand it, and that it was refused them by the Treasury Department, whose duty it was to have issued it, warrants, in the opinion of your memorialists, a very different conclusion from that drawn by the committee, namely, “that the benefit of the condition, thus attaching to the stock, followed it when sold and transferred;” because, on the contrary, nothing can be more plain than that the supplemental stock became due, as the committee very correctly say, on the 31st August, 1814, to the then holders. It being then refused them, they had a legal right to claim its value in money, and the subsequent sale and transfer of a plain six per cent. stock could not certainly be supposed to transfer a claim for money due and not paid, and which the purchasers of the stock ought to have presumed had been punctually paid, as they had no right to anticipate a benefit from the presumed non-compliance of government with its duty, which could not have occurred had such duty been performed. It is not pretended by the present holders that any right accrued to them beyond the face of the stock, including the interest thereon, nor could they, with the least semblance of justice, put in any claim for the supplemental stock, since none of them paid a cent for the condition, and since they had no idea of any construction which admitted even a doubt as to whom it belonged. However, the word “then," in the opinion of your memorialists, determined the right in those who were the holders on the day when the committee so emphatically and so justly say it accrued; and it therefore could not, in the opinion of your memorialists, be removed from them without their consent; and as no others now claim it, and as the reason assigned for suppos
ing it to have been transferred to others rests wholly on the delinquency of the party urging that supposition, it is believed that it will not, on reflection, be insisted on. So far as the practice of the government, since the first adoption of the funding system, can be considered as proper to influence the decision of this question, your memorialists believe it will be found fully to corroborate the opinion they have expressed; for the interest on the United States stock, payable quarterly, is calculated and placed to the credit of the stockholders on quarter-day, in the books at the loan offices; and although the stock may be sold and transferred before the dividends are applied for or paid, yet they are always paid to the persons who held the stock on quarter-day, without any reference to those who may chance to hold it at the time of payment. This is done, too, notwithstanding the interest is expressed on the face of the stock certificates, and constitutes a part of the value of the stock, as much so as the principal; and if such practice and such construction is proper, it would seem still more reasonable to conclude that the supplemental stock due and applied for, and refused to be given, and which is not in any manner noticed or referred to on the stock certificates, did not pass by such sale and transfer.
Mr. Barker always complained that the Treasury Department, by stripping the stock of the privileges originally vested in the ten million loan by positive condition, (which privileges made it more valuable than any other United States stock in the market,) reduced its value to a par with all other United States stock, and thereby inflicted on him a very severe loss. Although confident in this opinion, he had not at the time the means of establishing the fact that the motive of the officers of the treasury, in adopting the measures complained of, was to reduce the market price of this particular stock. This evidence, it is believed, appears so perfect from the tenor of the aforesaid letter from the acting Comptroller to the Secretary of the Treasury, that your memorialists imagine that no one will doubt the fact after reading the said letter. The question, then, which presents itself, is, whether the government had a right to deprive the stock of its superior value in the market over all other stock, by stripping it of its superior privileges. If they had this right, there is not any cause to complain of this branch of the business, however severe or injurious its operation; but if, on the contrary, they had no such right, the propriety of remuneration for the injury done cannot be questioned. Whether this exercise of power was from a supposed necessity of the case, or from a mistaken view of the rights of the parties, the claims on the justice, liberality, and consideration of your honorable body are equally strong. Your memorialists, however, rest their principal claim on the fact that the depreciated paper of the banks of the District of Columbia and of Baltimore was adopted at par, as the standard by which to test the rights of the proprietors of the ten million loan, in place of specie, the only legal currency or money known to the laws; and all that they ask is, that the same principles of justice so zealously contended for in the said acting Comptroller's letter, in behalf of new purchasers of the stock, be applied to the holders of the stock at the time of the second contract.
It was urged by the committee that Mr. Dallas was a gentleman of distinguished professional talents, from which it is inferred that they considered him fully competent to decide on the rights of the parties. On reference to the language of that gentleman, it will appear that although he acquiesced in the measures complained of, he did not take the responsibility of the decision on himself with that confidence which marked the other parts of his official conduct; and that, in his letter of the 22d November, 1814, he expressed himself, in one important point, in favor of the course insisted on by Mr. Barker; at the same time, declaring himself to be new in office, and therefore not perfectly acquainted with its details. All men being fallible, Mr. Dallas may have been mistaken, or there may then have been state reasons for adopting measures so injurious to the proprietors of the ten million loan, which do not now exist, to prevent a remuneration therefor. The condition gave to them a monopoly of the market for the sale of stock. The necessities of the government may have induced the Treasury Department to deprive them of such monopoly, in order that the government might use it to supply their very pressing wants; in which case, there would not have been any more cause of complaint than if a general of your army had demolished a house, that he might occupy its site with the cannon necessary for the defence of a city besieged. But, in such a case, no one would object to the house being paid for from the public chest; and your memorialists consider the claim in this case equally good for remuneration, for an invasion of a right equally clear and equally sacred.
However distinguished Mr. Dallas may have been for legal knowledge, he, and also Mr. Rush, the Attorney General, evidently mistook the legal intendment of the words, “ if any part of the twenty-five million loan is borrowed on terms more favorable to the lenders, the benefit of the same terms shall be extended to the persons who may then hold the stock of the ten million loan," when they say " any part” meant only the first part. The argument urged for this singular construction is the convenience of the Treasury; and to contend that the convenience of one party to a contract will give such party the right to construe it in his own favor in a vital principle, not warranted by the language of the contract itself, is not, in the opinion of your memorialists, what they had a right to expect from the distinguished gentleman who gave the opinion, or from him who adopted it.
In the hope of removing the impressions made upon the honorable the Senate by the report of their committee, the copies of the said Treasury letters were presented to that honorable body, with a further petition from Mr. Barker, all of which were referred to the Committee of Claims, who reported, among other things, “ That the letters of the Secretary and Comptroller of the Treasury do not, in their opinion, materially affect the question ;'' “ that the contract and terms of the loan of 2d of May, 1814, were publicly known;" “that if the persons to whom he (Jacob Barker) transferred his original stock after August 31, 1814, received, under transfer, more than he intended to sell, and more than they had a right to demand, they became, in equity, trustees of the supplemental stock for his use, and it would be competent for him to call on those persons, in a court of equity, to account with him for the same, or he might recover its value in a court of law, as money