far as federal construction makes the charter a contract of the State, as wvell as a law, it would, if unqualified, introduce the evil of an irrepealable legislative Act. By the reservation, the Senate and House continued to hold that rescinding portion of their power which, in the opinion of the federal court, they would have lost if they had not expressly retained it. By the Act of incorporation, qualified by the reservation, they lost no power and gained none. With the reservation, for all the purposes of this case, they have the whole of the supreme legislative power vested in them by the second article of the Constitution; and they can exercise the whole of it as well without a vote of the stockholders, or against their unanimous objection, as with their unanimous assent. And if all contractual power were legislative, it would follow, not only that the Senate and House can make any agreement between those stockholders as to what business they will undertake, but also that the members of a legislative body, acting in their official capacity, are the only persons legally competent, in this State, to make that or any other contract.
The grant of leasing power to the Northern Company, like the grant of other powers in the charter, being, ineffective until ac- cepted by the grantees, is not an alteration of the partnership contract. As the grantees made every granted power a part of that contract when they accepted the charter and thereby made it the evidence of their agreement, so they alter the contract by inserting in it every other power which they afterwards accept. The grant of leasing power is an enabling Act. It legalizes their alter- ation of their contract, and their exercise of the new power when their acceptance of it has made it theirs. On the question whether it has been granted and accepted, it is immaterial whether, when accepted, it is to be exercised by two-thirds, or a majority, or one of the partners.
(to be continued.)
