Syllabus. change its situs) must be taken in connection with the provisions of the constitution existing at the time, and that while the incorporators might take all the other rights, powers and privileges granted by the charter, so far as to give them the franchise to be a corporation and exercise the powers therein granted, the immunity of exemption would not pass under the grant. It might possibly have been held, in a direct attack of the State upon the charter, that there had been an unreasonable delay in accepting it, and that consequently there was in law no corporation under the charter. That course was not taken, and the legislature, after the assumed organization under the charter in 1884, passed an act changing the name of the corporation and permitting it to change its situs. It might, therefore, be claimed that it thereby recognized the existence of the corporation under the charter, but in subordination to the constitution and laws existing at the time when the charter was accepted. We think upon these facts the exemption from taxation did not pass to the corporation, and the assessments were in consequence legal and valid. The judgment is, therefore, Affirmed. PLANTERS' INSURANCE COMPANY v. TENNESSEE AND SHELBY COUNTY, No. 679, by stipulation, is to abide the event of this cause. HOME INSURANCE AND TRUST COMPANY v. TENNESSEE FOR THE USE OF MEMPHIS. ERROR TO THE SUPREME COURT OF THE STATE OF TENNESSEE. No. 672. Argued and submitted January 20, 21, 22, 1896. — ) Decided March 2, 1896. The charter of the Memphis Life and General Insurance Company contained a provision "that there shall be a state tax of one half of one per cent upon the amount of the capital actually paid in." The charter of the Home Insurance and Trust Company authorized that company to “or Statement of the Case. ganize with all the forms, officers, terms, powers, rights, reservations, restrictions and liabilities given to and imposed upon the Memphis Life and General Insurance Company." Held, that the Home Company was not subject to the provision respecting taxation in the charter of the Memphis Life Company. THE plaintiffs below sought by this bill to recover certain taxes against the Home Insurance Company, or its shareholders, under the general revenue laws of the State, at a greater rate than the plaintiffs in error claimed they are liable to pay. This case was also tried on an agreed statement of facts, by which it appears that on the 29th day of February, 1856, the legislature of Tennessee passed an act incorporating the Home Insurance Company. On March 20, 1858, the legislature passed an act, the fourteenth section of which provides: "That the name of the Home Insurance Company of Memphis be changed to that of the Home Insurance and Trust Company, and said company may organize with all the forms, officers, terms, powers, rights, reservations, restrictions and liabilities given to and imposed upon the Memphis Life and General Insurance Company, provided nothing herein contained shall in anywise be construed to release said company from any existing liability." The present company organized under this charter. The Memphis Life and General Insurance Company, referred to in the above section, was chartered March 2, 1854, the thirtieth section of which reads: "That there shall be a state tax of one half of one per cent upon the amount of the capital actually paid in." It is conceded that the Home Insurance Company has regularly paid this tax. The Supreme Court of Tennessee held that the shares of stock, the capital stock, the surplus and franchises of the company were subject to taxation, and that the exemption from taxation claimed by it and its shareholders was not well founded. The court rendered a decree against the company under the stipulation, by which the company assumed the liability of its shareholders for taxes against them, from which decree plaintiffs in error have prosecuted this writ of error. Syllabus. Mr. Frank P. Poston, for plaintiffs in error, submitted on his brief. Mr. S. P. Walker, (with whom was Mr. C. W. Metcalf and Mr. F. T. Edmondson on the brief,) for defendants in error. MR. JUSTICE PECKHAM, after stating the case, delivered the opinion of the court. It is quite questionable whether section 30 of the act incorporating the Memphis Life and General Insurance Company grants to that company any immunity from taxation. Without discussing or deciding that question, however, we think that, assuming the exemption to exist in favor of that company, it did not pass to the Home Insurance Company by virtue of the fourteenth section of the act of 1858, above quoted. We think the words contained in that section, referring to the Memphis Life and General Insurance Company, are of no broader significance than those referred to in the case of Memphis v. The Phoenix Insurance Company, just decided. Upon authority of that case, therefore, this judgment must be Affirmed. HOME INSURANCE AND TRUST COMPANY v. TENNESSEE AND SHELBY COUNTY, No. 673. Error to the Supreme Court of the State of Tennessee. MR. JUSTICE PECKHAM. This case is precisely similar to the last preceding one, and must be governed by our decision in that. Judgment is therefore Affirmed. DISTRICT OF COLUMBIA v. LYON. ERROR TO THE SUPREME COURT OF THE DISTRICT OF COLUMBIA. No. 135. Argued and submitted December 20, 1895. Decided March 2, 1896. Land in the city of Washington was sold for non-payment of certificates issued by the city goverment for the cost of local improvements, and was bought in by the holder of the certificates for the sum which they Statement of the Case. represented. The sale was set aside for defects caused by the negligence of the officers of the city government in failing to make assessments as required by law. The purchaser then sued the District of Columbia, which had succeeded to the city government of Washington, to recover the value of the original certificates. Held, that as the work was done in pursuance of a valid contract, of which the city and the District received the benefit, and as the required assessment had not been made, through the failure of the city and the District, the District became liable, and the certificates were valid obligations against it. THIS was an action of assumpsit to recover from the District of Columbia the sum of $4082.70, with interest from October 5, 1881, and was tried, by stipulation, without a jury, by the Supreme Court of the District of Columbia in general term. Judgment was rendered in plaintiff's favor, March 28, 1892, and thereupon this writ of error was sued out. The opinion of the court by James, J., is reported, 20 D. C. 484. Under the act of Congress of February 23, 1865, c. 48, 13 Stat. 434, the corporation of Washington had ample power and authority to make local improvements and to levy and collect taxes to pay for the same. On November 2, 1869, the corporation of Washington passed an act for the improvement in question, as follows: "Be it enacted, That the mayor may be, and he is hereby, authorized and requested to cause the curbstones to be set and the footways and gutters paved on the north side of P street north, between Sixteenth street west and Rock Creek; the work to be contracted for and executed in the manner and under the superintendence provided by law; and to defray the expenses of said improvement, a special tax, equal to the cost thereof, is hereby imposed and levied on all lots or parts of lots bordering on the line of the improvement; the said tax to be assessed and collected in conformity with the provisions of the act approved October 12, 1865." (Acts 67th Council, c. 236, p. 116.) The act of October 12, 1865, referred to, extended prior acts of May 23 and 24, 1853, to special improvements thereafter made, and provided that the cost and expense of every local improvement, "unless otherwise provided for in the act or acts ordering the same, shall be levied, assessed, collected, and Statement of the Case. paid, and the payment thereof enforced," as provided in those acts. (Webb's Digest, 360-2.) The act of May 23, 1853, Webb's Digest, 155, provided for proposals for setting curbstones, etc.; petition for the improvement and plan of the property; superintendence by a commissioner of improvements with two assistants appointed from among those interested in the improvement; that the commissioner of improvements should proceed to execute the work "immediately after the expiration of forty days from the passage of any act laying a tax for the purpose of setting the curbstone and paving the footway on any avenue or street, and according to the proper graduation in front of the lot or lots thereby taxed; and it is hereby understood that the said lot or lots shall alone be answerable for the amount taxed for such improvement; " unless the owner should do the work himself, "in which case the tax laid for the purpose shall become released;" that upon the completion of the work the commissioner "shall deposit with the register a statement exhibiting the cost of setting the curbstone and paving the footway in front of each lot or part of lot separately, and the amount of tax to be paid by each proprietor of said lots or parts of lots, and the register shall then, without delay, place in the hands of the collector of taxes a list of the persons chargeable with such tax, together with the amount due by each person; and the collector shall, within ten days after receiving such list, give notice in writing to each proprietor, to pay within thirty days, and on default collect the tax, with ten per centum interest, 'in the same manner as other taxes upon real property are by law collected;' and that the work should be paid for by certificates of stock, commonly known as 'paving stock,' issued by the mayor and given to the contractors, and redeemable from time to time as the taxes were collected." None of the provisions of the act of May 24, 1853, are important in connection with this case. The act of June 10, 1867, Webb's Digest, 467, provided for the appointment of a superintendent and inspector of paving of foot ways, etc., and enacted that "the said superintendent and |