132 BINNEY'S CASE—2 BLAND.

have been regular; it might have been made perfectly close every
where, and there would have been no waste or apparently surplus
water gushing from its sides. These presumptions urged by the
plaintiff' are, therefore, wholly unfounded. From all which it is
perfectly clear, that this Act incorporating The Potomac Company,
has neither given nor reserved to this plaintiff, or to any proprie-
tor of land, any shadow of right, independently of any express
agreement, * of which there is 110 allegation or proof of any
140 having been made, to make any portion of the navigable
canal, constructed by that company, tributary to any mills or
water-works, or to draw water from such canals for any purpose
whatever.

This plaintiff', after having presented himself as the legal owner
of certain natural mill-sites; and as the claimant of certain privi-
leges with which the property of these defendants stand charged;
and endeavoring to sustain his right to have that property, and
those privileges protected by the conservative process of this Court,
now assumes a new and entirely different garb, and comes before
the Court as one of the society, and a collegiate brother of the de-
fendants. He alleges, that he is a stockholder of the body politic,
called the Chesapeake and Ohio Canal Company; that the corpo-
ration themselves, or their president and directors are expending
the funds of the institution in a manner not warranted by law;
and are erecting works, and extending them to points beyond the
assigned limits, to answer purposes, and subserve interests entirely :
alien to the great objects of the Act of incorporation, and alto-
gether at variance with the authority conferred by it, which opera-
tions, the plaintiff complains, will work a fraud upon him, and
result in the most irreparable injury to his property and rights as
a stockholder in the company. And he thereupon prays, that these
defendants may be restrained by an injunction from thus illegally
misapplying those funds.

The defendants meet and oppose this complaint; first, on the
ground, that the works, projected and now in part executed, were
expressly authorized by the whole corporation, at a general meet-
ing, to which all the stockholders were regularly called, and this
plaintiff' among the rest; which determination of the corporation,
in general meeting, must be deemed final and conclusive; next, on
the ground, that the erecting and extending the works, in the
manner projected, being altogether within the District of Colum-
bia, is a matter which belongs exclusively to the government of
that district; and, having been heretofore submitted to a legal
and competent tribunal there, by which the formation of them
had been decided to be legal and proper, this Court can have no
jurisdiction of the matter in any way whatever; and lastly, upon
the ground, that the erection and extension of the works as
planned, and in part executed, are in violation of no law, and