terest in such property and franchises as the dividend of stock, except that it is the right of the Company to pay the same out of their fu ture earnings, and that the dividend in scrip confers no right to vote. Bk. v. R. Co., 13 N. Y., 627; Bk. v. Burr, 24 Me., 264.

Much discussion, to show that a dividend in scrip declared by a railroad as part of their earnings, profits, income or gains is the proper subject of taxation by virtue of the Internal Revenue Act, is scarcely necessary, as the express words of the Act are that such a dividend "shall be subject to and pay a tax of five per centum whenever and wherever and to whatsoever party or person the same may be payable." Ohio v. Bk., 11 Ohio, 95.

alone he can claim, and that contract is found in the scrip issued by the Company. Brown v. Coal & Nav. Co., 49 Pa. St., 273; People v. N. Y. Co., 16 N. Y., 427.

Funds set apart as capital out of which debts are to be paid, it is held, amounts to a contract with those who become creditors on the faith of the transaction that the fund shall not be withdrawn and appropriated to the use of the owner or owners of the capital stock, and the court is of the opinion that the vote of the Company issuing these certificates is a valid contract of the Company with the holders of the certificates that the same shall be paid, at some convenient period, out of the future earnings of the Company, unless the Company, when thereto authorized, elect to convert the same into capital stock. Ins. Co. v. N. Y., 8 N. Y. 250; Ins. Co. v. Erie Co., 4 N. Y., 445.

Tested by these considerations, it is quite clear that the first instruction given by the court to the jury is erroneous.

Taken in a general sense the stock of an incorporated company may be defined to mean the capital of the company in the form of transferable shares of a specified amount, but the word is frequently employed in a much 637*] more *restricted sense. Stock, when it means anything else than the capital of a cor- 2. Suppose that is so; still it is insisted by poration, usually refers to the interests of the the plaintiffs that the judgment should be afrespective shareholders, and the aggregate of firmed, even if the scrip is the proper subject those interests may with propriety in many of taxation, because the assessment, though cases be denominated the stock of the corpora-made against the proper party, is in other retion. People v. Comrs., 23 N. Y. 220.

Unless otherwise provided by the charter or by-laws of a corporation the profits and surplus funds of a corporation, whenever they have accrued, are, until separated from the capital by the declaring of a dividend, a part of the stock itself and will pass with the stock under this name in a transfer or bequest. Iron Co. v. Com., 55 Pa. St., 451; Brundage v. Brundage, 1 Thomp. & C., 90; Phelps v. Bk., 26 Conn., 269.

Purchasers of stock have a right to claim and receive all dividends subsequently declared, no matter when the fund appropriated for the purpose was earned, whether before or after the transfer and delivery of the certificates constituting the evidence of ownership. March v. R. Co., 43 N. H., 515.

As a general rule, stock dividends, even when they represent net earnings, become at once a part of the capital of the company and, of course, entitle the holder to vote, unless it is otherwise provided in the charter or by-laws. Such a dividend, if earned and declared, necessarily increases the value of the old stock if new stock is not issued, and in that mode reaches substantially the same result. R. Co. v. Com., 100 Mass., 404.

spects illegal and void; but the court is of the opinion that none of those objections are now open to examination, as they are not included in the assignment of errors.

Mere irregularities may be passed over without remark, as the suit is an action of assumpsit brought by the plaintiffs to recover back money which they paid to the collector, and the burden is upon them to show that the defendant ex equo et bono is bound to refund the amount which they paid. Swift v. Poughkeepsie, 37 N. Y., 512. Indebitatus assumpsit is founded upon what the law terms an implied promise on the part of the defendant to pay what in good conscience he is bound to pay to the plaintiff. Where the case [*639 shows that it is the duty of the defendant to pay, the law imputes a promise to fulfill that obligation; but the law never implies a promise to pay unless some duty creates such an obligation, and more especially it never implies a promise to do an act contrary to duty or contrary to law. Curtis v. Fiedler, 2 Black, 478, 17 L. ed. 276; Cary v. Curtis, 3 How., 236; Philadelphia v. Collector, 5 Wall., 732, 18 L. ed. 617; Elliott v. Swartwout, 10 Pet., 150; Bend v. Hoyt, 13 Pet., 267.

Thoughout the argument for the plaintiffs it is admitted that they never made the list or return of the interest certificates in question to the assessor or assistant assessor, as required by the Internal Revenue Act, if such scrip is the proper subject of taxation, as claimed by the defendant.

By the terms of the Act, a dividend in scrip declared by such a company as a part of its earnings, etc., is subject to the described tax whenever or wherever or to whatsoever party or person the same shall be payable. What is required to be due is the scrip and not the fund, money or proceeds which it represents. Be- Evidently, the instruction under considerayond doubt, such scrip becomes operative and tion is erroneous, as well as the first instrucdue within the meaning of the Revenue Act tion, and for these reasons the judgment must when it is unconditionally declared without be reversed. Having come to that conclusion, containing any provision postponing its effect. it is unnecessary to enter into any extended These certificates are not dividends in money, discussion of the exception to the ruling of the 638*] nor are they stock or certificates of court in excluding certain evidence offered by stock in the strict sense; but they are exactly the defendant. Suffice it to say, that the court what they are described to be in the Revenue here is of the opinion that the ruling is erroneAct, to wit: dividends in scrip, which entitle ous, and that the evidence was properly admisthe holder to just what he is promised in the sible, as explanatory of the surrounding cirInstrument; or, in other words, his right must cumstances. Beyond all doubt these conclu. be determined by the contract under which | sions are correct and, in the judgment of the

Dissenting, Mr. Justice Field.

DAVID BAILEY, Joseph Seligman, Edwin D. Morgan, Uriel Crocker, and George S. Curtis, Appts.,

court, they dispose of all the questions involved | by the spirit of the Act. The mode of assessin the errors assigned by the defendant, and ing and collecting the tax mentioned is specificrender it unnecessary to examine any other ally provided with great particularity. A requestion presented in the argument at the bar. turn of the property is to be made. The charJudgment reversed, with costs, and the cause acter of the return, the kind of property to be remanded, with directions to issue a new ve- returned, the person by whom and the officer nire. to whom and the duties of the officer in charging the taxes and of the officer who is to collect the same and many other particulars are specifically set out. The tax is to be paid to the State Treasurer. No mention is made anywhere in the Act of any other taxation for county or any other purpose. In the proviso at the close of the section it is declared, "That if said Company shall fail, for the period of two years after said roads respectively shall be completed and put in operation, to declare a dividend, that then said Company shall no longer be exempt from the payment of said tax, etc." What tax is it that the Company is to be no longer exempt from? Clearly the tax specifically provided for, after the total exIt is not taxes, but tax. The emption ceases. total exemption is from taxes for all purposes, while that authorized is a tax only, and is to be paid to the Treasurer of the State.

v.

CONSTANTINE MAGWIRE et al. (See S. C., 22 Wall., 215-231.) Railroad company-liability to taxation-surrender by State-taxes on.

1. Where, by the charter of a railroad company, Immunity from all taxation was given until the road was in operation two years, but after this it Is declared "That such completed road shall be subject to taxation at the rate assessed by the State on other real and personal property of like value; held, that after such two years, such road was liable to county and municipal taxation. 2. An Intention of the State to surrender the power of taxation will not be imputed to it, unless the language employed leaves no other alternative. 3. The State Legislature has a right to change the mode for ascertaining the tax due the State. Until it is changed, taxes can only be collected in the way pointed out in the charter.

[No. 474.]

In the case of Hannibal & St. Jo. R. Co. v. Shacklett, 30 Mo., 551, the Supreme Court of Missouri refers to section 12 of the Act of December 25, 1852, for the purpose of aiding in the construction of the section from which it

Argued Mar. 22, 23, 1875. Decided Apr. 19, was mainly copied in the Act concerning that

A

1875.

PPEAL from the Circuit Court of the United States for the Eastern District of Missouri. The bill in this case was filed in the court below by the appellants, to restrain the collection of certain taxes. A decree having been entered in favor of the respondents, the complainants took an appeal to this court.

The case is fully stated by the court.
Messrs. James Baker, Wm. M. Evarts and
Geo. F. Edmunds, for appellants:

It has been decided by the Supreme Court of the United States in the case of The Pacific R. Co. v. Maguire, not yet reported, ante, 282, that this section is a contract between the State and the Company, protected by the Federal Constitution, and that the Company is exempt from all taxation until a dividend is paid, after the completion of the road, or until two years after such completion. The court says: "We are of the opinion: first, that the 12th section of the Act of 1852 created a contract between the State and the Railroad Company, by which the railroad was exempt from taxa tion, until it was completed and put in operation, and until it should declare a dividend on its capital stock, not, however, extending longer than two years after its completion.'

In another case, between the Pacific R. Co. and Cass Co., 53 Mo., 17, the Supreme Court of that State declares, "That the temporary exemption of the company from taxation under that Act, it may be conceded, was broad enough to apply to all taxes whatever."

road, passed at the same session of the Legislature in September previous. If it is allowable to refer to a subsequent Act for such purposes, is it not more so to refer to a prior one, especially when the section under consideration was mainly copied from the one referred to?

In the Shacklett case just referred to, section 12 of the Act of Dec. 25, 1852, is copied in full, and its meaning and object carefully considered, and the opinion of the court in respect to it, to be regarded as an adjudication upon it, the same as if it was directly in issue. In that case the court says: "The property of this company had been exempted from taxation except at a time and in a mode particularly specified in the section which we quoted at large from the Act of 1852."

It further states: "The 9th section of the

Act concerning the Cairo and Fulton Railroad Company is almost a literal copy of the 12th section above referred to, and of course exempts beyond all doubt all the property of this road from taxation, except in the mode pointed out." The question there was, whether these Acts allowed any further or different taxation than that provided for in them; that necessarily included this question, and the court declared that they furnished the only rule and authority by which the company can be taxed. That decision was, for many years after it was rendered, regarded as a settlement of this question by all concerned.

In the case of The State v. Hannibal & St. Joseph R. Co., 37 Mo., 266, which was in respect to taxes imposed by the authorities of By examining the whole section it will be Livingston County for the year 1874, five years seen that the whole subject of the future taxa-after the completion of that road, the court tion of this road was intended to be and is fully sustained the rulings on the Shacklett specifically provided for, and that the inter-case, and applied them to taxes imposed after pretation contended for by us is fully supported that road was subject to taxation under the provisions of the Act of 1852.

NOTE Repeal of statute by implication see note to "Henderson's Tobacco," 20 L. ed. U. S. 235.

On the faith of these decisions, the complain

1874.

BAILEY V. MAGWIRE.

ants purchased the stock of said company now be borne by any individual, or by any class of owned by them. To overrule them now would individuals, must be determined by the LegisIn the absence of constitutional rebe to do them a manifest injustice. The Su- lature. preme Court of the United States having de-strictions, the courts cannot determine the cided that section 12 of the Act of Dec. 25, question. 1852, is a contract between the State and the company, protected by the Constitution of the United States, we are now only to interpret it as we would an ordinary statute. Happily, this has been done by the Supreme Court of the State in the cases above cited. The construction so made by it is binding on this court, and ought not to be complained of by the authorities of the State.

Gelpcke v. Dubuque, 1 Wall., 175, 17 L. ed. 520; Havemeyer v. Iowa County, 3 Wall., 294, 18 L. ed. 38; Olcott v. Fond du Lac Co., 18 Wall., 678, 21 L. ed. 382.

In the case of The State & Pacif. R. Co. v. Dulle, 48 Mo., 287, it is assumed that this section is a mere Act of Legislature that may be repealed at pleasure.

This case cannot be regarded as a precedent binding the Federal courts, for the reason that it involves a construction of a provision of the Constitution of the United States. When the question whether a contract has been impaired by the State arises in these courts, they are at liberty to construe it for themselves without regard to former decisions of the state courts, otherwise such courts might deprive the parties of the protection of the Constitution by an improper construction of the contract, without passing on the question of constitutionality.

See the following authorities:

State Bank of Ohio v. Knoop, 16 How., 391393; Jefferson Branch Bank v. Skelly, 1 Bl., 436, 17 L. ed. 173; Butz v. Muscatine, 8 Wall., 575, 19 L. ed. 490; Dodge v. Woolsey, 18 How., 331, 15 L. ed. 401; Carroll v. Carroll, 16 How., 275; Binghamton Bridge Case, 3 Wall., 74, 18 L. ed. 142; Raleigh & Gaston R. Co. v. Reid, 13 Wall., 269, 20 L. ed. 570; Wilmington R. Co. v. Reid, 13 Wall., 264, 20 L. ed. 568.

North Mo. R. R. Co. v. Maguire, 49 Mo., 490. If there is a contract to exempt from taxation, such a contract must be express in limitation of the powers of the Constitution, and must be couched in unmistakable terms, and upon a consideration deemed to be a part of the value of the grant or of the charter.

Trask v. Maguire, 18 Wall., 401, 21 L. ed. 944; Prov. Bk. v. Billings, 4 Pet., 562; Gordon v. Appeal Tax Court, 3 How., 133; Pacific R. R. Co. v. Maguire, ante, 282; Christ Church v. Phila., 24 How., 300, 16 L. ed. 602; Phila. & Wilmington R. Co. v. Maryland, 10 How., 376; Jefferson Branch Bk. v. Škelly, 1 Black, 447, 17 L. ed. 178; Ohio Life Ins. & Trust Co. v. Debolt, 16 How., 416; Washington University v. Rowse, 42 Mo., 325; St. Jo. & Han. R. Co., 39 Mo., 476; Lionberger v. Rowse, 43 Mo., 67; St. Louis v. Boatmen's Ins. & T. Co., 47 Mo., 150; State, etc., Pacif. R. Co. v. Dulle, 48 Mo., 282; Pacif. R. Co. v. Maguire, 51 Mo., 142; Pacif. R. Co. v. Cass Co., 53 Mo., 17.

But the mode of assessing and collecting the taxes upon this railroad was not a part of the The contract exemptcontract in any sense. as claimed by the complainants in this case. ing the road from taxation until three years after its completion is a definite one, founded upon a pretended consideration, but the mode provided for the assessment of the value of the railroad for taxation, at the rate assessed by the State on other property, is a matter wholly applicable to the revenue laws of the State, and comes within the prohibition of the general corporation law of Missouri, in force in 1845, which thus ordained:

"The charter of every corporation that shall hereafter be granted by the Legislature shall be subject to alteration, suspension and repeal, at the discretion of the Legislature."

But no such power is enforced by the Acts of the Legislature upon this Company or its President.

Sec. 7, ch. 34, Rev. Code, 1845, p. 232. In the case of N. Y. & Erie R. Co. v. 8aThe complainants insist that the President of bin, 26 Pa., 242, the court says: "Where, however, instead of surrendering the power (of the railroad under section 12 of the Act of taxation), the Legislature has exercised it by 1852, had the sole power to fix the actual cash taxing all the property of a particular com- value of the property in these railroads, and pany in a specified manner, and has intimated that the State was bound by this assessment of no design to subject it to further taxation, the President of the Railway Company, and we hold the power to be satisfied, and do not that the Legislature had no power to provide add, by judicial implication, burdens which by law for the correction of this appraisement. the Legislature has not thought fit to impose. If the Legislature had meant that the property of this company should be taxable in the ordinary mode, it would have imposed no special taxation; or if it meant that this company should be taxable under these Acts, in addition to the special impositions, it would have said so. Without some word to lead us to this conclusion, we will not infer that both special and general taxation were intended." Messrs. Britton A. Hill, R. E. Rombauer and H. A. Clover, for appellees:

There is no remedy in courts of law or equity Legislatures are against unjust legislation. responsible only to the people, unless, indeed, the Acts of the Legislature are in direct violation of the provisions of the State or Federal Constitution. The right to determine what proportion of the burdens of taxation should

Section 12 of the Act of 1852 ought not to be construed so as to give the President of the Railroad Company the power to fix the assessment of the actual cash value of the railroad and its appurtenances, at any other amount than the real value in cash.

But if the President fails to perform this duty fairly and justly as required by the Act, the Legislature is authorized to appoint other officers to do the duty justly and fairly.

To accomplish this object and secure a just equality of taxation, as contemplated by said section 12, it was necessary for the Legislature to pass laws for the appointment of offi. cers to revise and correct the assessment made by the President of said Railroad Company.

851

It has become apparent that the President county assessors for the year 1869, on the of the Railroad Company, in stating under ground that the property of the Company is oath the actual cash value of the railroad exempt from all taxation, except a state tax property and appurtenances, was acting as a to be ascertained and paid in a particular judge in his own case and did not state its manner. This exemption is claimed under actual cash value at more than one third of section 12 of Act of December 25, 1852, which its value, so that the railroad property could is as follows: not be assessed at the same rate at which the State assessed other real and personal property of like value as required by section 12.

It is merely made the duty of the President of said Company to furnish a sworn statement of the actual cash value of the railroad and appurtenances, so as to furnish the auditor with the real actual value upon which to assess the taxes; but the State is not precluded from providing by proper legislation, other assessors to fix and revise the actual value of the property, if the president of the railroad company fails to perform his duty, as he has done in this case and in many others.

The authorities establish the proposition that unless section 12 contains an express prohibition to the exercise of the sovereign power of the Legislature over the subject of the assessment and taxation of the Railroad Company, within the limitations of the Constitution of 1845; that sovereign power remained, and was exercised in 1868 by the Legislature, in providing another mode for the assessment of the Pacific Railroad property.

Delaware Railroad Tax Case, 18 Wall., 226, 21 L. ed. 894; N. Missouri R. R. Co. v. Maguire, 49 Mo., 490; Trask v. Maguire, 18 Wall., 401, 21 L. ed. 944, and cases heretofore cited.

"The said Pacific Railroad and the said Southwestern Branch Railroad shall be exempt from taxation respectively, until the same shall be completed, opened and in operation and shall declare a dividend, when the road. bed, buildings, machinery, engines, cars and other property of said completed road, at the actual cash value thereof, shall be subject to taxation at the rate assessed by the State on other real and personal property of like value; and for the purpose of ascertaining the value of the same, it shall be the duty of the Presi dent of said Company, on the first day of February in each year after such road is completed, opened and put in operation and declares a dividend, to furnish to the Auditor of the State, a statement under his oath made before and certified by some officer authorized to administer oaths, of the actual value of the roadbed, buildings, machinery, engines, cars and other property appertaining to such completed road; and from said statement so furnished, the auditor shall charge said Company with the amount appearing to be due to the State, according to the statement furnished as herein required, by the President of the Company. And in case said Company shall fail to pay into the State Treasury within thirty days after the first day of December in each year, the amount charged against said Company as aforesaid, said Company shall forfeit and pay to the State of Missouri, in addition to the sum with which said Company may stand charged by the auditor, ten per cent. per month after the expiration of said thirty days, on the amount charged to said Company; which sum charged against said Company, together with the ten per cent. per month hereinbefore specified, may be recovered in the name of the State of Missouri by civil action in any court All exemptions from taxation being removed of competent jurisdiction; and should the by express words in section 12, and all the President of said Company fail to make out railroad property being subjected to taxation and furnish to the Auditor of the State a as other real and personal property in the statement as herein required, said Company State of like value, the power of the Legisla-shall forfeit and pay to the State $10,000 for ture is unlimited to establish modes, rates such failure, which may be recovered in the and means for assessing and collecting the name of the State of Missouri, in any court of taxes on such railroad property, and no terms competent jurisdiction; Provided, That, if said or phrases in section 12 limit the general power Company shall fail, for the period of two years of the Legislature to direct the assessment and after said roads respectively shall be completed collection of such taxes for state, county and and put in operation, to declare a dividend, municipal purposes. that then said Company shall no longer be exempt from the payment of said tax, nor from the forfeitures and penalties in this seetion imposed.".

It is claimed by appellants that only a state tax can be levied or assessed on the Pacific Railroad property, because it is the only tax mentioned in section 12. It would be more accurate for the appellants to say that the only mode for valuing the said property given in section 12, is a sworn statement of the President of the Company to the auditor, on which the state tax is to be charged by the auditor, which is to be paid to the Treasury, and that no mode is provided for the assessment of county or municipal taxes.

State, etc., Pacif. R. Co. v. Dulle, 48 Mo., 286; 51 Mo., 144; Pacif. R. Co. v. Cass Co., 53 Mo., 26, and other cases cited supra.

The late cases in this court and the state courts all favor this rule of construction, and the case of Delaware Tax, 18 Wall., 226, 21 L. ed. 894, is directly in point as the last decision of this high tribunal on this subject.

Mr. Justice Davis delivered the opinion of the court:

This is a suit in equity by foreign stock holders, to restrain the collection of certain taxes in St. Louis County, Missouri, assessed against the Pacific Railroad Company by the

It is contended, on behalf of the appellants, that this section provides for the whole subject of the taxation of the road; that it exempts the road from all taxes except state taxes and furnishes the only rule and authority by which these taxes can be ascertained and collected.

*It was held by this court, in the case [*226 of R. Co. v. Maguire, not yet reported, ante, 282, that this section created a contract be tween the State and the railroad company, exempting the road from taxation until it was completed and for two years thereafter if it

did not pay a dividend before the expiration parent enough, because, until the road was of these two years.

The inquiry is, whether this contract goes further and exempts the road, after it has been completed for two years, from all other than state taxation, and whether the State is preeluded from providing another mode of valuation for state taxes.

able to earn something, taxation might bear heavily upon it. But, with the completion of the road, the reason for the exemption ceased, and it is difficult to see what inducement there was for the State to grant perpetual immunity from local taxation. In the original charter of the Company, granted in 1849, there was no It is manifest that legislation which, it is exemption from taxation. It is true, the elaimed, relieves any species of property from amendment of 1851 altered this, so that the its due proportion of the general burdens of road was relieved of any public charge or tax government, should be so clear that there can for the period of five years, but this privilege be neither reasonable doubt nor controversy expired in 1856, and the provisions of the Act about its terms. The power to tax rests upon of 1852 on this subject were more favorable to necessity and is inherent in every sovereignty, the Company. Besides receiving, under this and there can be no presumption in favor of Act, a large body of lands donated by its relinquishment. While it were better for *Congress to the State to aid in the [*228 the interest of the community that this power construction of railroads, it was enabled to should on no occasion be surrendered, this complete its entire road and run it for two court has always held that the Legislature of years without paying any tax whatever. By a State, unless restrained by constitutional this means it secured immunity from taxation limitations, has full control over the subject until 1868, and any further immunity in this and can make a contract with a corporation direction, if conceded by the State, would have to exempt its property from taxation, either been a mere gratuity. In view of all the legisin perpetuity or for a limited period of time. If, lation on this subject, it would seem quite however, on any fair construction of the legis-clear that the General Assembly of Missouri, lation, there is a reasonable doubt whether the while recognizing, in behalf of this road, the contract is made out, this doubt must be solved propriety of temporary exemption from taxain favor of the State. In other words, the lan- tion, had no purpose to continue these exempguage used must be of such a character as, fair- tions indefinitely. ly interpreted, leaves no room for controversy. The present claim is of perpetual exemption from county and municipal taxation, quite as essential to the wants of the people as taxation for state purposes.

But, it is said, the section covers the whole subject of taxation, and as it provides for state taxes only, it excludes any other. If, in the declaratory part of it, the road had been subject to "state taxation," there would have It is conceded that this exemption is not been plausibility in the argument, to say the granted in express terms, but it is argued that, least, that the Legislature intended to waive taking the whole section together, it arises by other taxation. But the provision is, that necessary implication. We do not think so. after the temporary exemption from all taxaImmunity from all taxation was given until tion ceases by its own limitation, the property 227*] the road was built and in operation of the road shall be subject "to taxation" at two years; but after this it is declared "That the same rate as other property in the State. the road-bed, buildings, machinery, engines, There is no restriction in this language, nor is cars and other property of such completed there any rule of law by which a word can be road, at the actual cash value thereof, shall be imported to limit its meaning. It is true, subject to taxation at the rate assessed by the special provision is only made for the ascerState on other real and personal property of tainment and payment of a state tax, and like value." This is a declaration that the nothing is said about the manner of ascertaintaxation imposed upon the property of this ing and paying other taxes. But this does not Company shall not be different from the taxa-prove an intentional abandonment of all but tion imposed upon other similar property, state taxes. It proves nothing more than that which conforms to the constitutional require ment "that all property subject to taxation shall be taxed in proportion to its value." If other property is charged with the payment of county, school and municipal taxes, why not the property of this Company? In no other It would be a hard rule to apply to the legway can the principle of equality in taxation, islation of a State to hold that the circumso essential to good government, be secured. stance of making in the amendment to a charIf the Legislature intended to apply a differ-ter of a railroad corporation special provision ent rule in this case, it were easy to have said that the property of this Company shall be subject to taxation "for state purposes." Instead of this, it is declared to be "subject to taxation." This, obviously, means general taxation-such taxation as other property of like value is subjected to. No words of limita tion are used, and none can be implied against the interests of the State. It is never for the interest of the State to surrender the power of taxation, and an intention to do so will not be imputed to it unless the language employed leaves no other alternative.

The motive for temporary exemption is ap

the Legislature thought proper, in the particu lar of state taxes, to modify the general reve nue law so far as this corporation is concerned, leaving the provisions of this general law operative upon local taxation.

for ascertaining the tax due the State (nothing being said about the manner of ascertaining other taxes), works an exemption of the property of the Corporation from all taxation not levied for state purposes. Silence on such a subject cannot be construed as a [*229 waiver of the right of the State in this regard. There must be something said which is broad enough to show clearly that the Legislature intended to relieve the Corporation from a part of the burdens borne by other real and personal property. This was not done in this case, and the claim of exemption from local taxation cannot be sustained.