But independently of any
argument to be derived from the principle recognized in the rule
referred to, I can not doubt for a moment that it is the right and the
duty of every director at the board to attempt to correct all illegal
proceedings, and, in case of failure, to disclose them, and that every
one of them, whether elected by the stockholders or appointed by the
Government, who had knowledge of the facts and concealed them, would be
justly amenable to the severest censure.
But in the case of the public director it was their peculiar and
official duty to make the disclosures, and the call upon them for
information could not have been disregarded without a flagrant breach
of their trust. The directors appointed by the United States can not be
regarded in the light of the ordinary directors of a bank appointed by
the stockholders and charged with the care of their pecuniary interests
in the corporation. They have higher and more important duties. They are
public officers. They are placed at the board not merely to represent
the stock held by the United States, but to observe the conduct of the
corporation and to watch over the public interests.
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