pany intends to equip its road, less than 2 miles long, for the purpose of carrying on a general railroad business. Defendants declare that to use this road as herein stated their intention is to use it, is a proper and legitimate use. Under the circumstances herein related, the general railroad law was resorted to, and defendant Lansing Southern Railroad Company was organized. The project was conceived by the same agent of the street railway company who threatened to go through the city without permission. He outlined the plan, agreed to and did pay all expenses, including 5 per cent. of stock subscriptions required by law, agreed that subscribers would lose nothing, and thus secured their signatures. The record clearly shows that this was a subterfuge, a dishonest organization, and a fraud upon the statute. There can be little room for differences of opinion upon this proposition, after a careful study of this record. Defendants in this manner sought to accomplish by indirection that which they could not do directly. Courts cannot permit undertakings like this to succeed, and upon this ground complainant should have been granted relief.

The other contention of complainant that it is not within the corporate power of defendant to engage in the street railway business must also be considered. It is the first time the question has been squarely before this court. From what has already been said in this opinion, the position that will be taken upon this question may be readily inferred. Were it not for the fact that it is urged that the business this defendant proposes to engage in is a general railroad business which could be done by it if disconnected from the street railway, and therefore that the intent and purposes of the other defendants and the organizers of this road are immaterial, it would be unnecessary to consider further the nature of the business this defendant is to engage in. The question is not what such a company under certain circumstances might do, and it is not urged that it might operate and maintain a street rail

road. It is urged, as already stated, that this is a general railroad business within the general railroad law. What it proposes to do, as stated in this opinion, is gathered from the admissions of defendants and the undisputed evidence. The position taken by defendant that it is not to be operated as a street railway is not tenable. On account of the physical facts it cannot be maintained. It is to be set in as an integral part of a continuous line of street railway from Lansing to Jackson, operated by one street railway corporation, which can only perform those acts within the corporate powers of a street railroad. Defendant company's road will be so situated that it cannot receive any other than street railway business. It seeks to avoid this inevitable conclusion by asserting that within complainant corporation but one stop will be made where passengers may enter and leave the cars. This does not meet the situation, nor fix the classification of this business. Nor is any such proposition of any binding effect upon this defendant. It will occupy its own right of way, and, if it may lawfully engage in this business, it may determine for itself and its convenience that a stop should be made at each street crossing. If the municipality may not regulate and control this traffic, who can interfere with this defendant from carrying out such a program?

The length of this railroad, or that it is wholly within corporate limits, is not determinative of this question, nor that other roads organized under this law have within cities engaged in business. In every such case the business has admittedly been a general railroad business, or a business incident thereto, and in no instance has the question here raised been discussed or the corporate power of such roads been questioned. We are referred to no case similar to the case at bar, nor have we been able to find any. Whatever indications have been incidentally made in any opinions of this court are against the proposition that it is within the corporate powers of general railroads to maintain and operate street railways.

This case is one of very great importance, and the results of a decision in favor of defendants' contention would be far reaching. The wisdom of the legislature in providing separate statutes for two classes of roads cannot be questioned, and the legislative intent to continue such separation is apparent. Over one class the municipality is given plenary powers to regulate and control. The other class is for the most part under general control of State authorities. These relations to the municipality and the State have become well known, and the operation of these laws has in general been satisfactory. It would be neither just nor wise for the courts by construction to change the well-settled policy of the State. If general railroads may engage in street railway business, how may courts distinguish which class of roads imposes an additional servitude, when within streets and highways? Certainly no municipal control could be imposed upon general railroads.

The conclusion is that it is not within the corporate power of a general railroad to engage in street railway business or lease or permit its road to be used for such purpose. The bill of complaint is drawn upon the theory that a court of equity would restrain the commission of the acts charged as unlawful and unauthorized, and threatening a continuing trespass. A court in equity without doubt has jurisdiction to determine the rights of the parties in this case. No collateral attack is made upon the corporate organization. The question involved upon this branch of the case is a question of corporate power. That such question may be tried in a collateral proceeding has been held by this court. Orr v. Lacey, 2 Doug. (Mich.) 230; Joy v. Plank Road Co., 11 Mich. 155; Grand Rapids Bridge Co. v. Prange, 35 Mich. 400 (24 Am. Rep. 585); Day v. Buggy Co., 57 Mich. 146 (23 N. W. 628, 58 Am. Rep. 352); Detroit City Ry. v. Mills, 85 Mich., at page 648 (48 N. W. 1007), and cases cited. Where property rights of individuals are invaded by the ultra vires acts of corporations, equity will interfere by

injunction. Case last cited, supra; 29 Am. & Eng. Enc. Law (2d Ed.), p. 80, citing Delaware, etc., Canal Co. v. Railroad Co., 16 N. J. Eq. 321.

The decree of the court below should be reversed, and a decree entered granting a perpetual injunction as prayed. BLAIR, C. J., concurred with MCALVAY, J.

PEOPLE v. GRANT.

1. MUNICIPAL CORPORATIONS-LICENSES-ORDINANCES-TRANSIENT

TRADESMEN-CHARTER-REVENUE-STATUTES.

A city of the fourth class, under chapter 88, 1 Comp. Laws, may impose a license fee on transient tradesmen, for purposes of revenue.

2. SAME-LICENSES-LEGISLATIVE FUNCTIONS-STATUTES.

License fees, under 1 Comp. Laws, § 3108, must not be so heavy as to be prohibitory, and their reasonableness is a question for judicial determination.

3. SAME-CHARTER-ORDINANCE OF CITY OF PETOSKEY.

An ordinance imposing license fees for revenue on transient traders of $2 per day for each day less than a week, $10 for a week, $25 for a month, and $50 for three months, is not oppressive, unjust, or unreasonable.

Error to Emmet; Shepherd, J. Submitted February 15, 1909. (Docket No. 151.) Decided May 26, 1909.

Robert Grant was convicted of doing business as a transient tradesman without having paid a license fee, and sentenced to pay a fine of $50. Affirmed.

M. F. Guinon, for appellant.

B. H. Halstead, City Attorney, for the people.

HOOKER, J. Grant was prosecuted as a "transient tradesman" in the city of Petoskey, under an ordinance which provided:

"SECTION 1. The words 'transient tradesmen,' for the purpose of this ordinance, shall be construed to mean and include all persons, both principals and agents, who engage in temporary or transient business in this city, or in traveling from place to place therein, selling goods, wares and merchandise, and who, for the purpose of carrying on such business, hire, lease or occupy any building or structure for the exhibition or sale of such goods, wares and merchandise. And no such transient tradesman shall be exempt from the provisions of this ordinance by reason of associating himself temporarily with any local dealer, trader or auctioneer, or by conducting such temporary or transient business in connection with or as a part of the business of or in the name of any local dealer, trader or auctioneer. * *

"SEC. 3. Every transient tradesman before engaging in business, or before advertising or exposing his wares, goods or merchandise for sale, shall make affidavit, procure a transient tradesman's license from the common council of the city upon application therefor, the same to be issued by the city clerk and he shall pay the city treasurer a license fee depending upon the time he proposes to engage in such business, to be stated in his application: Fifty dollars for three months, twenty-five dollars for one month, ten dollars for one week, and two dollars for each day less than one week. The time for which said license is to run and the date of its expiration shall be specified therein. All such licenses shall at the latest expire on the first Monday in June, following their issue; a license shall not give authority to more than one person to sell goods; each license shall state that it is not assignable nor transferable, and that it may be revoked by the common council at any time upon return to the licensee of the unearned license fee. * * *

"SEC. 7. Every person who shall in any manner engage in doing or transacting the business of a transient tradesman in selling goods, wares or merchandise without first having procured and paid for a license, as required by this ordinance, or who shall continue such business after the time limit in said license obtained therefor shall have expired."