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About Morning Oregonian. (Portland, Or.) 1861-1937 | View Entire Issue (Feb. 21, 1908)
4 THE MORNING OREGONIAN, FRIDXT. FEBRUARY 31, -1903. FISH DEFEATED III LEGAL FIGHT Harriman Rules Illinois Cen tral Under Decision of Judge Ball. NEW SUIT TO BE BROUGHT Control of One torKiratlon by Ah ollirr Not Contrary lo Law Illi nois .Central and Union racific Are . Not Competitors. I'MICAGO, i'eb. 20. JudRO Ball, of the Superior Court; today dissolved the in junction soured last October by Stuyve sant Fish by virtue of which the Harri man interests wers restrained from vot ing: 2SK.S51 shares of the capital .stock of tlie Illinois Central Railroad at the an nual meeting of the company. The the ory on which counsel for Mr. Fish baed their arguments in support of the In junction that It was contrary to the laws and public policy of the State of Illinois to allow foreign corporations to own and vote the stock of donk'Stlc corporations was denied by the court. Under the ruling of the court tha previously en joined stock, which is held by the tTnlon Pacific Railroad and by the .Railroad, Se curities Company, ftf New Jersey, can be voted at the annual meeting of the llllnpis Central on March 2: There is no appeal from the decision handed down today by Judge Ball, but It is considered possible that Mr. Fish will take further legal steps to regain possession of the Illinois Central., Judge K. B. Farrar, of New Orleans, who haa acted as leading counsel for Mr. Fish throughout, said today, after the ren dering of the .decision, that the case will now be tried on its merits, but declined to say iiow any new proceedings will be Instituted. - " JIarahan Bubbles With Joy. None of the principals In the case were In court, both Mr. Fish and Mr. Harri man being V New York. All the attor neys on both sides and many other law yers and business men were present and tilled the courtroom. to overflowing. Presi dent Harahan, of the Illinois Central, came in while the decision was being road and heard 'the latter portion of it. AVhen the conclusion had been reached, he said: . ' ( "My head .is too full of that decision to allow me to say anything, but to say. that I am highly pleased and more than highly pleased Is putting It mildly." judge Ball, who is of somewhat frail physique, turned over to. his son the task of reading the decision, which contained almost 10,000 words. A soon as It was concluded there was a veritable stam pede In the courtroom, brokers, lawyers and messengers making a rush for the doors, in order to announce the result. They ran into various rooms, seeking for telenhnnes and manv tore headlong for the. elevators, while others fled, wildly down the stairway. Such excitement and confusion has not been witnessed in the county courthouse for many years," Fish Failed to Prove Injury. The court declared th'at Mr. Fish" had not been able to prove any of his con tentions that the domination of the Illi nois Central by Mr. Harrlman would be to its detriment, and had also failed to show that the interests of stockholders would be .injured thereby. The Union Pacific and the Illinois Central were not competing, but connecting, and the one could not be a commerclul rival of the other in such a sense as to fall within the scope of the legal decisions against alliances between competing railroads. The two roads, the court declared, Were not so situated as to make It possible tiiat they could combine to monopolize traffic in arty section of the country. The court further declared that, if the name of Mr. Harriman was not a name to conjure with, many of the allegations made in the case would not be consid ered seriously. He was compelled to act, he said, on facts altered and proved, and not supposed prophecies. The . record of the case, lie declared, failed to substan tiate many of the declarations made against Mr. Harriman. Should Ask Board to Sue. The decision was In substance as 101 lows: It Is urged that the complainants under the rules of equity practice should have re quested the officers and directors of the Illinois Central to Ming tnis eun inai uca a request and refnsal by the corporation are necessary prerequisites to their right to hefCiu this action. This suit might have been brought by the Illinois Central. Its subject matter is one in which all the stockholders of that corporation are equally Interested Before a stockholder is entitled in his own name to Institute and conduct a litigation which usually belongs to the cor poration he should show to the satisfaction of the court that he called upon the direc tors to bring the suit and their neglect or refusal to comply with his request, or he must show that an application to them would have-been useless. The bill as amended alleged that com plainants made no application to the com pany to bring suit, first, because they be lieved they have the individual right as stockholders to bring this action, and sec ond, that it would have been idle to have made such application, because eight of the 13 directors of the Illinois Central believe that the t'nion Pacific and the Railroad Se curities Company have the right to hold and to vote the stock severally owned by them, because three of these directors par ticipated in the unlawful acts complained of and five others would have been advised by Harriman not to allow the bringing of such a suit and would have followed such advice, and because of the personal hostility of eight of said 'directors to Fish they would not have permitted- such a suit to - be brought. Mo Injury to Fish Probable. The first reason given may be passed,' as it Is & legal conclusion.- and the alleged facts stated as the basis for the second rea son are vigorously denied in affidavits tiled by said elghS directors. The only thing averred and proved in this case as to the future actions of the defendants Is that at .the coming election the Union Pacific and tile Railroad Securi ties Company will vote the stock they own and control for the re-election of three of the present directors, each of whom has served the Illinois CeutrnI acceptably for many years, and for a fourth director. In place of Mr. Fissi. a competent man. who is not In any way connected with the Union pacific. .'o act prejudicial to the Illinois Central or to its stockholders Is shown to have been done unless the mere fuet that the Union Pacific and the Kailroad Securities Com pany own 29 per cent of the slock of the Illinois Central be considered to be so. Since the retirement of Mr. Fish from the presi dency the policy of the company has been the same, and its executive officers, with one exception, caused ' by death, have re mained the same from that day to this. The relations between the Union Pacific and the Illinois Central are now what they were when Mr. Fish was In power and assisted in shaping and consented to such relations. Nor is any change Intended, if the affidavits of well-known and reputable men may be considered as true. Ierldes on Facts, Net Prophecy. The bill, however, charges many things which may happen to the detriment of the Illinois Central and Its stockholders If the t'nton Pacing and the Securities Company be permitted to vote at such meeting, but no facta are alleged or proved which even tend to bring about such results. Courts of equity act on facts alleged and proved, and not on fears, or supposed prophesies. Uf it wore not that the name of Harriman is a' name to conjure with, these allegations would not be taken so seriously. There are many things stated in the bill as to the In tention of the defendants which, if put in force, or even attempted to be put In force, would call. upon the court to Intervene, but a diligent' search of the- record fails to show that such things exist in any concrete form. The complainants say that, if the Union Pacific and the Securities Company are permitted to vole at the coming elec tion, the hold of Mr. Harriman upon and hts domination over the Illinois Central will be strengthened and that finally the Illinois Central will be reduced to a subservient po sition and will be given the lean end of the carrying trade. But they fall to allege and prove facts supporting these allegations. While Mr. Fish may rightfully desire to remain a director of the Illinois Central and to that end may use every lawful means in the power of himself and his friends, he has no right to that office unless he is legally elected thereto.- Hence his defeat. If it comes from the lack of valid votes, is no legal injury to the civil or property rights of Ffsh or tbose of hia fellow complainants. As private citizens the complainants are not keepers of the public conscience, nor are: they the conservators of the rights of the public. To sustain this bill, it is not sufficient for them to show merely that the act complained, of is a public wrong, they must also show that by the doing of such act they will suffer a special injury to their civil or property rights. This election of directors at the coming meeting can work no legal wrong to the complainants and no special injury to any of them is proved which caiia for the interposition of this court. Question of Public Policy. The court then asserted that the find ings and opinion of the Interstate Com merce Commission are not evidence in this . case., and declared that he had no power to enforce the Sherman act. and quoted numerous legal decisions in sup port of his assertion. The decision then continued: There is but one ground upon which this bill can be maintained. if the Union Pa-' cilic has no right to buy. hold or own either the Illinois Central or the Securities-Company, or either of them is in truding in this election wholly without right, then I think bona fide stockholders, without alleging irreparable Injury, may ask the court to throw them or it out. This brings us to the question. Is there In the public policy .of this state prohibition against the voting by a foreign corporation of stock In a domestic corporation, which stock it purchased and paid for and holds under an express power granted to it by the state of Its creation ? The court declared that corporations per se are not barred from using and holding stock of other corporations, and said the fact that the purchaser might be a for eign corporation and the stock that of a domestic corporation could not change the rule of law. He said: The reason why purchase of the stock of the Illinois Central by the Unoion Pacific and the Kailroad Securities are Invalid, if they . are Invalid, must be found elsewhere than in the fact that they are foreign corporations. , f Corporations May Own One Another The court denied that there, is any rule of the American common law prohibiting one corporation from holding stock in another corporation when the first cor poration has in its charter specific power to- do so. In this case, he said, it was proved and not denied that the Union Pacific and' the Railroad Securities Com pany each - has express power granted to it by the state of Its creation to buy, own and hold stock in other . corpora tions. The court then entered upon a long and extensive discussion of various statutes regarding tlie holding of stock by corpo rations in other corporations, declaring finally that such holdings are not pro hibited by law nor opposed to the public policy.. He then said:. - . . The right of the' Railroad Securities Com pany to vote fts Illinois Central stock is unimpaired by the fact that the Union Pa cific owns practically all of Its stock. So long as the voting power of the Securities Company is used in a lawful manner and for lawful purposes, it Is Immaterial who owns its stoclft The decision further declared that the Union Pacific and the Illinois Central are not competing, but connecting lines, and that the Union Pacific, under its charter,, and the. laws of Utah, has a clear right to own shares of stock of Illinois Central which It purchased in 1906, and that it has the essential right to vote that stock at meetings of the stockholders of the Illi nois Central, unless .the right is forbidden by the laws or public policy of Illinois. The court said in conclusion on this sub ject: "Such prohibition does not exist un less it affirmatively appears. It is not established by the mere lack of legis lation upon that subject." Not Controlled by V. P. In concluding his decision. Judge Ball said: The usual office of a preliminary Injunc tion Is to continue the status quo until the final hearing. To sustain this preliminary injunction and thus to prevent the Union Pacific and the Railroad Securities Com pany from voting their stock at the coming election will be to change the status quo before the right of these corporations to own and vote such stock haa been fully and finally determined by the court. With those conditions barred out. the meeting might result in an entire change in the .management of the Illinois Central. To dis solve the Injunction and let the action ot the court In regard to the ownership and voting power of this stock await the final bearing, means no more than the continu ance of the present management with the change of one director only -and he. eight of the director defendants swear, will be an able, competent man, neither controlled nor connected by or with the Union Pa cific. The balance of convenience and, in convenience is clearly with the defendants. I am of the opinion that the defendant company and the Union Pacific have owner ship of, the shares of stock they hold in Illinois Central. Including the right to vote that stock at the coming meeting of stock holders, and that such right to . vote is not forbidden by the statutes of this state or by the decisions of our Supreme Court, not by the public policy of Illinois. The motion to dissolve the injunction is allowed. AVhat AH Fus9 Is About. Mr. Fish," who wae formerly president of the Illinois Central, filed a bill on Oc tober 14, 1907, asked that 2S6.2S3 shares of Illinois Central stock owned by the Union Pacific Railroad i Company,' the Railroad Securities Company and the Mu tual Life Insurance Company of New York, be enjoined from being voted at the annual meeting of the railway com pany set for October 16. Judge Ball is sued a temporary restraining order. Mr. Fish was joined in his suit by ex-Senator George F. Edmunds, of Ver mont, John A. Kasson, ex-Minister to Austria, and by William H. Emrich. The bill alleged that the defendants had held a part of the outstanding stock of the railroad company. Mr. Fish averred that the board of directors was dom inated by H H. Harriman. and said the voting of this stock should not be al lowed, as it would injure the interests of himself and other stockholders. , On -November 25 last the complainants dismissed tlieir bill insofar as it related to the 5000 shares of stock held toy the Mu tual Life Insurance Company. The de fendants then presented a motion to dis solve the temporary injunction. The de cision of Judge Ball today was on this motion. The bill originally filed by Mr. Fish was based on the theory that the. pub lic policy act of Illinois prohibits for eign corporations from holding Und voting stock in Illinois corporations save in exceptions allowed by statute. The complainants contended that the fact that certain exceptions are allowed by statute proved, that the public policy act should hold good In this instance. Fish Xot Ready to Talt. NEW YORK. Feb. 20. At the office of Stuyvesant Fish it was said that Mr. Fish would" make no comment on the Illinois Centra'l case until he had seen the text of the decision. ES WILL HOT" BE CUT Groundless Fear in Financial Circles That Lines Contem plate General Reduction.. RUMOR CAUSE OF STIR While Old. Scale In Operating De partments May Be Applied, the" Roads Are Not Planning Any Concerted Action. WASHINGTON. Feb. 20. Industrial and financial circles have been more or les concerned today over what they regard as a prospect that the railroads of the country have in contemplation a general reduction in the wages of their employes. Such apprehension is practlcaly ground less. Information which has reashed the Interstate Commerce Commission par ticularly, and other officials of the Gov ernment who have a direct or indirect interest in industrial and railway mat ters Indicates clearly that there is no concerted action on the part of Ameri can railways to make general changes in their wage scales at this time or in the near future, - Instances of proposed re adjustment of wage scales are cited in the cases of three or four Southern sys tems. Return to Former Scale. The proposition in a general way will be to return to the wage scales which were in force about a year ago, at which time general advances in the pay of men In the operating departments of the rail roads throughout the country were made. What conclusions may be reached Jt is not possible now definitely to foretell. Assurances have been given by the rail way officials that they have no disposi tion to impose any hardship upon their employes, and they will not do so. Chairman Knapp, of the Interstate Commerce Commission, who, by the op eration of the so-called Erdman law, is made one of the two members of a board of mediation Professor Charles P. Neill, Commissioner of Labor, being the other In accordance with the suggestion contained In President Roosevelt's letter to the Commission, respecting the railroad wage question, is holding hlrnself in readi ness to act under the law whenever he may be called upon by one or the other of the parties to any wage controversy. Xo Action Now Possible. ' Pending direct application by one party or the other to any question in dispute. Chairman Knapp' explained that practi cally nothing could be done. While some railroads have suffered during the past few months from a fall ing off of business, the Tecords shown in the reports of operation received by the Interstate Commerce Commission In dicate no large or very general Teductlon in revenues. On account of the financial stringency during the Autumn and. early weeks of Winter, some curtailment of construction work wjas made, but that work, which is in a "measure continuing, will be resumed in a majority of in stances at the opening of Spring. COAST VESSEL'S ARE TIED UP San Francisco Lumber Traffic Para lyzed by Jjabor Troubles. SAN FRANCISCO, Feb. 20. The fight between the Marine Engineers' Associa tion and the steam schooner-owners, of San Francisco, is now on in dead earnest, the committee which controls 90 per cent of the total number of steam vessels carrying lumber to and from this port, and other ports on the Pacific Coast having today decided to lay up every one of these vessels with the exception, of the steam schooner Westport, which will carry foodstuffs exclusively to Crescent City. The committee of the engineers pre sented its communication to the com mittee of owners this morning, refusing to meet the terms of the ultimatum pre sented by the owners. After being In ses sion nearly all day in the office of the Hammond Lumber Company, the owners committee decided to lay oft the vessels. Five steam schooners which were scheduled to sail today were taken over to Oakland Creek and tied up and the crews discharged. As fast as the vessels reach this port and their cargoes are discharged they will be laid up. Nearly 1000 men In all will be affected by the action of the' owners and 1,500,000 feet of lumber a week will cease to be handled through this port. The effect will be. It is thought, to cause an increase in the price of lumber In all points along the Coast. The Westport cleared tonight for Crescent City, by agreement between the contending parties, telegrams having been received from there today to the effect that serious results would follow if all vessels are taken off as there are no other means of getting In supplies. Forced to Continue Strike. SAN FRANCISCO, Feb. 20. About 135 cigarmakers went on strike yester day, owing to a grievance against NIc olo Venezla, assistant foreman of the factory. Venezla resigned and the cigarmakers wanted to call the strike off, but the employers, anticipating a strike, ceased preparing material for work, so as to avoid loss by damage to the stock, and the men will remain out for a couple of days before they can resume their work. Santa Fe Closes Topeka Shops. TOPEKA, Kan., Feb. 20. The Santa Fe railroad shops at this point will not open tomorrow morning for work. The offi cials say the closing down will only be temporary, perhaps until Monday. This means the throwing out of employment or 2U0O men. Lade of work and the finan cial stringency are given as the causes. Limits Coal-Miners' Hours. LONDON. Feb. 20. The government bill limiting the working hours of coal miners to eight hours was introduced In the House of Commons today by Herbert John Gladstone, Home Secre tary. It at once passed its first read ing. PRESSES WILFLEY CHARGE House Committee to Act on Impeach ment Petition. WASHINGTON. Feb. 20.-In the House today, Waldo, of New York, made a de mand for the impeachment of Judge L. R. Wilfley. of the United States Court for China- at Shanghai. He presented and read" articles of impeachment. Following the reading of the charges, RAILROAD 1IG M m HRVtppcjjliil ijp SJIPLAS"St'WJlUSi Human Blood Eighty Magnified. The part of the Blood that gives it red color is the mass of micros copic bodies called red corpuscles. These also carry oxygen, the great supporter of life, to every organ of the body. In anaemia these red corpuscles are reduced in number and the patient becomes paleWrhd weak. It is the oxygen they carry that enables the stomach to digest food. Reduce the quantity and indigestion follows. It is the oxygen that makes it possible for the kidneys to throw off the uric acid constantly forming. Lacking it the uric acid poisoning causes rheumatism. There is also a close and scientific ally recognized relation between the number of red corpuscles in the blood and the health of the nerves. Dr. "Williams' Pink Pills actually and indisputably increase the num ber of red corpuscles in the blood and therefore increase its oxygen carrying capacity. In this way hey cure anaemia in the most direct way and give color to the cheeks ana lips, prevent and cure stomach trouble and rheumatism and have proved of wonderful value in ner vous troubles. No claim is made for this remedy that is not substantiated by hun dreds of well-established cures. If you are sick and the treatment you are taking does not prove beneficial, you owe it to yourself to try Dr. Williams' Pink Pills 50c. per box; six boxes, $2.50 st all drugguu. Dr. Williams Medietas Co., Schenectady. N. V. Waldo called up his resolution of Im peachment introduced yesterday, which accuses Judge Wilfley of malicious and corrupt conduct in office and of high crimes and misdemeanor. The resolutions were referred to the committee on Judiciary with Instructions to report to the House 10 days hence, by resolution or otherwise, what, if any, further proceedings should be taken in the matter. Report Against Gardner Bill. WASHINGTON. Feb. 20. The House committee on labor is Bearing a report on the Gardner bill to enforce observance of an eight-hour day in all Government work. It is believed a majority will re port adversely. Speyer Confers AVlth President. WASHINGTON, Feb. 20. James Speyer, the New York banker, today had a long cenferenoe with the President on business conditions. He declined to discuss the de tails of the interview. Taft Busy at Washington. WASHINGTON, Feb. 20. Secretary Taft returned this morning in time to ap pear before the House committee on in sular affairs. A canal conference engaged the attention of the Secretary later in MEM An Unusual Sale of Spring Waists Made of fine Persian Lawn. These waists are of a VALUE BEYOND THE ORDI NARY Ten different patterns are exhibited for your choice The values are as follows: $1.50 Persian Lawn Waists, bands of embroidery for 49 $2.50 Persian Lawn Waists, bands of embroidery for ' 89 $2.50 Tailored Waists of Persian Lawn, starched linen cuffs and collar. .$1.49 $2.50 Tailored Waists of Persian Lawn, bands of embroidery for. . . . ...91.49 $2.50 Tailored Waists of figured damask. . . $1.49 $2.75 Lingerie Waists, plain tucked and embroidery : .$1.35 $3.00 Lingerie Waists, Val. lace and embroidery .- $1.89 FUR NEWS: EXCLUSIVE OUTFITTERS FOR WOMEN AND CHILDREN' For a Few Days We Will Sell Overcoats Topcoats Raincoats Of $15 Values, at See Window Display O a' ' Regular and "V" Neck Styles, T "1 -g r Sweaters inndA$isfu,.ar.$2-50 $1.15 Sam'l Rosenblatt & Go Cor. Third and Morrison Sts. the day at the White House. The ac cumulation of official matters was then considered by Mr. Taft. FIGHT INTIA?T IIQCOR SALE Money Included In Bill Framed by Committee. WASHINGTON, Feb. 20. The Senate committee on Indian affairs today con tinued its consideration of the Indian ap propriation bill but the report will not be concluded before next week. Among the amendments adopted were: . increasing from $25,000 to $40,000 the ap propriation for suppression of the traffic in intoxicating liquors among the Indians; making an appropriation for agricultural experiments, to send a special agent to negotiate with various tribes with a view to the commutation of perpetual annui ties; authorizing the Secretary of- the Treasury to expend $30,000 for the pur chase of agricultural lands and irrigation of them for the use of Indians in Cali fornia ' Fulton Confers With Bonaparte. OREGONIAN NEWS BUREAU, Wash ington,, Feb. 20. Senators Fulton and Bourne and the 'Department of Justice of ficials assert they know nothing of the Oregon District Attorneyship status. Sen ator Fulton was a caller on Attorney- ELD'S SPECIAL SALES DAY Spring Suits si." Rarely so early in the season in fact in the commencement of it -are silk-lined, tai lored, new, stylish street suits offered at A large and comprehensive assortment is ready for this week's selling in blacks, blues, browns, grays, tans and white in the semi -tailored effects, single and double-breasted jacket style; two, three and four-button cutaways, and new butterfly and Japanese models in all-wool serges and diagonals, shadow stripe materials, herringbone weaves, plain and fancy Panamas in sizes for small women and misses and all intermediate T O) P3? Ef f sizes, up to 42-inch bust. Specially priced ........... Sptef 0 J3U' ILVERFIELD' FOURTH AND MORRISON STREETS on Morrison Street General Bonaparte today, tout sas the Attorneyship matter was not mentioned, the interview referring only to Senator Fulton's resolution authorizing suit to be brought against land-grant railroads, which he will attempt to have passed to morrow. Way of Escape for Chittenden. OREGONIAN NEWS BUREAU, Wash ington, Feb. 20. The General Land Office officials state they anticipate that the suit brought against Major Hiram M. Chittenden, of Seattle, for alleged fraud in obtaining patent for coal lands will be dnopped by the Department of Justice. The records in the case show that Chlt temden sold his Interest In the entry sub sequent to making the original declara tory statement, and if the decisions of Judigie Lewis in the Colorado coal cases and the Supreme Court in the-Williamson case, are followed, Chittenden will not be held ,to have committed a violation of the law. , Make Alaska a Territory. WASHINGTON, Feb. ' M.A bill was today- introduced by Cale, delegate from Alaska,, to establish a territorial govern ment in Alaska. May Bridge Two Itivers. OREGONIAN NEWS BUREAU, Wash P 1 opuiarioce REMODELING AND REPAIRING OF FURS AT GREAT REDUCTIONS. Highest prices paid for Raw Furs. By selling to Manufacturers such as the Silverfleld Company you save the middlemen's profit. Send for new Price List. -A- M Copyright 1907 by Hart Schaffher fca" Marx ington, Feb. 20. Secretary Garfield has drafted a bill for two bridges across the Warm Springs Rjver on the reservation and the Deschutes River, to cost JoOOO, the tolls to be collected Iron users. BECKER TO CONDUCT FIGHT Will Prosecute Suit to Recover the Southern Pacific Land Grant. OREGONIAN NEWS BUREAU. Wash ington, Feb. 20. The Attorney-General has not yet fully decided how the land grant suit against the Oregon & California Railroad Company will be prosecuted, but it is his present intention to place Tracey C. Becker in charge, and It is quite prob able that B. D. Townsend will be desig nated as special representative of the Attorney-General to collaborate with Mr. Becker, though this plan has not been Slaughter on United Railroads. SAN FRANCISCO, Feb. 20. Cash fares collected by the United Railroads during the years 1907 numbered 94, 695,079, and transfers collected 57.736, 066, according to a statement tiled with the Board of Supervisors b.y General Manager Black today. The report also noted that 3131 persons were Injured on the cars during the half year, and 80 deaths were caused by accidents. TD ... $27.50 LARGEST AND LEADING FUR MANUFACTURERS OF THE WEST