The Portland daily press., 1870-11-16

4
formation of the Maine Central Railroad com
pany by the consolidation of the Androscogeil
q Kennebec and Penobscot & Kenncbcc com
panies, and its organization by tne choice O
| directors, October 28th, 1852, which corpora,io,
by an act of the Legislature passed April 1st
1856, was made subject TO all the legal obliga
tons resting in said consolidated corporation
| respectively entering into agreement for suct
consolidation, and to the powers and privileges
OF said corporation Petitioners alege that on
the 18th Of Nav 1870 they were and ha been
long before, shareholders in the said Maine Cen.
trail Company.
The bill then rehearses the formation of the
Androscoggin & Ksnnebec and the Portland 8
kennebec companies and shows that on the 17.h
OF April, 1876, the Atlantic & ST. Lawrence Com
pany entered into contract wi 1.-THE ST. Lawrence
Atlantic Company of Canada for regulating
the Plan and system for the entire line Of rail
road from Porilnd to Montreal, providing that
the rails be of uniform pattern, and that the
gauge be five feet six inches between the rails
throughout its entire length; and also that on the
26th of January, 1913, a contract was entered
into between the Androscoggn & Kcnnebec
renee Company by WHICH the point of intersec
ton OF these ads was fixed at Danville juno
ton, and that the guage If the former road
should be the same as that of the Atlantic &, St.
Lawrence This guage was fixed at five feet six
inches, and The petitioners contend that it cannot
be changed without the consent of the contracting
parties and the authority of the legislature there
for. The bill alleges that on the 18th OF Februa-
ry, 1867, on petition OF the Maine Central Com
pany, an act was passed authorizing the compa.
ny to extena their railroad from Danville juno
ton to the city of Portland, passing through
the town of Gray, by way of Cray Corner, Fall
mouth and Westbrook to Portland, which the
Maine Central Company alleged was in order to
enable them to secure from the Grand Trunk
Railway Company renewal of their contract af-
ter the expiration of the fifteen years, in fa ure
of which they iatcnded to build an INDEPENDENT
line iu;o Portland, which should in no way be a
competitor of the Grand frank between Danville
junction and Portla:d. But in direct violation
of the act of the legislature, the directors of the
Maine Central Company located their line paral-
lei with and along side of the Atlantic & St.
Lawrence Railroad from Danville Junction to
Cobb's Bridge, and thence to point on the line
of the Kennebec Portland Railroad at or near
Cumberland station, which location will compel
the Atlantic & St. Lawrence Riilroad to seek re-
lief by bill in equity, which will greatly redu ce
the business of the Maine Central road, and i'm
pair thereby the value of its stocks and bonds,
and irreparably. Petitioners further allegs that
Edwin Noycs, Superintendent and, Others of the
Maine Central Company entered into an arrange
ment with Richard D. Rice of Augusta, claiming
to be in possession of the Kennebec 6 Portland
Railroad to place tie Maine Central Railroad in
the hands of the said Rice and certain associates,
who obtained possession Of the Kennebec road,
by pretended foreclosure of mortgage, which
however in the opinion of petitioners is fraudu-
eht and Illegal. In defiance of the legislature
the directors of the Maine Central Railroad Com
pany, on the 18th of May undertook to make
trade, calling the two roads of equal value, is
suing S22.50 share. to the holders of stock in
the Name Central Railroad Company, total of
$685. 92, swelling to, that extent the apparent
cost of the Maine Central Railroad, and agreeing
to issue $l,7l6,600, stock of the Name Central
Railroad, consideration to be paid to the
holders of stock or securities in the Portland and
Kennebec Railroad, to enter into such contract,
without any authority previously given them, by
the stockholders of TIE Maine Central Railroad
line, adding to the cost of the Maine Central
Railroad So 100, 492 without any ustlfi able cause,
making the apparent cost of the line S. ,492,
requiring net income of 1857, l69 50 annually,
to pay six per cent on its cost, and thereby thus
further depreciating the value of said Maine Cen
trail Railroad, and obgng all stockholders, who
might be induced by necessity or oiherx Use to
sell their shares, to do at ruinous rates of dis
count.
Here the bill recitcs the consolidation con-
tracts between the Maine Central ard Kennebec
Companies and the supplemental contract pro.
vdng for the issue of Maine Central stock to
the Kennebec Road, and for the organization Of
the rev company formed by the consolidation
Tiis latter contract, the bill alleges was signed
BY A. D. lockwood, R. B. Dunn, A. p. Morrill,
G. L. Ward, F. w. Hill and J. H. Drummond
in fraud of the general rights of the stock.
holders. 1t is also alleged that these contracts
have never been legally approved by tho stock.
holders of the Maine Central COMPANY, and
that any pretended ratification is illegal and void
because R. B. Dunn and A. D. Lockwood threw
| greater number of votes, than tho larger mum
Der of shares held by any s.ockholder in sale
corporation; and the bill further alleges tina
petitioners believe that the object of the parties
who signed the contracts, is to control the
| Maine Central and Kennebec Roads and t
create monopoly vested in themselves; ano
also that A. ID. Lockwood and Joshua Nye die
| on the 3lst of May, 1870, without any considera
| ton therefor, and wrongfully deliver Ger
tihcate Of stock for seventeen thousand on
| hundred and sixty six shares of the Maine Cen
| trail Company stock to the Portland and Kenne
bee Company, to R. D. Rice, in order to proven
the bona tde stockholders in the former compan
| from retaining control thereof; and also that al
| proceedings of the Maine Central Company sine
May 3lst, 1870 are void and of no effect, be
cause majority of the directors, legally elected
have never acted as such since March 3lst, 1870
The bill also alleges that the pretended board G
directors have undertaken 10 locate line fror
Danvillc Junction 10 Cumberland and t
chs nge the gauge of tn Maine Central roa
contrary to law, and have neglected t
| preserve tue interests of the stockhoder
of the Maine Central Company In considers
ton Of these allegations, the petitioners pra
that Rec end Nye may furnish a statement {
all seven per cent mortgage bohds of the Main
Central Company sold, and what amount c
bonds they have placed in the hands Of otht
larties for sale, and how many have been take
up and Cancelled, and what amount are no
outstand NJ; and also that r. B. Dunn, J. L
Dfummond, f. w. Hi, A. P. Morrill,, G.
Ward, A. d. Lockwood. J. Nye and Edw
Noyes may each be required to state on oath til
number Of shares voted for by them at IL
stockholders meeting at Waterville or the 3lst
May, 1870; and also that the pretended directo
may be restrained from making any change
guage, or exercising any further the powe
vested in tie Maine Central Company, and tn
receivers may be appointed.
Messrs. Howard g. Cleaves appeared for pc
TONERS.
The answer OF respondents, drawn by Mess
Davis G. Drummond, admitted that a contra
had been made between the Portland g. Ke
4 nebec and Maine Central Companies as alleg
}, III Tue bill. Also that the gauge had be-
" changed from Waterville to Bangor, and that
: nc" me was being constructed from Danvi
junction TO meet the Portland & Kenncbec. 4
e these acts Respondents conta,aod i, III,
Q answer were legal
e Judge Barrows intimated that M bo,r;
d could be had OF the matter of onnoi,,i,,
ceivers, as it was not mentioned in H.. -,
% by request of petitioners counsel further bo.
n ing was deferred till Tomorrow morning.
f. ARREST FOR PASSING COuNTEppp,r