New-York tribune., 1879-05-20
CHARGES OF THE COMPLAINT.
HOW THE AFFAIRS OF THE COMPANY ARE ALLEGE
To HAVE REEN NIsMANAGED.

! CHARGES OF THE COMPLAINT.
HOW THE AFFAIRS OF THE COMPANY ARE ALLEGED
TO HAVE BEEN MIsMANAGED.
| Suit has been brought in the name of the
People by Attorney General sehoonmaker, in the SUI
Court in this city, dissolution of the Phil
adelpha and New-York Steam Navigation Com
/ pany, and pending that, the appointment oi
receiver 70 manage the business The suit s brought
against the company and william 2. clyde BENJAMIN
Belts John a. Leslie and Amos Rogers The complaint
which has been filed III the County Clerks 0ice Alleges
the following upon information and belief
The Philadelphia and New-YOrk Steam Navigation
Company was Incorporated April IL, 1874, under the
laws OF this State, by William p ely de, Edward H. SIN
sabaugb Benjamin Belts Amos Rogers, john A. Leslie
William Burgess and Jacob Lorard, OF this city and
Brooklyn, for the purpose navigating steam vessels
between this port and Philadelphia and no other ponts
The capital of the company fixed at S3OOOOO the a.
rectOr be five in number and the term OF existence
10 be limited 10 twenty The directors Tor tue
first year william p. Clyde, Benjamin Betts'
John a. Leslie, Amos Rogers and Jacob Lorillard.
The officers William 2. Clyde, president; jacob
Lorilard, vcepresident Amos Rogers, secretary and
treasurer Mr.. Clyde and his business part
ners appointed agents for the COM
pany, TO receive 2l9 per cent on inward ireghls
and per all outward freGhts at each end OF
the line and pa per cent disbursements.
II is alleged that BENJAMIN Belts, Edward II. Sin
sabaugh, John a. Leslie. William J. Burgess
and Amos Rogers were, IN 1-74 ana
have been continually since Except Mr.. Rogerst
who left that employ rocent) clerks IN the employ
ment OF William P. Clyde Coz in this city. Each was
noted III the books OF the company as subscriber Tor
share. but all required by w. p Clyde 70 assign
the certificates TO him. On account OF this these clerks,
IT. alleged, longer continued legal owners o. shares
and the number of bona fde stockholders was
reduced below the number required by law
TO constitute such company. Consequently,
the company has not had sufficient number
OF stockholders directors TO conduct legiu-
male business. The remaining stock OF the company
has been held since July l. 1874, follows: LOO
shares By Jacob Lorllard 1.1jj by Thomas clyde and
$40 by william p. CLYDE
It is also alleged that the purpose of
this transfer OF stock was 10 enable
the employer OF these stockholders who made
the assignments william P. Clyde and his father,
Thomas Clyde. 20 obtain complete control of the com
pany and manage 1t 10 their personal advantage, in
fraud OF the rights Of other lawful stockholders; that,
contrary to law there has never been an annual
other election held by the stockholders for choo NJ
directors nor any meeting called Of the stockholders
any purpose but that W r. Clyde president and
agent assisted by his directors and his father
has managed the affairs OF the company since June 10,
1874, without making any returns OF moneys
received or profits earned, transferring to the treas
urer any money whatever That so-caied directors
meetings have been held only December -, 1874,
Lls D.
1879 although the first meeting it resolved to
meet on Tuesday OF each week until otherwise ordered
Also, that a private meeting held on March
IL 1870 without giving notice to Jacob LOrlar vice
president, VINO then IN this city, &C which rcsOlu
uon was passed authorizing the withdrawal of the
steamships indicator and Fanita from thc Pl'iadel-
phia outside line TO New-York at the beginning
Of canal igation and the running of them between
Philadelphia aud Charleston or other ports winch was
contrary 70 The charter Under tins resolution 1t is
U ..HHafs 40 M "a
private lines N which tney were personally Interested
10 is also alleged that Mr Clyde removed the prUpCi
lors Ann Eliza and Alliance, belonging ~ tni- com
pauy It's routes ana placed them on Others, sJt
tut,1g vessels belonging himself parturr.. And
he also employed the vessels of the company u towing
for % nominal sum, boats and Darges owned by Nu9m
T. Clyue Coz while he frauduienty Glyerled the pest
pnyirg classes freight from the vessels OF the
pay to his boats ana bar-es. By this the profits
which the company reasonably would nave made were
diverted to Others. 1t II alleged III addition tnat IN
violation OF Ihe statute " III T. Clyde mas never Aied IA
tbe County Clerks Office certificate stating tine
amount of capital stock, and that 10 paid IN as IL
was l57 signed by himself as president and by
iSe pinina. believe that owing 70 the alleged fraud
ulent and Illegal management Of the property the
company Las Dren LOT more thd year past H51l eI5'
az VIII appear from It's books and thOse OF Nm. T.
clyde Co.. agents and inat continuance OF It's cor
Dorate cx steuce will enable the present fraudulent
MANAGEMENT 10 deprive actual creditors OF their just
dues. ana prevent bona hde stockholders from
the corporation II also alleged that the irm OF Will
az 10 be able 70 pay rs liabilities IL called upon and
that the continuation Of the business 81 the steam Nay
CATION Company IN such hands is liable 70 cause total
loss to its creditors and stockholders.
Amended To the complaint are the signature OF
AttOrney-Geueral scnUOumaker and aihdayils or
Robert l.. Reade (who has been appointed by the
Attorney -ticncrdl 80 act IN the easel aud jacob
LOrilard, sJOcEn0dcr, ting forth that they believe
the matters contained ~ the complaint 20 be True Mr.
LJTllard further tha his Information IS derived
from OF the state, st temenis OF the Ocers ana
employees OF TIE company and from the Ofcial records
IN support or the allcgat0ns large number oi ahda-
wits has ilci. The complaint served upon the
defenGauts April IL. Oh April II. Judge Don
oAue granted an injunction against Will
lam 2. Clyde & Co.. anu Others, 70 prevent the
further use OF property Of the company. The
motion FOR a receiver made before jude
Barrett April 23 and the set down for May
/ Arguments were heard, and tr case was All lurueI
until Yesterday 70 allow the plaintiff. 10 answer and
then a further Adjournment Jakeu-unt tomorrow.
Robert L. Readc, OF 80 10 Broadway appears Tor the
prosecution.
& Boardmgn. NJ. 322 BruaIwly. Ar attempt was
mace these lawyers lat evening, but samuel
Boardman lu-i recovering from severe attack OF
broucDitls and unable 20 talk, while lis partner was Out
OF town.