The sun. [volume] (New York [N.Y.]) 1833-1916, 1879-05-21
SUING FOR A DISSOLUTION.
THE ST0CKHOLDERS OFlI MITIGATION
COMPINg IN TI.DUBLE
Jacob LorIIInrd's Allegations In ProeeedInsr
Against william y. clyde ana Othcra-rhs
Lntter's Dcniais and Counter Charges.

Jacob LoriIlnrd's Allegations In Proceedings
Against william y. clyde and OthcrH-'rhs
Lntter's Dcnisls and Counter Charges.
Before Judge Barrett in the Supreme
Court a suit has bcen instituted by Attorney.
General Schoonmaker for the dissolution OF the
Philadelphia and New York Steam Navigation
Company. and motion has been made for the
appointment OF n receiver 10 manage the busi-
ness The complaint Is made against tho COM
pany and William 7. Clyde. Benjamin Belts.
John A. Leslie and Amos Rogers. and it is sup.
ported by the afIilavits OF jacob Lorinrd.
stockh and Robert L. Reade who repre-.
sen;s tho Attorney General. Tho complaint was
served upon the defendants upon the 11th ult
and on the 18th ut. Judge Donohuc granted
an Injunction enjoining wm p. Clyde 4 Co. and
others from using the property Of the company.
Tho company was incorporated on April IL,
1874. by William r. Clyde. and Edward II. SIN
sahaugh. Benjamin Bctts. Amos Rogers. John
4. Lcslic. and William Burgess. clerks in the
ofIico OF Vim. =. CLYDE Co. at 35 Broadway,
md Jacob Lornrd. for the purpose OF run
ming steam vessels bctwcen New York and Phil
adelphia The capital is t3OO.00O. The officers
were: Wm. p. Clyde Presidents jacob Loril-
lard Nicc-Prcsidcut; Amos Rogers, Secretary
and Treasurer. Mr.. clyde and his business
partners were appointed agents to receive COM
missions on freight. The CLERKS In the ofico
had ono share each, Mr. Iorlll2rd hnd
THomas Ciyds. lis father. tho resi-. 1t Is
now alleged that the clerks assigned their cor
llcates Of stock to VIM p clyde, nnh thnt there
qrired by law ..nnd that the assignment was
innde TO enable WIN. 7. C'ydc and his father to
get complete control ot the company ana man.
nge il for their rsonHl advantage. in fraud OF
the other lawful stockholdcrs 1t is also alleged
that there has never been nm annual or other
election for directors nor any meeting called OF
the Stockholders for that purpose; but that WIN.
=. Clyde. as President and agent. assist"d by
his clerks as directors. have managed the affairs
making any return Of money resolved or profits
earned or transferring To the Treasurer any
In regard to running tho companys
! vessels il Is alleged that Mt private
meeting on March II. 1875 without giving no:
tice to Jacob Iorillard, resolution wns passed
| authorizing the withdrawal Of tho steamhonts
| Vindicaior and Fnnitn from the Philadelphia
| outside line and running them between Philh..
| William i. Clyde and his father used those ves-
scls in private lines in which thcy wero inter
| other routes; that William 7. t!yd' Co.'S
| boats and barges were lowed hl th' romplny
vessels for nominal sum, ana that tfclsht WIS
| diverted from the company. 90,
The other allegations are that owing to illegal "a
managewSnt n tnG r2iphnE ,nsolSS nv" ne @ ,o pns es
| IT, liabilities, and that the continuhtinn ~ tno
| business Of the company in such hnnds - llahle
| 70 cnuse total loss to It's creditors ana slock-
| holders.
In answer to the complaint VIM. p: Clydes
| a1ilavit was read when tho motion for n re-
| ceiysr was made lie alleges that the suit Is in
! sttutei nj the instignton of Mr.. Lorillard for
! the nun pose Of using certain unjust techn cal
| objections to promote unjust purposes. nnd 10
obtain the power oi the Attorney General TO Nc;
complsh his private ends. and that ne counsel
in the ease ARE the private counsel OF MIR. Lol
lard and arr paid hy him. nnd nre acting solely
10 promote his individual purposes aud inter
esis and not for the interest OF the pubic. Ihe
| allegation Of Insolvency hr says. Is untrue. Ihe
company ia ablo TO pay all Just claims, ana me
Inrilnris Tor 500 900 which he alleged he dis
bursed in behalf Of the company over ana anove
all the receipts ne obtained in running for about
six months the line formerly owned 10y hiin ~ anu an
sold To the company. Efforts were made To set
tle the claim before an arbliraior' Dui lnoS
failed. and 1t is now being contested In the Su'
perior Court o..
Company. Mr.. Clyde says that Mr. Lorillnrd
after trying 10 destroy VIM. 7. Clyde ~ co. s
business proposed to consolidate. Mr., Loril-
lard's Vess"ls-the NindcHtor and the FAnta.
were valued at $4,000. md VIM. j. clyde \
Co.'S vessels al sl3u;qoO. The capital stock wns
To- be- 1900 600. and Mr.. Clyde was to nay To Mr.
Iorillari t20OO0 The agreement shows. Mr
Clyde asserts, that the allegation that the yes
sells were 10 be nnvigated solely between New
York and philndephia Is erroneous. Mr.. Loril-
lard once tried 70 get a malority oi the stock
, Mr.. CLYDE says. and offered Mr.. Leslie SloOOt
! for his one share but it was refused and he
niterwari failed TO get mandamus IN order tc
legation Of Lorillard OF fraud. evil practice oI
, | evil intent on tho part OF VIM i. Clyde 90
in conducting the business Of NO corporation Il
= untrue Mr. Clyde suSs. II there was any
/ violation Of the statutes o. the Sinte, II was
! | wholly unint"ntional. for which MIR l.oriart
|
, | directors.
: Another case In tho courts closely connecte,
/. | with the action against the company - one ~
! which Amos Rogers, William j.. Clydcs lnrine
/. | confidential clerk, WAS placed under fbooo'
hail on a charge Of embe2Zlcment. u few week.
= ago. Jacob Lorillard was the bondsman. IT,
y | amount in default Is said to be 100000, Mr.
5 Rogers was formerly Secretary OF the Pacn
!, Mail Steamship Company He asserts that IN
u amount Ia estimated from the percentage OF
!, | commissions which he was allowed by al
= agreement mnde by Thomas Clyde, and same
i toned by William +. Clyde. In regard To MI
" Rogers. Mr.. Clyde says in hiS answer in IN
u suit against the Steam Navigation company
: Rogers has been. MS am informed and he
-" leve. for long time in communicatlon VII
= | Iorilnrd Tor the purpose OF Dromoting III
:, views ms against me and my ilrm oil an agree
Al mcnt that in consideration thereof loriAr
would become surety for Rogers in any suit b
J. VIM. Z. Clyde X Co. against Rogers by reason {
- Rogers having emhez2lrd n large amount {
: money belonging 10 VIM. T. Clyde @Ho Roger
y | | have lately learned. had cont rrnc"s VII
-, Lorllard or with persons in his behlli, anu wA
w engaged in carrying oil from the ohi'e oi WA
y L. clyde Co. and the corporation books an
f. papers and entering the ofire cn Sundnys, {
", night after business hours. md early IN III
y, morning before business hours
I. The steamship Nlndicntor WIS Lost on VI
i, coast oi Long Island last winter. Tn" fania
u nj philndriphin. The company Las SIX or seN'
u small proprllers running between New lor
T. and Philadelphia on the inside route, ana SCI
49, eral vessels are chartered by the company.