Savannah morning news. [volume] (Savannah) 1868-1887, 1886-12-19
CENTRAL'S STOCK LIST.
GEN. ALEXANDER MAKING A
HARD FIGHT FOR IT.


The M&ndamus Case Heard in the SUI
perior COurt-Judge Adj ms OverruIes
the Motion to Dismiss the Alternative
Writ--SOme OF the Reasons Why the
Directors Refuse to Open the stock
List for InsDecti on-The Case to Come
Up Again this week.
The mandamus case brought by Gen.
Aexander's friends to compel the Cen
trail railroad officials to open for inspeo-
ton the stockholders list, came up in
the Superior Court yesterday.
An alternative writ was issued by
Judge Adams on the relation of Mai. A.
l.. Hartridge, Capt. Henry Blum, f. NJ.
Green, Mrs. ii. V. Cumming, Mrs. Louise
Porter, Mrs. l.. It. Gilmer and others, di-
recting the President and directors Of the
road to open for inspection the stock list,
or to show reasons why they should not
doso. When The case came up yesterday,
Messrs. Lawtou and Saussy, counsel for
the railroad, moved a dismissal of the
writ on the ground that a copy
OF the petition was not served.
After lengthy argument from
both sides judge Adams over
rued the motion. rhe counsel for the
road then asked for further time to file
their answer to the writ, and we're allowed
until O'Clock last night.
WHY THEY OBJECT.
The answer was filed a few minutes
before the time expired. 1t is an emDodi-
ment OF the reasons why the President
and directors denies the right of the Pc
titioners to inspect the books Of the COM
pany.
l. Because they do not know that the
petitioners were stockholders of the cor
poratiOD at the iine the writ of 10 andamus
was fled, nor do they admit that they are
now stockholders.
Q. Because they have no money inter-
est In the election for President and
Board of Directors, which is to come off
on Jan. 3, unless 1t is in the office Of
president, be being the only salared Off
Ger, and that the mp rtance OF securing
a competent BOArd of Directors does not
constitute money interest.
NOT AN ESTABLISHED CUSTOM.
3. Because there is no established GUS
tom that list of stockholders be pub
llshed in the annual reports, as during
the tity.3ne years. existence of the road
this publication has been made only four
teen times. and that neither the charter
nor bylaws OF the company require this
publication.
/. That although every facility has been
given the stockholders to do so, they have
never objected to the action OF the Board
AOf Directors in January, 1888, ia doing
away with the annual publication of lists. |
5. Because many stockholders object |
to the fact that they are holders being |
made public, and because the petitioners |
themselves have purchased for others |
large number of shares of stock and have |
sludously concealed the names of these |
purchasers.
MAY INSPECT THEIR ACCOUNTS,
6. They have never refused any of the
petitioners. nor any stockh0lder, access
to their own account.
7. That canvass for fit and proper
board of officers Is nota dispute and does |
not give the petitioners the right to ask |
the court to compel an inspection of the |
books.
s. Because an individual stockholder |
has no right TO a full and free inspection
OF the books.
o. That the charter does not allow such
IN inspection.
10. Because the petitioners have their
remedy in the fact that the charter pro-
vdes the manner and place whereby
stockholders may have access to books |
and papers.
ENTITLED TO CONTROL THE BOOKS.
The respondents go on to show that by
virtue OF their office they are entitled to
the control OF and access to the books,
and they deny that they have used this
privilege in advancing their personal in
terests. The next and final point made is
that under the charter OF the corporation
the directors are invested with wide
powers and large discretion, and are
made capable OF exercising all
such powers so as &c best
subserve the interests of the
company. They have recognized the
possibility of a competing line or a syndi-
cate OF capitalists interested in competing
lines purchasing a control OF the stock
for the purpose of speculation, and they
did not regard this control in the inter
ests of stockholders who might thus be
left in the minority or in the interest OF
the State.
TO PROTECT THE STOCKHOLDERS.
That many holders of stock in the road
live out or reach OF current information
rs TO market prices, and that if q list was
made public spectators would be ena-
Died to buy their stock in method fire.
iquently resorted to by them. This method
as 10 depress the price in open market
and at the same time buy up large quanti-
ties from unsuspecting parties at less
than the true value, though the price paid
may be little in advance OF the market
quotation.
The directors therefore claim the right
and believe it to be a duty to exercise
their discretion i'll guarding the interest
of the stockholders.
The case will come up again early this
week.