New-York tribune. [volume] (New York [N.Y.]) 1866-1924, 1888-01-11
A NEW MANHATTAN FIGHT
DETECTING TO A FRESH BOND ISSUE.
STOCKHOLDERS OF THE YEw-YoRK ELEVATED ROAD

| road Company had advertised meeting OF stock
holders TO be held Mt No. IL Broadway in the lair
of the Manhattan Company, for the purpose Of
ratifying the creation of per cent mortgage Of
$4,000, 900, Of which Ss.5 90 900 was to be used
for retiring existing Ncw-Yorlx Elevated bonds
100000 for taking up debcnturc bonds.
Sl,500,0O0 for equipments, etc, and 81. 900
| for extensions, new improvements, etc AT noon
| the Manhattan interests represent IN the
| directors room at No. II Broadway. By President
! Il. NJ. Galloway, Secretary &. ". Williams, George
j. Gould, Cyrus w. Field. Russell Sage, John II.
Hall, Samuel Sloan, G. T. Morosini and Julian I.
| Davies, counsel for the company J. Picrpont
| Morgan and Simon Wornscr were present, IL was
generally supposed 10 guard over their interests as
buyers Of the bonds which had been Issued in an
ticpaton of the creation of the new mortgage.
Cuthbert Mills was present as representative oil
some stockholders who are probably agn jay
Could The obstrcpcr0us persons on hand were
James NJ Quigley, who Is connected WIN inc
Toledo, St Louis and Kansas City Railroad Snn,
ton w. Sweet Of Sweet. Orr * Co. manufacturers
In Newburg and also Editor of Z" The Real Estate
Record and Guide" }. II Strahan, their attorney
the Standard Oil magnate Of Cleveland, Ohio who
owns 500 shares of Ncw-lorlS Elevated stock.
BIG PROTEST FILED
Mr. Galloway smilingly nominated Mr. Sloan for
chairman and he quietly elected and then
appointed Mr. Morosini and Mr. Harris secretary
to Mr. Field, tellers When the polls were de-
clared open for balloting the question OF lssu-
ing the mortgage, Mr.. Strohan filed a tremenduou,
protest against the proceedings: Mr. Cowcs also
fired of a protest for Alr Hardness obiecting TO
the bond issue injurious, detrimental and de-
structive OF the rights and interests OF the New
York Elevated stockholders and declaring that r.
would place an incumbrance on the property Of
! the company solely for the benefit OF the Man
haitian Company. Mr.. darkness especially pro-
tested against the issue Of 81 500 900 for the pur-
chase Of rolling stock and of 81, 000,0 900 for
issues which these new ones are intended TO take
up null and void and are now contested in the
Supreme Court the Superior Court and the Court
OF Appeals of Ncw-YorlS
The Manhattan party fearful that more pro-
tests might be keaped up started r DAVIS r E
OF ling up the time to ] o'clock when the polls
closed: Mr. Qngley protested that only paper
genuine character. Mr.. Davies went reading
and meeting no fresh snags began skipping parts
or the document
Hold on cried Mr.. Strahan. :" il you are
going to read that mortgage, read il in fill. We
object to its being read bur we want all there Is
to 10 II you insist on reading It,"
HOW THE VOTING WENT.
Mr. Sloan looked rcproachfuuy at the obstrcp-
erous stockholders and tried to hasten everything
through by vigorous rulings. The tcllcrs reported
that So, 947 shares had been cast in favor OF the
new issue, and al 0 against. The $40 shares were
New-Yorl Elevated Railroad stock which has not
yet been exchanged for Manhattan Consolidated,
shares voting aye seven were east by Russell Sage
shares voting aye east by Russell Sage
in behalf of David NJ Stinson. the rest being the
New-York Elcpatcd stock which has been exchanged
and which is held to secure title in the treasury Of
the Manhattan Company. There were 2tG shares
of the Ncw-lork Company, making the total
capital OF $1,000 shares, not rcprose nted
The rebels vigorously denounced the idGs OF
The Manhattan to he voted. taking the ground
that If it possessed the voting privilege IL held
the vcndahlc quality and could be sold IN the
market. Mr. Sloan told the rebels 10 write Ont
their objections and at last accounts they hadn't
finished tho complete list But the meeting was
approved and ready to be assilied IN eoutD
at an early date by MessrSi Qu'gILy
serycd copies of their protest upon DrcNcl.
Morgan * Co. and l. and ). Wormser, informing
them of their intention TO contest the LEGALITY ot
the new bonds, part of which these firms arc
denounced the fact that the presiding officer and
everyone who made any mot ion at the meeting was
not stakeholder {" uncXchangcd"l OF the New
York Elevated Railway.
The protest filed for Mr.. Quigiey and Mr.. Sweet
by their attorneys. Robert e. Inger,olland john
II. Strahan, furnishes the ground for their IN
tended suit and may be summarized as follows:
The first purpose for which the new el5.000oo0
mort gage is created TO take up ss5O0.oOO inst
mortgage bonds of the Ncw-lorl< Elevated Is OPP
posed to the contract of the lease of August l,
iss4 between the Ncw-l orll and the Manhattan
Companies. which provides for the operation OF "a
sinking fund by the Manhattan. No action can
lawfully be taken by the New-lorL Elevated
less than three months before the maturity OF
the bonds which is from 1900 to 1928. As r'-
CARDS the second purpose of the new issue 30 take
up 81 900 600 outstanding dcbcntures OF the New
! York Elevated the protest declares that the
debcnturc bonds were illegally issued; thar as
they are only charge against income. which the
New York Elevated does not now possess having
agreed by the merger contract to turn all receipts
over to Manhattan. the new issue Is Intended 10
substitute m1rtgage sgerrE TO SIMON n3
who took the debcnturc bonds which are declared
to be worthless.
THE THIRD PURPOSE OF THE ISSUE DISCUSSED
With regard to the third purpose of the new
issue 81, 100000 for new rolling stock and real
estate the protest quotes from the August !, 1854,
lease by which the Manhattan assumes the duty
of providing rolling stock for the merged road
and says
with this covenant before them the directors OF tho
Manhattan Railway Company, pretending to aei as
ex-9hico directors OF the ne" orh Elevated Kan,
property of tho latter company <l:3OoWD 70 enable
the Manhattan Railway COMPANY to FUN us
to a presentation of Sl500000 Of the money Of tn,
New-Yosk Elevated Railroad Company to the Man
haitian Railway Company. As the latter company
apparently cannot fulfil IFS obligations under the
lease and pay stockholders the dividend declares
It's directors make the attempt TO compel tho
New York Company To provide the means which VIII
enable this to he done
With respect to the fourth purpose for which
the new bonds to be Issued to obtain ST..
900 900 to construct and equip new lines Of
railway when required" J, the protest says
Tho New-York Elevated Railroad Company Is not
The company cannot under is Contract Of lease.
long the Same continues an existing obllsaiioh
required to provide equipment for any such pur
pose. The object of raising this money on the prop
is in reality the amount for the Manhattan
II Is a proceeding unauthorized BY law, and Is CON
seauenly wholly void