, 1889-06-20
AN HLEGITlMATE CORPORATION.

AN ILLEGITIMATE CORPORATION.
Aoe oregon tS Tfsns nsc"Gtinrntnl a Man.
ace 10 Public Int-r~s,s.
The Oregouian of Portland nr;n,s ,hs
foilowinx as An editorial, and il will
uouotitss be read with "A great deal of In.
.srrst NY the business men and sbiup.rs of
Spokan. Falls. "
Inc Oregon q Transcontinental al Com.
Pduy ~ not n Legitimate CORPORATION:
,"at H. it dues not -xist for q Legitimate.
purpose aud lts Operations run cuuu;er 70
,uhuaulental princi plea of public policy.
" Is nor. IN fact, railway corporation.
.nouRn pretending to be one; its function
~ 70 manage or MANIPULATE the sff ,irs OF
railway corporations and 10 control and
airect their policy. 10 effect this
it acquires large holdings of
,heir stocKs, that it may control their elec.
lions, dictate their management. play one
road axaibst another or unite roads for u
common purpose-tnat purpose being al
ways tbs purpose OF gamblers who traffic
In stocks aad securities, make ENORMOUS
cOn,nisSlo.s on great transactions Ton
paperj, anu plsy the W hole game of greed
and "sincn from year 70 Year. varying it
accordias to the hands" they hold after
successive ''deats."
The corporation through which this
game is played IN a corporation or, atpd
under the laws OF Oregon, But it is so
ulanifestly at varidace with the intent of
our laws as 10 the purposes aud functions
VI corporations, that the district attorney
here. actin. 10 behalf OF the state, ought
to Institute proceedings ut once to diam.
corporate 1t aud wind up its affairs. The
governor also might properly take notice
Ut 1t. A letter from him TO the district
attorney, calling attention TO the statutes
under which proceedIngs may 10 taken,
would be y timely expression.
The laws OF Oregon require directors OF
corporations, IN general, to be residents
OF the state. but there Is q provision that
allows u minority OF tue directors of cor.
porations toraled tor the purpose of con.
sructing aad operating railroads to re.
side out OF the state, The exception was
made for the reason that large capital ia
required TOR these enterprises, which
usually must be obtained from abroad.
and they who supply the capital are sup
posed to desire u voice in the manage.
n,ent Of the property. But the law never.
theless requires majority OF tn. direc.
tors to be residents Of Oregon.
lhe purpose Undoubtedly ia to
have tue control OF the cor
poration kept within the state. That is
ticalIy snnulled by election OF u set of
dummies AS home directors, who are not
directors 1t all, but ale directed from New
York. The spirit and intent of the law of
Oregon are opeDiy violated by setting up
an executive cora nitt-e OF the minority of
the BOARD In New York, with full powers
of board OF directors; and the only iunc-
tion OF the dummy directors in Oregon ia
to 20 through the farcIal forms Of passing
or euacttD9 what tho directorship
In New York requires. All resolu-
tons, all proceedings required.
are formulated there and teeQraphed here,
with orders to adopt" them; aud the ex-
treme of this desert ption of farce was
reached the other day when a resolution,
dictated at New York and telegraphed here.
was adopted by Mr.. Wizards ouuimy board
In Portland, conterrlnR on him absolute
power TO do anything and everything he
might zee tit with the affairs. business aud
management OF theO. d 7. This resolution
gave all the powers of the board OF directors
TO one man-though the statutes of Oregon
expressly declare that the powers vested
in the corporation shall be exercised by the
board OF directors, and though the supreme
court of Oregon has held that a president
"business and financial agent" of the cor.
por,tion, has power only to attend to its
ordinary business.
The existence Of the Oregon & Trans
continental 10 a menace to public inter.
ests, because it attacks fundamental prih-
ciples of public policy. IL is u corpora.
ton created aud maintained for the pur.
pose OF nullifyinR the powers and des.
troying the autonomy of other corpora.
tioua IL puts INTO the hands of one man
u power dangerous to the shareholders or
creditors OF any corporation with whose
stock ii may deal. and threatens public in.
terests far and wide. 1t can be used to
build up one railway and pull down an.
other; II is the agent or instrument
through which the funds of cor.
porattons in enormous sums can be taken
and used right and left, at the pleasure of
the executive committee" or Of the man
ut the head of 1T. 1t ID a great corpora
tivn dice box. with which the game of
''gourd and fullam," or loaded dice, may
he played to suit the interest or caprice Ct
the manipulator. In short. it Is u public
enemy, and 1T ought 10 be attacked and
destroyed. 1t had its origin in "conf
dence game" ID proved colossal swindle,
upon those TO whom the stock was rec
commended, and as long as it exists IL will
be an iustrument Of disorder, disturbance
private greed and public oppression.
DAN TnK RIO aRANDK.