New-York tribune. [volume] (New York [N.Y.]) 1866-1924, 1891-04-05

NEAR OTH-AvE. NEW.YoKk'
tives OF many certificate holders and but one certl
cate holder in addition TO Cameron favored IL
The motion was however granted and Messrs.
Henry W slocum, S. V. White and Harry o. Have
cevers of the property in the hands Of the trustees
This property consisted only OF small BALANCE Oh
cash received by the trustees from dividends OF te
several corporations but not yet paid out as dvdends
to the certificate holders Of investments Of about
81 100000 in cash and of the shares Of stock OF t
varous cOTpOTatOns The receivers took possession OF
the money and investments and of the shares Of stock
but they neither took entitled to take posses
sion of anv OF the property Of any of the corporations
That property was by law in the custody Of the
directors of those corporation who mad heretofore
bpen elected nv the trustees Of the Sugar Refneres
COMPANY acting as the stockholders OF those corpora
tons Later an interlOcutOry decree was made Dy te
This Judgment was claimed to have been made with
ont notice 10 the trustees and to be most injurious
i'm the first instance denied but an appeal 70 the ten
by the trustees from the denial as wen a. nvh e
toctnpV decree was argued in December, 1890. but
no decision was rendered, the suits were soon WITH
The plan published and submitted to the supreme
Court in October 1890 acquainted the Court and the
public with the fact that the new 0G0anT and that it
was TO be a NewJcrsey corporation VIII oS SJ
of 100000 divided into S25ooO,oo1 VI ih poc
stock and S2JOOOO0O Of common Stock VIII 49,
TO issue bonds of the company for Si0,OoO,oOo,
by mortgage Of the prope Sr: a Amen ' gyen
Vi rho oneraiion Of The refneries and the practical
business had been In no way lnterrupeu VI aT ~
during any of the legal reorganization prOeculEs'
or since the formation of the Sugar Refnenes Com
pos sgc n was the situation when early in January
1891 IL was found that upward Of % per cent OF te
certlfcateholders had become parties y uas decided
again 10 submit the situation to the supreme toqrt;
With the suggestion that, considering the substantial
vn"atn tbo roceyership dissolve the Injunction, and
enable the trustees and the ReorganlZallCh Doitte
10 carry ont the plan. The Cameron SUIT was moved
Tor trial Inv the defendants the trustees the January
Term being the first at which it could be tried; and
the IS so 6Gf the S fsenGs for post
ponement on part Of the plaintiff INC court de ted
without delay. Cameron theFeupon discontinued MS
suit. ,.,. o,,ro,od ~, tho com
, Lad been adoppd on October 20. 1890, and had
heep then pnblshed to the cerfcaeholders and sub
med TO the supreme Court. dms was nr preTT he
plan carried out in the succeeding January; Ing the
circular announcing the plan was accompanied Dy ule
report Of the Accountants, Messfs d1ar peabCdy
a Co.. and sworn certificate OF the auditor oi the
accounts of the several corporations III coXetsu Se
period from the organization OF me sugar am ~
Company in OctObcr 1887, u september !, loo t; ~
showed that the property owned ny inc c1PVrsrG t
the shares Of whose stock were held by the trustees
Tor he certificate holders, consisted in october 1855
Of the sugar refining properties and Gtner app tSe3
and their goodwill, but without WORKING capI In AZ
ohout $4,000 900 had been thereafter borrowed 10
provide the working capital that DIVIDENDS at u1e
annual rate of per cent had been paid down 70 july
l. 1890 being within few days after the decision 81
the Court Of Appeals that the 1vidends 50 pala
/ 1890 there remained the original properties ana
pants of the refnerles with unmporant exceptlons
together with additional real estate and extensive
oSStions and improvements made I'm and 20 the build
ings and machinery, and surplus In caSh ASSES INV
investments above all liabilities OF more thah
Upon application to Mr. Justice Pratt setting forth
the facts and especially inc ai9sr @ Then made on
January 10, 1b91 vacatng the nluncu0h ussoINi.6
a., no of receivers the trustees OF Lle
Sugar Renneres Company. This transfer 10 the ruseo
at once took place. , -, .oono +io,e
both In this state and In other states were IN the com
plete control Of their own properties tat Iie Trustees
that the certificate holders for whom the trustees neI
the stock had approved plan OF reorganization WINCH
contemplated the transfer Of all the reineres ana prop
eTty To- the American sugar Refining Company, to be
organized under tho laws OF New,JerSey. tnere
of The courts or otherwise. upon the trustees or the Ger
tifcate holders, 70 deal freely WIN tl' PrVPeS az,
obedience TO the decision which had declared the le'
The reorganization was then at carried out In
conformity with the plan suOHueG 10 tv SILL s Rc
lining Company Incorporated under the laws on l
state of NewJeaey, with capltal OF " S H
which nominal amount, I'll 600 was III ue
first instance paid in in cash 70 comPy 1or WIN
specific provisions OF me aG6ntc9 nv the tPIs
tees of each OF the corporations to sell All OF
its property to the American sugar hehlng C9p s
the consent the sale of the holders OF all oi le
shares of stock Of each OF the corporations was OBJ
tanned and deeds and assignments OF the propefues
were duly executed and delivered to the american
smear Refining Company. These transfers included
not only the real estate refneres, plant STOCK nc
counts and the like, but all moneys anu a9seIs VI cNcIS
Tis reorganization and transfer also authorized
bv The certificate holders under provision of the
tt dood of 1877 enabling a majority of the certifi-
fcr MEND ID The issue of $50 600 900 I'm the stock
of the American Sugar Refining Company to the Cen
trail Trust Company for distribution, dollar for dollar
(ono-haf in preferred and one-haf In common stOGh
To the holders of the certificates Of the sugar Ke-
fneres Company. the assumption by the American
sugar Refining Company OF the debts Of all The cor
refining Company TO the various corporations OF certain
bonds secured by a mortgage OF ITS real properly.
january 10. 1891, the deeds aud assignments beng
then delivered the purchase price paid and the STOCK
llvcrcd 10 the Central Trust Company. Later ihat
COMPANY distributed the stock among the various
owners Of the old certificates.
Proceedings were then instituted tQr the VQIunIdlg
dissolution and surrender Of the charters OF the New
York corporations, whose capital stocks nave by
means of the aforesaid issue Of bonds TO them, beeh
kept intact I'm accordance with the laws of New York,
until the completion Of the dissolution proceedings.
The American sugar Refining Company Is the owner
of all the shares Of stock of all Of those corporations.
inquiry Is made why the new company should nave
been organized i'm New-Jcrsey rather than I'm New
Work For This there were many reasons such have
recently inncnced the formation OF most II not all.
great industrial organizations In thiS part OF the United
states one Of the principal reHnerleS was In New
Jersey and several others in states other than
New York: the expense Of organization in NewJeTsey
Of refeTFd d IN was ' eI@ved TO
lac more liberal than that Of the laws OF NewYOrh: :
certain corporate procedures were far simpler; and
three werr in the opinion OF counsel, various other
advantages.
In answer TO me queries Of the committee, Mr.
Havemeyer also denied that the llavemeyers as repre-
sentatves of the American Sugar Refining Company
nd entered into an agreement with Mr.. Sprcckels
lie declared also that the wholesale groces and the
refners had made 10 deal to the control OF
ho lnc 10 V-az tlprp
was no danger Of combination 10 raise the prices OF
sugar. That would be now Impossible In the tCe on
the new tariff The cost Of refining IN New York
double what 10 In England aud almost three
times what IL In Germany. II the prices OF sugar
were advanced now the foreign T'iners would under
sell the American companies. Mr.. Havcmeyer was
also Of the opinion that the beet root sugar Industry
would become with the present support OF the Govern
mcnt, a valuable industry OF this country.
II. .. llavcmeyCr. who has been before the com
mttce already, then recalled to the chair. ne
asked with regard to the production Oh the
books before the committee.
- ar azl cd Ia chairman