New-York tribune. [volume] (New York [N.Y.]) 1866-1924, 1892-12-20
TIE COURTS.
ACTION AGAINST 4 MARBLE COMPANY.
DEMURRER IN THE COMPLAINT AGAINST RED

DEMURRER IN TIE COMPLAINT AGAINST RED
FIELD PROCTOR ANn OTHERS
Judge Patterson yesterday heard argument upon Il
demurrer TO complaint In an action brought By Ed
mund VI. Smcdbcrg against the Vermont Marble Com
pany Rcdfied Proctor Fletcher ID. Proctor. Fisher ~
Baker. Fr1nk CPartrigc, Ad0lphuS Smedberg Francis
Is. Riggs John X. Meyers +. j. OIrnsbec. W. W.
Grout and Emily J. Proctor. b which 1t is charged
that Senator Proctor. Of Vermont, has engaged In Il
scheme 10 dcraud the stockholders Of the Vermont
Marble Company by dcprccintlng the stock and
"freezlng out" the stockholders. The complaint
shows that smcdbcrg owns 100 shares worth $1,000
par value The Vermont Marble Company was III
cOrpOratcd In 1890. RedGed Proctor the prcsi
dent OF the Vermont Marble Company from 1850 TIL
1889. Tlen Is alleged he procured the election OF
his Fletcher d. Proctor, who.has been president
sEcc. The complaint alleges that the property
was properly managed for four years. During 1854
the complaint alleges the profits were not less than
$4,000 At the end Of the year. 1t Is charged, Red
field Proctor reported that there 100000 square
feet of sawed marble on hand less than was
really the case, by which he reduced the profits $780,
600. In the year $4,000 was spent on I'M
provements. which not credited to the improve
ment account but put in as expenses The treasurers
annual report showed n profit OF 100000, OF With
sum $4,000 was paid ont In dividends. During the
first four years of the existence of the company the
profits 81 100000.
At the end of Iss4. it is further alleged, Red
Geld Proctor owned $4,000 shares OF Stock ana 10
gerher with his friends held controlling SNARE
The company then prosperous. In that YEAR lie
began TO miSmanage the affairs Of the company IL
is charged I'm the complaint and prevented the pay
ment Of dividends. About that tine. II IS Charged
Mr. Proctor acquired absolute control OF the property
lie then displaced number OF trustees In l77o ne
transferred ljOO1 shares OF the property 10 lbs WIFE,
Emily J. Proctor L. J. Ormsbee and W. ". UrOut' III
trust and says that he does not OWN any sEares'
The plaintiff believes that he still owns the stock lie
charges that Mr.. Proctor las caused great improve
mens TO be made In the property, costing Soooooo,
which were entirely unnecessary. NO entry "i
these expenditures has been made. ii Is alleged on
eyher tbe involvement or the asset account. except
an entry OF 500 made in 1890. 1t is charged 10
IS building an expensive MILL and has lad two rail-
road componies started out OF the funds Of the COM
pany
Smedberg charges that Senator Proctor kept false
books TO mslead and defraud the stockholders ana
also that he has taken the books ont OF TINS su9 u
Vermont In order to remove them from an iuvesusa
ton by an inspector. He declares that duIing the
seven wears between 1854 and 1891 the company ms
earned at least 5000 net yet only three aiVehds
have been declared, in 1855, 1856 ana less atSe9
ing $4,000 The nnfounfcl liabilities have Inciea>e1
from S2l $50 S4O4 4O5, aud tie total ma, n.aH.>S
has increased from $944,oo3 10 81 olO.03'. senator
Proctor ii is alleged has represents, thc s'VC" - W
of little value and has offered khoder' from -
TO S45 share for then stock snedbcTs DHeNe' Ua',
the stock is worth at least 80 sniTc, ana as l h
the affairs of the company b.. examined ana tha ne
company be dissolved lie also asks for an non
restraining senator Proctor rom mahnG iur'hei eN-
penditures, Ind that receiver be appointed !,
The demurrer 10 the complaint dos not discuss the
merits of the but MAXI, the following iHh'a %
of the company; the defendants are not The proper
parties there is cause of action p!@niif has no
right to dissolution of The COMPANY hc Is NOT te
District Attorney, has he sent statement u lc
District Attorney.