The Salt Lake herald. [volume] (Salt Lake City [Utah]) 1870-1909, 1894-09-09

who received them, for reasons which
he then states:
"Messrs. Colby and Hoyt were the
only members of the Northern Pacinc
board during the year 1SS9-SQ in Wnicn
the transactions under review took
place. that apparently had any direct
interest in the Chicago terminals. Tney
acquired such interest long prior TO the
time when they became members OF
| the Northern Pacific board and at
time when they owed no duties to the
Northern Pacific company. The NORM
| ern Pacific company did not 1urnisu
these bonds and were in no degree ma
BILE for them. 1t is true that by It's
lease of 1890, with the Wisconsin Cen
| trail system it had assumed all the
covenants and agreements mace by the
Wisconsin Central company, and the
| Wisconsin Central company with us
terminals. and thereby have agreed TO
pay the Chicago o. NORTHWESTERN a
cific company in addition to fixed an
nual rental of $780, 900, a sum sufficient
to pay any deficiency on the first mort
gage bonds of the Northern Paclnc
! COMPANY. the bonds in question not de-
rived from other rentals. There was
not a direct promise to pay the inter.
est due on this, and hence no rlght Oh
action upon the covenants or agree
ments existed against the company.
/ The agreements of the Northern Pa
icific Railway company to pay or guar
antee as rental a sum sufficient TO pay
the interest on these bonds was of that
character, and made only with such
purpose that it could not at any time
cancelled by the mutual consent OF
the two companies and the holders of
the bonds would be remedies to pre-
vent such cancellation. Further, there
was no agreement whatever on the
part Of the Northern Pacific Railway
company to pay or provide any FUNDS
| for the payment of rentals or for the
payment of these bonds. 1t cannot,
| therefore. be said the Northern Pa
cific Railway company has paid from
any interest on the bonds that have
come into the hands Of the Oregon
Transcontinental company. If this were
| a suit or proceeding on the part or the
Northern Pacific railway to set aside
the assumption of the Chicago d North
er Pacific lease, the master hardly
thinks it could compel the parties who
had received the proceeds of the Chi
lcago & Northern Pacific bonds to ac-
lcount therefore. If conclusions are
lcorrect, he continues, then Mr.. Cakes
as an officer of the Northern Pacific
company, had no duties to perform In
relation to the Chicago & Northern Pa
cific bonds or their proceeds, and was
not bound to investigate the transac-
/ lions IN Ile sale VI lilCOC OOlANo.
The next finding is that the Northern
Pacific company loaned the Oregon ano
Transcontinental company through the
WISCONSIN Central company, under
agreement of January 16, 1890, sums
amounting in the aggregate to IS. $780,
600, which were all paid back with in.
terest at per cent. on the 26th day OF
June, 1890, and that the Northern Pa
cific before suffered no loss or injury by
reason of the loan.
The next and last question considered
is whether in respect to the lease OF, the
Chicago Terminals to the Northern
Pacific company. an, exorbitant or i'm
provident rental was agreed to be paid
or whether the same was so exorbitan1
or improvident as to indicate nonfeas
ance or misfeasance on the part of Mr.
Cakes In the discharge Of his duties az
an officer and director of the Northern
Pacific railway.
The finding as to that is that the
rental agreed to be paid by the North
Iern Pacific Railway company for 1T:
lease of the Chicago terminals Of Apri
II. 1890, was not eXorbitant or improvi
Ident, and that Thomas F. Cakes wa:
not guilty Of any misfeasance or non
lfeasance as an officer or director of the
Northern Pacific company in respect t
lsaid lease.