The Saint Paul globe. (St. Paul, Minn.) 1896-1905, 1897-03-26
WILL NOT BE OUSTED
OFFICERS OF THE MINNESOTA
PACKING COMPANY REPLY TO
THE ALLEGATIONS
OF THE ENGLISH INTERESTS.
p c SHUFELDT ENTERS A LENGTHY
DENIAL TO THE ORIGINAL COM
PLANT.
FULL HISTORY OF THE COMPANY.
What Has Been Done From Time to
Time in the Interest of Those
Whose Money Is Invested

The answer was filed yesterday in the
action brought by the Minnesota Pack
ing and Provision company, limited,
corporation of Great Britain, to Gust
Philip s. Shufeldt and his official as
sociates from the management and
control of the business. The order to
show cause why the defendants should
not be ousted and a receiver appointed
was returnable before Judge Lewis
Yesterday forenoon. Mr.. Kellogg, Of
Davis, Kellogg & Severance. represent
ed the plaintiff, and Mr.. Squires. Of
Flandrau, Squires & Cutcheon, appear
ed for the defendants. The matter
was not argued, however as Judge
Lewis decided that he could not hear
the case, having, when a member OF
the law firm of Lewis & Hallam: had
business with the packing company.
The hearing was accordingly postponed
until next Saturday forenoon, when the
case will be heard by one Of the other
judges.
The answer Of the defendants is an
extensive pleading, which begins with
the organization of the Minnesota
Packing and Provision company, Of Illi-
nois, the predecessor of the Minnesota
company, and of the ST. Paul Refrlg-
orator Car company, also one of the
parties defendant. The answer sets
forth that the Illinois company, after
selling 100000 worth Of bonds, contin-
ued in business for a little over year
and then at the instance of MIR. Shu-
feldt, the other companies were formed,
and the property of the Illinois COM
panies transferred to them. About the
same time the plaintiff company was
organized in England, Mr.. Shufeldt
has held the proxies Of the plaintiff
since the organization, and has CHOSEN
the directors, who have no substantial
interest in either company. Mr. ShG-
feldt and his associates control 2,269
shares of the preferred stock, and over
4,027 of the common stock making d
total of 1915, 900 out of a total of $780,
OOO-S15, 900 of the stock remaining in
the treasury uniSSued. The plaintiff
has, it is alleged, no power to remove
the directors or obtain possession Of the
property until May, at the annual
meeting It is alleged that it is untrue
that at the time of the organization
Of the Dakota company one-half Of the
common stock was issued to the Min
nesota company. One-half was issued
to the Refrigerator Car company and
the other half was issued to the holders
of the preferred stock of the Dakota
company. Continuing the answer pro
ceeds:
Defendants expressly deny that such pur-
Chases or sales by the said Minnesota COM
pany of the said Dakota company and the use
Of any brands Of the said Minnesota company
were without charge to the said Dakota com
pany, but, on the contrary thereof, allege
that the said Dakota company was at all
times charged the proper commissions and
nnTa n
and that by reason of the operation of the
said packing houses formerly occupied by
said ]. j. O'Leary & Sons the business of said
Minnesota company has been greatly benehteo
and said Minnesota company has been enabled
to make more profits than it otherwise would
have done.
Defendants further allege that by reason Of
the better construction and more convenient
arrangement of the said Dakota company S
packing houses the said Dakota company
has been able TO make a larger profit Than
the sad Minnesota company has been able TO
do in its said packing houses and has PAID
dividends upon its preferred capital stock
and has a surplus of undivided profits, one
fourth of which said undivided profits Will
inure to the benefit of said Minnesota company
hereinaboVe stated and that all OF the
business dealings and arrangements between
the said Dakota company and the said Mime
sofa company have resulted in profit TO said
Minnesota company of at least $25, 600.
Defendants deny that the green meats
which have been delivered and sold to the
said Minnesota company by said Dakota COM
pany have been paid for at once, that the
same were required to be kept by said Min
neSota company for over thirty to ninety
days, as alleged in said complaint; but on the
contrary thereof, allege that large proportion
of such green meats were disposed OF by
said Minnesota company at once, and that
the same when so disposed of were always
disposed OF at profit of over 20 per cent, and
that the said Minnesota company has at all
times since beginning business with the said
Dakota company owed the said Dakota COM
pany large sums of money, varying from $1,000
to $50 coo.
Defendants expressly deny that they have
at any time used or managed the property and
business of the said Minnesota company
wrongfully or fraudulentiy to make a profit
for themselves, to the injury of said Mime
sofa company, whether as alleged in said COM
plant or otherwise.
In the said packing business at said South
st. Paul, belonging to and represented by the
said Shufeldt, have at all times been much
greater than the interests belonging to and
controlled by said Alpheus b. Stickney, AnSel
Oppenheim, Arnold Kalman and c.. w. Ben
son. That the packing business was first be-
yards yan in Sc or about Bout" the he year ear
1883 the capital therefor amounting to
at least $500 000 being furnished by Anderson
Fowler and Robert D. Fowler, but that the
same managed and controlled by the said
Stickney, Oppenheim and Kalman up to and
including the year 1893 hereinafter stated.
That during all of said time the said Stick
ney, Oppenheim and Kalman had no substan-
tial interest in the said business, but were
merely representing the interests Of the said
Fowlers That the corporation then operating
said packing plant was the Minnesota Pack
Ing and Provision company of the State of Illi-
nois one of the defendants herein. That the
said Kalman the president of said COM
pany and drew salary of at least $1,000 a
year as such president, during the greater
part Of the time between the beginning OF
said business and the year 1893; but as de-
PENDANTS have been informed and believe, the
said Kalman did not, during the term oil
his office said president, give any active
attention to said business or even visit the
said packing plant more than two or three
times. That in the year 1892 the said Robert
D. Fowler died, and the said defendant Shu-
feldt, being the Son-in-law of said Robert D.
Fowler, took up the management of the bust
ness of said Fowler, and that said Shufeldt
came to st. Paul in the year 1898, for the
purpose Of examining into the said business
of said Illinois corporation so then being man
aged by said Stckney, Oppenheim and Kali
man aforesaid. That upon such eXamina-
ton the said Shufeldt became satisfied that
the said management was not properly con-
Quoting the said business or realizing the
best results therefrom, and that he thereupon
acting in concert with said Anderson Fow-
Ter, took the management of the said business
and at the next meeting of the stockholders
thereof elected other directors and officers in
place of said Stickney, Oppenheim and Kali
man, and has since such time managed and
controlled the said business, which was there.
after succeeded to by the SAID Mnnesots
Packing ana Provision company Of Minnesota
and the said ST. Paul Refrigerator Car com.
pany, as herenbefore stated with the full
approval and authority of the stockholders
thereof That ever since the said Stckney
Oppenheim and Kalman were removed as
oficers Of said Illinois company they have
been hostile tc the interests of the said de
power to injure the said Shufeldt and his as
SOciates. and TO place obstacles in the way