The news & observer., 1897-03-04
SENATE SUBSTITUTE
Apd Matters Pertaining TO the
Effectiveness of Measure.
TIE LEASE INVESTIGATION
AGAIN BEFORE SPECIAL COM
MITTEE OF LOWER HOUSE.
MR sMlrn BEFORE COMMITTEE

,entions of the Individual Stock
holders on the Senate
Substitute.
The Special committee of the House to
whom was referred the Senate substl-
tute on the lease question met in the
Supreme court room at $3.50 o'clock yes
terday afternoon, Chairman q. A. COOK
presiding. Every member of the COM
mittee was present The Senate subst-
tute was read by Mr.. Schulken, of the
committee, after which Mr.. Ed Cham
bers Smith was called to the stand and
sworn by Chairman Cook. and examln-
ed by Judge Avery. After some prellm-
mary auestions as TO Mr.. Smiths occu-
patton. his connection as director and
stockholder in the North Carolina Rall-
road. Judge Avery said:
Il understand that you approve or the
90 year lease"
Mr.. Smith replied: "Yes sir. AT first l
was doubtful about its adyisabll1ty, at
forwards / purchased stock both for my
self and my mother-in-law, Mrs. balson.
/ bought the stock because Thought II
the best investment that l would get.
did you regard it as a good invest
ment because of the long term OF %
years?'
.My idea was the longer the term the
better the investment"
ssDid you regard it as better invest
nent because it could not be interferred
with by the majority interest for W
years.
.sI gave more for it ON that account"
'.Do you now regard it as more valua-
BILE because the minority stock has pro-
lection against the majority interest for
long timer
II regard, as a stockholder the best
investment being that, all things being
equal. where | am afforded most protec-
ton. i think the charter gives the
minority stockholders of the North Caro-
lima Railroad protection for their inter
est"
aYeu consider then that this charter
passed prior to '6S is contract between
the State and the private stockholders z
ssAIy opinion is that this charter cannot
be amended without consent of the stock
holders upon the ground that it is a con-
tract"
..Do you regard the stipulation to give
you z per cent aG a contract getWeen
yourself and Southern Railroad Company
made in pursuance of the charterY
81 don't know as to the legality of the
lease. If the lease is valid | consider 1T
a contract between every stockholder
of the North Carolina Railroad Company
and the Southern Railroad Company.
IF it is a contract of this nature, do
YOU think that the legislature of North
Carolina and the Southern Railroad Com
pany can by any agreemnt amend or
alter this contract without the assent OF
the stockholders, given in regularly con-
stituted meeting Of stockholdersY
II have not investigated the question
but l should not think that a contract
could be altered or amended without the
assent of all parties to it,
do you not know that it requires the
presence of 100 private stockholders, rep
resenting a majority Of private stock
with the State proxy to constitute a law
full meeting Of stockholders of this COM
pany?
II do not; have not examined the
charter carefully, and / never heard that
it required 100 private stockholders to
constitute d lawful meeting until q few
days ago when / saw it in a newspaper.
| had understood that it required a ma
iority in value OF the private stock. Have
not read bylaws Of the company"
"Haye you never heard that it was
because of the non-attendance of 100
private stockholders on meeting of the
North Carolina Railroad Company that
prevented a lawful meeting of stock
holders when the State proxy appointed
by Governor Carr, and representing three
fourths Of the stock desired to vote TO
amend the charter subjecting the stock
of the company to taxation:
II don't remember to have heard 1t.
MY idea always was that it was only
necessary to have a majority IN value Oh
private stock"
do you consider the substitute, read
before this committee in the nature OF
an amendment to the charter IN so far as
it affects your rights as stockholder!
II don't recall anything in 1t which
regard as an amendment to the charter.
''If you should be wrong in this opinion
would you be willing aus a private stock
holder to join in a meeting with other
private stockholders in ratifying 1t as an
amendment to the charter, if it should be
passed by the Legslature?"
sit is my present intention to attend
the next meeting of stockholders and |
shall try to act in such way as / con-
slider it my duty. / have very great re
spect for this legislative enactment"
''Ie it not your present purpose to re-
sist the ratification of any amendment
10 the charter Of the company lest the
adopti0n Of such an amendment may
subject the charter to legislative CON
troll just as if it had been granted since
1852
"I have not determined how / shall act
IN such matter"
what is your present opinion as to