The Anaconda standard. [volume] (Anaconda, Mont.) 1889-1970, 1898-06-28

not In good faith: but this court does
not md that there is anything in he
evidence which gives this court he
right to believe that the suit Is not in
fact brought in good faith.
The attorneys OF the defendants
have said much about this matter in
the arguments. but the court must take
the case as IL is found in the pleadings,
and the court does not like To assume
that any person will institute any suit
that is not in good faith.
1T appear to this court that the de-
PENDANTS have not the right to raise the
question as to good faith. becaus III the
plaintiffs have the right to object 20
anything that the defendants are trv-
ing to do. h court has not the right
to look into the motive which may be-
long to the plaintiffs. and has no right
to question the reasons why the plain
tiffs wish to assert whatever right they
may have. This court believes that the
plaintiffs have the right 20 pbiect 10
the scheme which the defendants say
they to carry out. then / feel
satisfied that / have NJ rign. 10 ques-
ton the plaintiffs motives. The stock
belongs to the plaintiffs. and the stock
holders of the corporation have the
right to object to anything which the
directors or other stockholders intend
TO do. which is not authorized or law
full. There is nothing in the evidence to
Ellth NIaN Nlt III lbN oANAl
in good faith.
II do not think that ! ought 10 accept
the bond which the attpr-
neys have offered in court in this case.
This court Is Of the opinion that the
act which the defendants propose TO do.
by voting to sell all of the company's
property for the stock of another COM
pany is not lawful, and l do not .hink
the court has the right to order any
body TO accept a bond to protec: them
against any act which is decided 10 be
unlawful in itself. The defendants do
not dispute the fact that .hey intend to
transfer all the company's property Ter
stock in a new company, ana when
they admit that they intend TO do h a
they admit, In the opinion of this court,
that they intend to do something which
is unlawful, and his court will not ar
der that bonds be given Dy the -
PENDANTS, or that such a bond as the
defendants ave offered be accepted 10y
the plaintiffs in this case.
This court de 1Ides that plaintiff had
the right to bring this sui. without first
consulting the directors or the stock
holders of the old Boston 4 Montana
Consolidated Copper and Silver Mining
company. because under the authorities
and the decision of our supreme court.
stockholders have the right TO ptiny a
suit of this kind where IL is plain that
neither the stockholders nor the direc-
tors would assist the plaintiffs II they
were asked to do so.
II therefore decide and order that an
injunction pending this suit be issued,
enjoining the defendants from voting
at any stockholders meeting TO trans
fer the property of the old Boston e.
Montana company to the new Boston
& Montana company in exchange for
stock. and ] sustain the application of
the plaintiffs for an Injunction pending
this suit: but before such Injunction
issue plaintiffs must give a bond. and
the injunction which l have issued
must remain in force for a reasonable
time Until the bond be given and the
injunction be issued.
The court is OF the opinion that the
evidence i'm this case does not warrant
the appointment of a receiver, because
II does not appear that a receiver is
necessary. and il might do much dam
age to the stockholders of the old Bos-
ton & Montana company.
The defendants nave agreed that
they will cancel the deed which the
have made to the new Boston a Mon
tana company. If the court decides that
the deed is not proper. and l think that
this offer to cancel the deed by the de-
PENDANTS is made in good faith. and
thereIre |. refuse to appoint a re-
ceiver."
In the arguments on the case. which
were mad before Judge Clancy last
week. the plaintiffs were represented
by John J. Mediation and Frank r..
Corbett and the defendants by Judge DE
Witt, Louis Marshall OF New York and
JOhn f Eorbis