The Anaconda standard. [volume] (Anaconda, Mont.) 1889-1970, 1898-06-05

TO PREVENT A MEETING
The Complaint Alleges That the Direct
ors Have C~onspired to Have Their
Unlawful Acts Ratified by
the Stockholders.

q Mout4u1 auo buttS e bootOu Com-
panies on one side and the Montana
Ore Purchasing company on tho other.
was reached yesterday when . suit vas
brought in Judge Clancy's department
Of the district court asking for the
appointment Of a receiver for the b. 4
M. company and to prevent . meetins
Of proxy stockholders in Butte to-mor-
row for the purpose Of formally trans
ferring the property Of the company
under the Montana Incorporation to the
company recently organised under the
laws of the state Of New York.
The suit 10 brought by james For
roster and John Macginnis against the
Boston & Montana Consolidated Cop
per and Silver Mining company. .
Montana corporation; the Boston &
Montana Consolidated Copper and Sill
yer Mining company. a New York cor
poration; Albert 8. Bigelow. eonar
L~ewisohn, Charles Van Bruno, VIII
liam J. Ladd. Joseph s. Bigelow. JOS
eph @. Ray, Frank Klepetko, g. II.
Hyams, John F.. Forbis. j. H. Vivian
and John Doe. Mr.. M~acginnis, one OF
the plaintiffs, IL vice president and as
sistant manager OF the Montana Ore
Purchasing company, and the attor-
neys in the case are Governor smith,
Clayberg 4 Corbett n John j. NC
Hatton, which facts Indicate what In
terests are behind the starting OF the
new action.
The substance OF the allegations OF
the complaint IL hat the Montana cor
poratiQn was formed In June. 1887, Tor
20 years, with a capital stock OF $780,
900, shares OF the par value OF rs c
and has acquired property and fran
chises in the state of h Montana or
- a. ak4~p e9n nm nm The
company has for a long time been
carrying on its business with great
profit. For 1897 the net income was
Sc. 016 ,436. 90, and its dividends that
wear were $12 q share, aggregatfng
81, 800, 900. It could carry on is busi-
ness in the state and make a great
profit every year until the expiration
of the term for which II was incorpo-
rated. The plaintiffs own 100 shares OF
the stock each. Forester being a resi-
dent of the state OF New York and
Macginnis a resident of Montana The
rights. liabilities and privileges OF the
New York company and Its stockhoid-
ers are different from those OF the
Montana The directors and
caused to b. organised the New York
company for the purpose OF transfer
| ring or having transferred to 1t all the
properties. privileges, assets m IRAN
chises of the Montana company, OF
which they were directors. in exchange
for the capital stock OF the New York
which capital stock they In
tend to exchange, share for share,
with the stockholders Of the Montana
company. -.
During last April the directors held
a meeting outside the state OF Mon
tana, and without notice to the
stockholders wr9ngfully and unlaw-
fully and without right or authoritN:
caused to be executed in the name or
the Montana a Iced of con-
yeyanc to the New York company,
conveying to 1t all the property OF the
Montana The New YORK
took possession OF the prop
erty and now claims to be the owner
\ of IL, and the directors are now insist
ing that the plaintiffs and all other
stockholders shall exchange their
stock again, against which the plain
tiffs protest and refuse to assent to the
acts of the directors.
The plaintiffs, as stockholders, have
received notice from A. :. blselow'
president of the company, that a meet
ing of stockholders would be held in
Montana on June 6, and requesting the
plaintiffs to sign proxies and their con-
sent to the transfer and ratification OF
the action Of the directors. The plain
tins have declined to give proxie as
requested and protested against the
confirmation of the acts of the directors
and brought the suit on behalf OF them
selves and other stockholders similarly
situated for the purpose OF preventing
the scheme of the directors being car.
ried into effect and for the purpose OF
having the deed to the New York com
pany Cancelled and set aside and the
property of the Montana company
placed in the hands of a receiver n
sold. and It's business affairs wound up
and the proceeds distributed to Its cred
itors and stockholders.
The directors of the Montana Cop
per company wrongfully n unlaw-
fully conspired together to carry out
the acts complained of and have called
a meeting to be held June s for the pur-
pose of having their unlawful acts
adopted by the stockholders and have
conspired to get control of three-quar-
ters Of the stock to be voted In ratifica-
ton Of 4heir acts, and unless re-
strained they will dissolve the Mon
tana I'M transfer the prop
erty to the New York company. The
threatened action. unless restrained,
will cast a cloud upon the title OF the
Montana company and its stockholders
to the property. The deed to the. New
York company purports to be the deed
of the Montana company. but II and all
the acts OF the directors are ultra wires.
fraudulent and void as to the company
and the plaintiffs.
II the court does not interfere by It's
Injunction. the defendants will organize
a stockholders meeting and in person
and by proxy vote more than two
thirds of the capital stock in favor OF
the proposition to dispose o: or incum-
Der the property OF the Montana com
pany. Some. If not all Of the directors
Of the defendant company. are stock
holders Of the Butte & Boston COM
pany of New York. and are materially
interested in the forming Of that COM
pany. which has acquired the property
and interests and liabilities of the old
Butte 4 Boston company OF Montana.
An insolvent CORPORATION. The new
Butte e. Boston company has been car
rying on mining operations on the prop
erty acquired. but IL has not been pros
porous. md has not paid any dividends
or profits to it's stockholders since its
organization. Some OF the Boston q