Wheeling register. [volume] (Wheeling, W. Va.) 1878-1935, 1900-02-14
trick ENTERS SUIT
AGAINST CARNEGIE.
Continued from First Page.

! partnership, but Prick is unwilling to
take advantage of what he believed to
be a limited partnership until he was
advised otherwise after this contro-
versy arose and he therefore offers
(A)-To sell his interests in the firm
at what three business men will judge
them to be fairly worth;
(B)-To execute new papers making
a valid, binding, limited partnership,
and to continue the firm, in all re-
spects, as it was intended heretofore
to do;
(C)-To continue the firm, even If
is a general partnership and all are
individually liable, provided he be al
lowed to participate In the manage
ment, because to leave the sole man
agement to Carnegie would result,
eventually, as he lFrick) believes, in
financial loss.
OFF Carnegie refuses all these Of
fers, then he asks the court to dissolve
the partnership and to have a receiver
appointed to sell the property and pay
the debts and distribute the balance.
One of the interesting clauses in the
bill demonstrates that the company
was M a limited partnership and
then tells how the capital OF the COM
pany wa provided. 1t says:
The agreement of 1892 provided that
capital to the extent of $40, 000, 900
should be paid in cash on or before the
Both day of June 1892, but made no pro-
vision for the remaining capital, viz:
SIS, zoo, 600. Said amount Of increased
capital was
Never Paid Into the Association
in cash, either ON or before the 30th
day of June, 1892, or later. Said in
crease was made in the manner follow
ing: On the 30th day of June, 1892,
the firm of Carnegie, Phipps & Com
pany, limited, declared a dividend of
200 per cent on it's capital stock OF
IS, 000, 600. The amount of this divi-
dend thus declared wa $4,000, 900.
On said 30th day Of June, 1892, the
firm of Carnegie Bros. & Company, linn
tied, also declared a dividend upon it's
then capital of $4,000, 900, of 200 per
centum, making the amount of the div
idend thus declared $40, 000, 900. Checks
were given by Carnegie, Phipps &
Company, limited, to it's members, and
by Carnegie Bros. & Company limit
ed, to it's members for their several
shares of said dividends, the said mem
bers being the subscribers to the ar
ticles of association of the Carnegie
Steel Company, limited.
These checks thus given to said
members were endorsed over by them
in payment of their several subscrip-
lions to Carnegie Bros. & Co., limited,
in payment of the several subscrip-
lions to the Carnegie Steel Company,
limited. In fact no cash was paid by
either of said limited companies, Meth
er by Carnegie Bros. & Co., limited,
nor by Carnegie, Phipps & Co., limited.
There was not cash in bank to the
credit of either company to meet said
checks thus by each drawn. Suisse
quently Carnegie, Phipps & Co., limit
ed, having retained assets sufficient
To Pay Its Obligations
other than those assumed by Carnegie
Steel Company, limited, conveyed to
the Carnegie Steel Company, limited,
all it's property, real and personal.
All the assets of Carnegie Bros. & Co.,
limited, at the time of said articles
of association of 1892. and for some
time prior thereto, were chiefly in the
shape of real and personal estate. 1t
would have been impossible for said
company to have paid said checks thus
drawn by it without selling the whole
or part of said property, real and per-
sonal, all of which was needed for the
conduct of the business of the Carne-
gle Steel Company, limited, and was
thereafter used by it in carrying on it's
business.
Mr.. cCook also called emit
to the fact that three of the Oldest
partners, Henry Phipps, Jr., Henry
NJ. Curry and #. It. f. LOveioy, and
several smaller holders of interests
are in sympathy with Mr.. Frfck and
opposed to Mr.. CarneEIe's present
attempt.
The bill was not filed until 5 o'clock
this afternoon and the Carnegie Steel
Company was not notified of the suit
owing to the lateness of the hour. A
copy of the bill will be sent to the
defendant tomorrow.
TIE A wv nnlT DADS