The news & observer. [volume] (Raleigh, N.C.) 1894-current, 1900-03-29

unless sooner dissolved for one or more of
the causes of dissolution set forth in the
general laws of the State, or unless its
charter should be repealed by the General
Assembly of North Carolina in exercise
of the power conferred under Article VII,
Section l of the Constitution of the State.
Here the section Of the Constitution
and the provisions of the laws of the
State in regard to the formation and dis
solution Of corporations are quoted, as
are also decisions Of the Supreme court
Of North Carolina constituting the law.}
''That the said Blackwell's Durham To-
bacco Company being a solvent going
COOPERATION. whose charter has not yet
expired ncr been forfeited by any of the
causes Of forfeiture set forth in the statu-
tory provisions Of the general laws of the
State of North Carolina, nor declared for
feited at the instance or suit of the At
torney General Of the State in the manner
provided in the general laws, the only
cover to dissolve the said Blackwells
Durham Tobacco Company as a corpora
ion and to sell its property and wind UP
is business affairs is the constitutional
ower vested in the General Assembly OF
North Carolina, to repeal the charter and
hereb dissolve the corporation, which
vested power this defendant contemplated
invoking at the next adjourned session OF
he General Assembly when he published
The notice (and his proposed repealine
| bilD as required and authorized by law in
| a newspaper 1.-THE News and Obseryer),
| which said notice and proposed bill were
| published prior to the commencement CT
| his suit" That no meeting Of the
| stockholders Of the Blackwell Company
| has been called or held Cor if so the de-
| fendant stakeholder has received no no.
| ice thereof, nor has any resolution been
| offered looking to such sale; but this
| 1efendant says to your Honorable court
| hat he would, if offered the opportunity.
| oppose and Withhold his consent to such
| sale and conveyance to the American To-
| aacco Company. if attempted to be made,
| md his opposition thereto would be for
! he reasons stated in the following para
| graph:
VI. THAT as to the alleged offer of the
/ American Tobacco Company to pur-
chase said property at the price of
| So, SOC, COO, this defendant has hereinbefore
answered; that this defendant is inform
ed and believes, that neither the COM
plainants, nor the American Tobacco
| Company, bought from J. s. Carr ard s.
II. Austin, and the other stockholders as
sociated with them in said sale, the
stock held and owned by said J. S. Carr
and S. H. Austin, and their associates in
said Blackwells Durham Tobacco Com
pany in December, 1885, aggregating IS
per cent. of the entire capital stock at
the price of ST. per share; but on the
contrary, said ]. S. Carr and S. H. Austin
and their associate stockholders, sold at
he price of SIT per share their aforesaid
stock in said BlaekwelPs Durham Tobac-
co Company to a syndicate of persons
representing and acting for the Union
Tobacco Company, which said Union To
bacco Company was then chartered and
organized to be competitor and rival
to the American Tobacco Company, and
shortly thereafter the Union Tobacco
Company sold out for a greatly increased
price, to-wit: about $4,000, 900, to the
American Tobacco Company their hold
ings of stock in said Blackwell's Dur
ham Tobacco Company. And this de-
PENDANT further says that if the complain
ants and the American Tobacco Company
holding stock in Blackwelis Durham To-
bacco Company, are unable to acquire
clear and indefeasible title to the cor
pOrate property OF the company, tney are
not entitled to sympathy from ANYBODY,
and more particularly ought not to be al
lowed to come into your Honorable court
sitting in equity and obtain the relief
asked for, or any other relief, even II
the court had full and unquestioned Jurls-
diction Of the subject matter of this suit,
and had the power to grant the relief ask
ed for, because
First. This defendant is advised that
the American Tobacco Company had no
legal right under the provisions OF lts
charter to buy the said stock in Black
wells Durham Company, now held by the
compliments.
Second. This defendant says, on in
formation and belief, that said stock IN
Blackwells Durham Tobacco Company
Signature sigma sHs TMZNzZI