The farmer and mechanic. [volume] (Raleigh, N.C.) 18??-19??, 1900-03-06

| exchange and has no market value ana
| the plaintiffs cannot Withdraw from fhe
/ corIoration by sale of their stock With
| out very great loss: that by a sale as
! PRAYED i'm this bill the plaintiffs woul'i
| receive 50. 7OS. HU for their holdings.
| whereas if they tried to sell it iney
certainly couldn't get over S2Oo.on:
| that this same condition applies 70 HI
| other stockholders. that If plaintiffs put
I! their stock on the market he other
stockholders could not sell tlIri- hold
| ings at all.
). That the interest and Investment
Of the plaintiff stockholders are mcnaced
by a threat on the part of w. - GGth-
RE, the holder of one share Of stock Of
| said npany he purchased this one
share after the plaintiffs had acquired
more than % per cent Of all tle stock
Of said company. and when he Cath.
rie) had no interest III the corporation,
and was purchased by him for the par-
| pose of doing all in his power to haras~.
annoy. veN and, perhaps. make inlposs1-
bic the management Of the business Of
said B~lackwcli's Durham Tobacco Com
pany: the said Guthrie Is a lawyer
| and politician Of more or less promi-
nence in North Carolina, and he has
caused to be published in newspaper,
in North Carolina an advertisement Of
his purpose to cause the introduction in
TO the Legislature. at its session begin
ming June =. 1900. of Il bill to reDpai
the charter Of the said BlackWelPs Dur
ham TOBACCO Company and to appoint
trustees to wind UP the affairs of said
corporation
IA copy Of the News and Observer
containing the repeating statute pro-
posed by Maj. Guthrie together with his
interview and advertisements is attached
here for the information of the court.
The attack ON Maj. Guthrie then con-
tinues: That the investment of the
stockholders would be rendered compare
lively vaiueleSs, or at least much less
valuable than at present, by the pro-
posed legislation, for the reason that a
great deal of the value Of said stock
coines from the value Of the brand "I!lr-
ham Bull owned and controlled by SAID
Blackwell's Durham Tobacco Conrpany.
and the good will of said BUSINESS: and
While the brand and good will are now
Of very great value, they would not De 50
after the business had been run and
conducted for even Il little while. by
trustees such as are mentioned in said
bill proposed by said Guthrie-trustees
entirely Incompetent for the conduct Of
~ DSN-A 10y tiLA o1Ad ~ thN Us -
Of the stockholders Of said company, and
owing their appointment. and therefore
alle9lance. TO one who desires. and pub
licly and ostentatiouSly desires, the de
pletion and destruction. instead of tue
enhancement and protection, of the prop
erty Of said Blackwelrs Durham Tobacco
company, h investment of your orators
and TX other stockholders; that Your
orators hesitate to believe that the Leg
islature would pass a statute so unjust
as that mentioned i'll exhibit A News
and Observer February 20, 1901 here
to, especially when its introduction and
promotion are induced by such unworthy
motives as those avOwed by the said
Guthrie. the promoter thereof, burt your
orators nevertheless desire to call to the
attention of the court that the Said
Guthrie is, as heretofore said, a politi-
elan of more or less prominence, with his
present affiliations, perhaps. with that
political party at present dominant in the
Legislature Of North Carolina; that there
exists in North Carolina at present a pre-
judice against the Blackwells Durham
Tobacco Company. and against, indeed,
all corporations, and especially all aarge
corporations, which prejudice has been
created, and so strengthened by partisan
newspapers and other political influences
as to make the passage of the bill 1ntn-
toned not altogether unlikely; that en-
account of the extreme sensitiveness to
injury of a great deal of the property be-
longing to said Blackwell's Durham 70
baccU Company. TO Wit. the trademark
and good will of said business, the said
menace is a serious one and as your ora
tors are advised, believe and insist to this
court his menace alone would authorize
thiS an,,yt ~, thn o~or1 - - o1,,,A~ / -
jurisdiction. TO the end that the property
of the said corporation should be sold
at the highest possible price, and that its
affairs. pending such sale, should be run
and conducted so as TO enhance as much
as possible the value of the property of
the sand corporation. and the consequent
Value to our orators, and the other
stockholders, of their investment in the
stock Of the said corporation.
q. That the threats and menaces are
made by Guthrie who is a stakeholder Of
the company and entitled to a voice in
the inala cement of its affairs: and he
has said that he would never consent TO
a sale nor admit that the property could
be sold without his assent nor agree to
any other policy desired by the holders
of a majority Of the stock. and that he
has threatened to vex and threaten the
business OF the company just as often
as the Legislature meets, and that he will
not sell his stock for over ST., OOO,-
W.. That all this shows the constant
danger the business is in and makes it
clear that there is an irreconcilable dan
ger and antipathy between Guthrie and
the interest OF the other stockholders.
which makes it impossible for the bust
ness to be conducted as u joint enter
prise. For these reasons the best in
terests of all the stockholders demand
a sale, and the protection of their bust
ness from i~rreparablc Injury demands d
receiyership.
I. That the winding UP and sale Of
the business can better be done under
order of court. because:
/. The purchaser would get an indie
feasible title and this fact would make
the property bring more money.
.. This court under its general equity
jurisdiction would protect the stock
holders other than plaintiffs and see that
they received the highest possible price
for their investment.