Arizona republican., 1901-11-25
MINNESoTA'S FIGHT
Difficulty of Making a Case Against Northern Securities
IL was Past Corporation Experience in That State That Guided the Framers of the Company's Charter.

New York, Nov. Ex-Governor Van Sant of Minnesota. in declaring that q vigorous opposition would be set up in that state to the aims and plans of the Northern Securities company for the effectua1 cooperation of the Northern Pacific and Great Northern Railroad companies, which Minnesota looks upon as an attempted consolidation Of those two railroads, did not surprise the organizers of that proprietary com pany. It was in Minnesota that an effort to carry through limited con solidation or working agreement, be- tween those two roads was frustrated six years ago by an appeal to the United States courts. in which the then Governor Knute Nelson and the ia te United States Senator Cushman k. Davis were concerned with the var:- ous counsel of the railroad compa nies, of James J. Hill of the state of Minne- sota, and of Thomas w. PearsaH Of this city, who as q stockholder of the Great Northern road opposed any such merger as President Hill then had in mind.
 The possibility of a renewed opposi tion was contemplated by the organiz- CTS of the Northern Securities com pany; but it was. and is. their firm belief that they have found q way wholly within the law. and for the ad vantage of Minnesota, as well as of shareholders, to effect the desired CO., operation of the two roads, and that wider and wiser outlook of Minne- sotans would lead them at this time to look more favorably upon the project than in 1895.
 The outcome is still a matter of dis cussion. The best informed persons are very confident that the Securities company has attained the object of it's formation and that 1t cannot be suc- cessfully attacked; but. on the other hand, there are not wanting persons of perspicac city and acumen who. passing their differences chiefly upon the deter minations and deliverances of the fed eral supreme court in the case of 1895 some of them extra judicial-hold that there is still chance that the opposition to the new plan may be made effective.
 In a nutshell the contention of the promoters of the new plan is that the Northern Securities company is mere ly purchaser from individuals of the stock and securities which those indI- viduals actually owned and therefore were competent to sell where they pleased to sell them. without let or handrance of any court; that. further. there has been no consolidation of the two companies. that no consolidation is contemplated. that it is the inten- tion to continue the two corporations in thei:' legal integrity in Minnesota and operate them to all intent as compet- ing lines within prudential bounds: and hat. all this being within the well rec ognized principles of sound law, it must hold good in the courts as the courts have very generally held as a settled principle that what an individ- ual may do with his property a cor oration-which is an individual under the law-may do likewise.
 Governor Van Sant having talked of calling a special session of the ieyis- lature, it is further pointed out by those who take this view that 1t will be impossible for the legislature of Minnesota, or any other legislature, to pass enforceable laws or retroactive ef- feet in an attempt to block the new plan. They declare as matter of fact that the greater part of the Great Northern preferred stock and all of the so-called Hill- Morgan Northern Pa , cific common stock were deposited with J. P. Morgan & Co. before the holding company was formed. and that so soon as that proprietary company was le- gally established. certificates repre- senting the equivalents of these securi- ties were issued for the securities; that therefore the deed is done. legally done. and that it cannot be undone. They show further by the articles of incor- poration of the holding company that that company was not incorporated to effect a consolida tion of the Cirea. Northern and Northern Pacific com panies. but that it may. under the terms of it's charter, purchase any and all railroads that it is willing and abl ? to pay for whose owners are willing to sell them.
 Lawyers of note in connection with railroad matters were loath yesterday