The Scranton tribune. [volume] (Scranton, Pa.) 1891-1910, 1901-06-29

| friends. who were stockholders in the Chetr.
| River Boom and Lumber company, for the purpose
OF obtaining control Of the majority Of the capital
| stock OF said company, against the interest and
in fraud OF the rights al the other stockholders.
| It expressly agreed at the time said reso',i'
ton was passed, Aug. o. 1900, that {. n. simp.
son acting in the interest and for the bcneht
| of himself and other stockholders. And we aver
that the said G. d. Simpson, Under the terms OF
the resolution Of Aug. 22 1900, was trustee for
said defendant company. and in his attempt TO
| obtain any portion Of said seven hundred ana
Atty shares Of stock is guilty Of breach OF trust.
We deny that the company ratified any act, or
| any option or options, given by c. D. simpson
| for the benefit OF himself and others persons who
| were themselves stockholders or directors OF the
| Cherry River Boom and Lumber company, and we
| verify believe and aver that the options men
toned in the bill were not given In good faitn.
| in accordance with the terms OF the rcsolut m
OF the board OF directors, but were given ior the
purpose Of securing the seven hundred and htty
shares OF stock at par value, for and in the IN
| terest Of c. d. Simpson and other stockholders,
| TO obtain control Of the capital stock OF the
| Cherry River Boom and Lumber company. IN NO.
| lation Of the terms Of the resolution above re-
| cited. For this reason we have refused AZ 40
refuse. to issue stock to the holders OF said op'
| tions.
A TENDER OF $4,000.
We admit that certain persons, on behalf Of tile
plaintiffs, rendered to the treasurer, g. p David
| son. one Of the defendants, the sum OF $4,000.
| We admit that he declined TO receive Tie money
| and refused to issue the stock to the plaintihs.
We deny the allegation Of paragraph ninth OF
the BILL and aver that the plaintiffs have full,
| complete and adequate remedy at law; that the
| capital stock OF the Cherry River Boom and Lum.
Der company has market value which can be
| established by competent proof; that the said
| stock has sold the market in the city OF
| Scranton, and its market price is from par to
| $50 per share that the capital stock OF said
company consists of ten thousand shares, and that
it is held by numerous people residing in the
| city of Scranton and elsewhere.
We admit that meeting Of the board OF drec.
tors OF the Cherry River Boom and Lumber com.
| pany held on the eighteenth day OF June.
| 1901. but we deny that it was irrcgularly and
illegally called; that at the time for which said
| meeting was fixed June IS. 1901, at $50 o'clock
| in the fornoon majority Of the board of drec'
| tors. to witt c. r. Davidson. +. L.. Peck. G.
| d. Jones, D. b. Hand, G. $. "oolworth ard l..
S. Peck. owning and representing clear ira.
iority Of the capital stocks issued, who with the
five persons above named are al the directors OF
| said company met in the Office OF said company
| and unanimously passed a ,csol iiion awarding
| the stockholders the right to rnr''hase among
| themselves the stock which simpson, Coniell ct
| al. claimed.
l
| jurisdiction in this
The bill is defective for want OF legal plaintiff.
| And we further aver that the said bill is not
| sufficient in law. The plaintiffs have full ade.
| quate and complete remedy at law. and are not
in need OF equitable relief; and we pray the same
advantage Of this, our answer. as ii we had plead
or demurred to said bill. and pray to be dis
| missed with reasonable costs and charges in
| this behalf most wrongfully sustained.
Mr.. Jones was not in court. having
gone abroad. but Mr.. Connell, Mr..
Simpson and Mr.. Watkins went on the
stand and told the details of how they
came into possession OF the options.
MIR. WATKINS ON STAND.
The purpose for which the options
accomplished, and he being desirous of
selling the options. offered them to
Mr.. Simpson one day in New York.
Mr.. Simpson called up his partner.
Mr. Watkins. and asked him if he
would take half of one of the options.
Mr.. Watkins said he would be glad to.
Thereupon Mr.. Simpson bought one
of the three calls, paying $4,000 for
it. On his return home, Mr.. Wat
| kins gave him a check of $4,000 for
q one-half interest in 1t.
Mr.. Watkins corroborated Mr.. Smp-
son and further stated that at that
time the control Of the company was
not matter of conflict.
Mr.. Connell stated that he, too, was
innocent Of any conflict for the con-
troll of the company when he bought
the call. He bought some OF the stock
early in the history of the company
and from time to time made other
purchases in small lots when oppor-
tunity presented itself. Mr.. Beln told
him that an option for a $4,000 block
of the stock was offered for sale by
Mr.. Randolph, and advised him to
take it. Mr.. Connell sent for Major
Oakford and asked his advice as to
whether or not he should purchase
it. Major Oakford told him the option
was all right. and Mr.. Connell there
upon bought it. He was annoyed, he
said. when he learned that he could
not get the, stock. He had not the
| slightest intention, he said, to seek
singly or with others, to gain control
of the company. and knew nothing of
any "muss" among the directors at
the time he made the purchase. Mr..
Connell further stated that he did not
see the option. He heard Randolph
| d
stock and being advise that the call
was all right he purchased 1t and pre-
sented payment for the stock certi-
ficate.
All three witnesses testified that
there is no fixed value to the stock.
Its par value is 500 share but Of
fers of 5000 for it have been refused.
Mr.. Watkins added that the present
litigation makes the value of the stock
more speculative than ever.
| ETHIOPIAN DISCLOSED.
While Mr. Watkins was being cross
examined by Mr. Price. he was asked
concerning the purpose of proposed
trust voting agreement.
Tell him. There's your chance.
Tell him all about it," interjected
Major Warren.
Mr.. Watkins proceeded to follow
his attorneys advice and thereupon
the concealed Ethiopian emerged from
the paling.
Mr.. Watkins disclosure was in effect
that plan was proposed of forming a
big lumber combine to buy out the
Cherry River company, the Lackawan-
na company, which operates in Potter
county, and the Newman company,
which operates in Mississippi, The par
ties on the defendants side in the pres
ent proceedings are largely interested
in the Lackawanna and Newman COM
| panies.
This band of conspirators here" de-
| clared Mr. Watkins with some warmth