The Salt Lake herald. [volume] (Salt Lake City [Utah]) 1870-1909, 1902-03-11

thrN'--aA-fAA~N AA'fea+ n "a ~ 49,
b
to eeect virtual constellation of T
the Northern Pacific and Great North
ern systems. and TO place a restraint
upon all competitive interstate and for
eign trade or commerce carried on by
them. and TO monop0lize. or attempt TO
mOnopOlize, the same. and TO suppress
the competition heretofore existing be
tween said railway systems IN same
interstate and foreign trade or COM
meTce. through the fundamentally and
by the means following. tO-wit.
a holding corporation, 10 be known
as the Northern Securities company
was to be formed under the laws of
New Jersey, with a capital stock OF
$500 600 900. to which, in exchange for ITS
own capital stock upon a certain basis.
and at a certain rate, was to be turned
over and transferred the capital stock,
or a controlling interest in the capital
stock Of each of the defendant railway
companies
Eliminates Individual Holders.
In this manner the individual stock
holders of the two independent and
competing railway companies were TO
be eliminated. and a single common
stakeholder. the Northern Securities
company, was TO be substituted. the
AlAAEA Eel "a AAlE nun IA 4rlA
! in the property and franchises of Inc
two railway companies was TO termi-
nate. being thus converted into an IN
terest in the property and franchises or
/ the Northern Securities company. Inc
individual stockholders Of the Northern
Z Pacific company were no longer TO hold
an interest in the property or draw
/ their dividends from the earnings OF
( the Northern Pacific system, and the
/ individual stockholders Of the Great
{ Northern Railway company were no
! longer to hold an interest in the prop
erty or draw their dividends from the
earnings of the Great Northern sys-
ton. but. having ceased to be stock
holders in the railway companies, and
having become stockholders in the
holding corporation, both were to draw
their dividends from the earnings OF
both systems, collected and distributed
by the holding corporation
In this manner, by making the
stockholders Of each system jointly IN
terested in both systems, and by prac-
ticaIly pooling the earnings of BON
systems for the benefit of the former
stockholders of each, and by vesting
the selection Of the directors and Of
fcers Of each system in a common
body, to-wit, the holding corporation,
with not onIy the power, but the duty
/ to pursue a policy which would pro-
mote the interests, not of one system at
the expense Of the other, but of both
at the expense of the public, all induce
ment for competition between the two
! systems was 10 be removed, virtual
consolidation affected and monopoly
of the interstate and foreign commerce
formerly carried on by the two sys-
TENS as Independent competitors estao-
lished.
New Company Organized.
In further pursuance Of the unlaW-
full combination or conspiracy afOre-
said, and solely as an instrumentallty
through which to effect the purposes
thereof. on or about the 14th day OF
November. 1901, the Northern Securi-
ties company was organized by the
election of a board of directors, and
the selection Of a president, James )
Hill. and other officers, who, with then
associate stockholders Of the Greal
Northern Railway company, assigned
and transferred to the Northern Sc
curities company large amount Of
( capital stock of the Great Northern
Railway company, constituting con-
, trolling interest therein. and complain
|, ant believes a majority thereof upoI
p the agreed basis of exchange OF $io'
I
Northern. Securities company for eaof
, share of the capital stock of the Grea'
l / Northern Railway company and the
- defendant. ). Pierpont Morgan and hi
9 associate stockholders of the Northern
Pacific Railway company assigned anC
( transferred to the defendant, tn
, I Northern Securities company. a larg'
5 majority of the capital stock OF tn
[ Northern Pacific Railway company
upou the agreed basis of Sll7 par Nalu
of the caDitaI stock of the Northern Sc
T I Curities company Tor each snare
the capital stock of the Northern Pa
ciac Railway company. and theTeafte
.. the Northern Securities company OF
. fered to the stockholders Of the defend
7 amt railway companies, to issue and eX
change its capital stock for the capita
-, stock Of such railway companies upol
J the basis of exchange aforesaid III
o other consideration being required
: eThe defendant, the Northern Sc
- ! curities company, has acquired an ad
: / ditfonaI amount of the stock OF tn
I defendant railway companies, issuln
10 in lieu thereof its own stock on u
basis Of exchange aforesaid, and
now holding as owner and proprleJc
y, substantially all of the capital stoc
Of the Northern Pacific Railway con
Danv and. as complainant believes,
majority of the capital stock of tn
: Great Northern Railway company.
Restraint of Trade.
r ..Rv reason thereof a virtual cOnsO
u idation under one ownership and ser'
IS ice Of controlf the Great Northern an
y Northern Pacific railway systems haN
lie effected combination or conspiraC
n i'm restraint of trade or commerc
p among the several states and WnlC
, foreign nations formerly carried
bv the defendant railway compam'
.g independently and in free compeutio
s. one with the other, has been Iofne
n and is in operation and the detendan
Id are thereby attempting 70 monopolL
N and have msnopolized such intersta
he and foreign trade or commerce TO Il
" great and irreparable damage OF u
Id reopIe of the United States, in derog'
A tion of their common rights. and
Of violation of the act of congress of Ju
lie 1890 entitled an act to protect tra'
to and commerce against unlawful r.
tn / straints and mOnopolies.'
.y IF the defendant. the Northern ,
Mt curfties company, has not acquired
at large majority of the capital stock
r the defendant. the Great NOTthe
X Railway company, il is because q
er Individual defendants named and the
IA ! associates in the combination or CO.
K spiracv as charged in this petition,
Mt some Of them, since it became appare
o. that the legality of their corporate d
w vice for the merger on the STOCK
competing railroad lines, through &
instrumentality of a central OF hoIdll
n corporation would be assailed IN [
". courts. have puTpOsely withheld
la rra1rr