The Jersey City news. (Jersey City [N.J.]) 1889-1906, 1902-11-24
PRUDENTIAL'S
INVESTMENTS
Vice Chancellor Stevenson
Modifes /" Merger /" In
junction Today.
CASE WILL BE APPEALED
Memorandum to Counsel for
Drawing Up of Order
Against the Inter.
change.

Vice Chancellor Stevenson today inter
rupted a case before him to make an i'm
portant announcement to counsel en-
gagged on both sides in the Prudential
Fidelity merger, against which the Vice
Chancellor last week granted an in
junction.
Il suppose, gentlemen" he said to
Attorney General T. N. McCarter, his
brother Robert, representing the Pru-
Dental and Fidelity Co.'S, and Messrs.
Sherrard Depue and John r. Hardin,
for the complainants, 'that you will
take this case to the Court of Errors
and Appeals, and because of its i'm
portance think it should go there. To
assist you in preparing the order from
my opinion 1 think it would be as well
to bear in mind these essentials"
The Vice Chancellor then produced a
memorandum from which he read as
follows:-
vTCE-CHANCELLOR'S MEMO.
''The Prudential Co. and its directors
should be enjoined from subscribing for
the new issue of Fidelity stock as a spec
ific act, which without reference to its
connection with the scheme for exchange
of control, is unauthorized by the laws
which define the manner in which the
funds of the Prudential Co. are to be in
vested
'sThe Prudential directors should also
be enjoined from doing any act in the
exercise of their powers as directors with
intent or with the effect to carry out the
scheme of holding perpetual control of
the two companies in the directors Of
either or both of the companies. The
injunction will not interfere with the
power of these directors to cause the
vote of the Prudential Co. upon its stock
in the Fidelity Co. to be cast in favor of
increasing the capital stock of the latter
company, either at the present time or
at any time hereafter when independent
ly of this scheme which the court has
condemned, they may impartially adjudge
such increase to the beneficial to the
Prudential Co. as stockholder of Tia
Fidelity Co. provided the effect of such
increase has separate act in connection
with other acts, facts or conditions will
not result in or be the means of creating
the conditions under which the above
mentioned scheme may go into effect.
in dealing with any and all separate
lawful acts within their power and with
in the power of their corporation these
directors must see to it that they do not
by such acts as they may separately
consider advantageous to their corpora
ton, establish the condition of corporate
control which this court has found to be
injurious to the complainants and the
othera stockholders of the Prudential
Company"
ASKS FOR ADJOURNMENT.
Attorney General t. N McCarter then
rose and asked that the date for dis
cussing the order should be one week
hence instead of to-day, as previously
ordered. He had made inquiry, he said,
and found it was impossible to have the
appeal argued at this term of Court, and
one week wouldn't matter for the order.
1t would give him ''time to look around %
Mr.. Depue opposed the adjournment,
but the Vice-Chancellor said that in view
of the fact stated by the Attorney-Gen
eral he would adjourn the matter for
two weeks. y