The Saint Paul globe. (St. Paul, Minn.) 1896-1905, 1902-03-02

are, directly, the state of Minnesota, the
Great Northern Railway company, the
Northern Pacific Railway company, cor
peralons OF that state and the Northern
oecurltleS company, a corporation of the
state OF New Jersey, and, indirectly the
stockholders and bondholders of those
corporations, and of the numerous rail-
way companies whose lines are alleged
to be owned, managed or controlled by
the Great Northern and Northern Pacific
Railway companies.
can such a controversy be determined
with due regard to the interests of all
concerned, by a suit solely between the
state of Minnesota asd the Northern Sc
cur1t1eS company? 1t is, indeed, alleged
that all of the stockholders of the North
ern Securities company are stockhold 4rs
in the two railroad companies. and,
therefore, 1t may be said that the latter
stockholders are sufficiently represented
IN the litigation by the Northern Securi-
ties company, but it is not alleged that
the stockholders of the Northern Securi-
ties company constitute or are composed
of all the stockholders of the two railroad
companies, and, in fact, the contrary is
conceded IN all the allegations Of the bill
that a majority only of the stock Of one,
or perhaps both, of the two railroad com
panles is owned, or at least controlled and
nLanaged' 9y the Northern Securities
the rights of the minority stockholders
of the two railroad companies are not
represented by the Northern Securities
company. They have light to be Iepre-
sented in the controversy by the COM
panies whose stock they hold, and the r
nights ought not to be affected without a
! nearing, even if it were conceded that a
majority of the stock in such companies,
held by few persons, had assisted in
forming some sort of illegal arrangement.
Moreover, 1t must not be overlooked that
it is not the private interests of stock
holders that are to be alone considered
Inc directors of the Great Northern and
Northern Pacific Railway companies are
appointed to represent and protect not
merely the private and pecuniary inter-
ests of the stockholders, but the rights
OF the PUBLIC at large, which is deeply
Yantageous management of these
public highways. 1t is not sufti-
Gent to say that the attorney general, or
the governor, or even the legiSl allure of
the state, can be conclusiVely deemed to
represent the public interests in such a
controversy as that presented by the bill.
Even state, when she voluntarily be-
comes a complainant in a court of equity,
cannot claim to represent both sides of
the controversy. Not only have the
stockholders, be they few or many, a
right to be heard. through the officers and
directors whom they have legally selected
to represent them, but the general inter
ests OF the public which might be deep
| ~ afIected by the decree Of the court, are
entitled to be heard, and that, when the
state is the complainant, in a case like
the present, can only be effected by the
parties defendant.
Upon investigation it might turn out
that the allegations OF the bill are wei
founded, and the state is entitled to re-
lief; or 1t might turn out that there is no
intention or design on the part of the
railroad companies to form any combina-
ton in disregard of the policy Of the
state, but that what is proposed is CON
slstent with that policy and advanta geous
to the communities affected But, in
making such investigation. a curt of
equity must insist that both sides of the
controversy shall be adequately repre-
scented and fully heard.
When it appears to a court of equity
that case, otherwise presenting groun IS
for its action, cannot be dealt with he
cause of the absence of essential part es,
1t is usual for the court while sustain
ing the objection TO grant leave to the
| complainant to amend or bring in such
parties. But when it likewise appears
that necessary and Indispensable parties
are beyond the reach of the jurisdiction
OF the court or that when made parties,
the jurisdiction OF the court will thereby
be defeated, for the court to grant leave
to amend would be useless
AS then, the Great Northern and North
ern Pacific Railway companies are indis-
pensable parties, without whose presence
TIE court. acting as a court of equity,
caSsSot proceed, and as our constitutional
jurisdiction would not extend to the case
II those companies were made parties de-
PENDANT. the motion for leave to file the
proposed bill must be and is denied