Evening times-Republican. [volume] (Marshalltown, Iowa) 1890-1923, 1902-01-07
MERGER Bill IS FILED
Attorney General Of Minnesota
Files Complaint Against Nor.
thern Securities Co.
Suit Begun In Name OF Mime.
sofa In U. S. Supreme
Court.
Details OF the Proposed Merger
Recited..An Injunction
Is Requested.

| washington, Jan. Attorney Gener-
al Douglas, of Minnesota, filed today in
the United States supreme court bill
Minnesota, complainant, against the
Northern Securities Company, defend
ant. 1t is long document covering
thirty-two pages of printed matter. The
bill first points out the direct interest
the state has in the proposed consolida-
i tion. 1t still owns more than 100000
4 acres of public land valued at more
than SIS, 900, ,0O0, traversed In part by
the lines of the Great Northern and
Northern Pacific If the merger is effect
ed these roads will cease to build spurs
into this land or compete for business.
The lands will not be opened for years
and development will be arrested. 1t is
next set up that the state expends more
than 100000 annually in operation and
maintenance of its educational, charita-
| Bile and other institutions; that this is
mostly paid by direct taxation; that the
amount which can be raised and the
| successful maintenance of these institu-
/ tions for the benefit of its citizens de-
/ 1penG largely upon the value of real and
! personal property within the stat
which in turn depends largely upon
| railroad competition. The complain;
| leges that rates on immense shipments
| OF wheat and other merchandise over
| the lines Of the two companies have
been lower than they will be under any
arrangement which contemplated unity
| of control. The history and charters OF
the Northern Pacific and the Great
| Northern are gone into at length, spe-
cial attention being paid to roads ac-
quired and built within the state. TAX
ing up the Northern Securities Company
| 1t is set forth that it was organized by
j. j. Hill, w. p. Clough, J. Pierpont
Morgan and "otfler associates to the or
atrix unknown who at the time were
continually in conference over the
means by which the laws of Minnesota
might be successfully evaded or avoid
| ed, and that 1t was so organized solely
| for the purpose of effecting consolida-
ton of the Great Northern and the
Northern Pacific. The owners of large
majority of the stock of the two systems
| had agreed before hand to transfer to
the new company rs per cent of the
stock of the two systems on terms which
are set forth In full and to retire prefer
red stock o; the Northern Pacific. In
furtherance Of the plan to evade the
laws of Minnesota it was agreed pending
delivery of the stock to the Northern
Securities Company, 1t should all be
| turned over to Hill, or be under his con-
troll. The Securities company, 1t is
charged, does not intend to purchase
/ fi,f ht,t e-fv
stock in exchange therefor For these
! unlawful purposes the company is about
to receive, unless enjoined therefrom,
all the capital stock Of the Great North
er and Northern Pacific. This, 1t is
claimed, Is part Of the plan of HILL Nor
J gan and their associates whereby the
two systems are to be consolidated and
placed under direction of one man or
board of directors thru the defendant
company, and thus bring about and per-
petuate monopoly in railway traffic in
Minnesota and complete consolidation
of the two systems. One man or board
VIII thus, 1t is alleged, be enabled to fix
all rates on the lines of the state. deter
mine what trains will be run. remove all
competition and prevent the building
OF lines into new country or into COM
petitive territory.
rms agreement and the consummatiou
thereof is claimed to be "in restraint OF
trade, against public policy and void"
and 1T Is set up that the Northern se-
curities Company is railroad CORPORA
tion within the meaning of the Minne-
sofa laws and that it's design is to ayade
escape and violate these laws in such a
way as to cause the state 'irreparable
Injury" 1t is not the owner of any other
property or stock or securities and Is en-
gagged In no other business save that of
the management and control of the
Great Northern and Northern Pacific
Already, SO 1t is alleged, Hill as presi-
dent OF the Northern Securities Com
Fany, has dictated, changed and con-
trolied the policy Of the two constituent
roads, and during December, 1901, the
general managing officers of the Great
Northern falling under his direction,
took charge of and are now engaged In
the management Of large portion of
the business of the Northern Pacific. and
1t is alleged that 1t is the settled policy
OF New Jersey to allow the consolidation
of only such railroads as are or can be
connected to for continuous lines and
not to permit the consolidation of paral-
lei lines. The oratrix claiming to have
no other adequate remedy or relief, ex-
cept as prayed for in equity, asks that
the defendant be required to show cause
why it should not be perpetually en-
Joined and restrained from voting at
any meeting of stockholders of the Great
Northern and Northern Pacific the capt.
tai of these companies and from attend
ing in any manner such meetings; from
aiding, advising, interfering with or in
any way participating in the manage
ment of the two systems; from making
any arrangements or combinations hav-
ing for their object such control; from
holding, owning or controlling any stock
of either company, defendant company
being required to resign or re-transfer
all such stock to the person from whom
1T was received, taking in return it's own
stock issued in exchange therefor. and
meanwhile to be enjoined IN all respects
in relation to said stock as hereinbefore
prayed for; and from receiving any
more stock Of the two companies In case
it shall appear the defendant company
has not yet acquired a controlling inter-
est in either.