New-York tribune., 1902-01-08
n. P. MERGER ASSAILED,
BILL OF COMPLAINT FILED IN THE
SUPREME COURT.
DECISION RESERVED ON THE ATTORNEY
GENERAL OF MINNEsOTA'S MOTION
FOR LEAVE TO BRING SUIT.

GENERAL OF MINNESOTA'S MOTION
FOR LEAVE TO BRING SUIT.
! Washington, Jan. 7.-Attorney General Wallace
/ B. Douglas. OF Minnesota to-day fled in the
United States Supreme Court the bill Of complaint
in the case Of the State of Minnesota complainant,
against the Northern Securities Company, defend
ant The bill first points out tho direct interest
, the State has in the proposed consolidation It
still owns more than three million acres Of public
land valued at more than S15.0coO0o and traversed
IN part by the lines OF the Great Northern and
Northern Pacific railroads If the merger is ef-
1ected, the bill says, these roads will cease to
build spurs into these lands. compete for their
business The value OF the lands will not increase,
as II has under the spur OF competition and the
State will lose in the taxable value Of its property
The lands Will not be opened for years. and de-
/ veopment will be arrested. It is next said that
the State expends than 100000 annually in
operation and maintenance of its educational.
charitable and other public institutions, that this
Is mostly raised by direct taxation that the
amount which be raised and the successful
maintenance OF these institutions benefit of
its citizens depend largely the value Of the real
( and personal property within the State. which in
/ turn depends largely free railroad competition.
It has been the settled policy Of the State TO
/ courage railroad building by grants Of land, and
in this way over 10 800 900 have been granted.
nearly all Of which has been granted 10 the Great
Northern and Northern Pacific and their sub
salaries. The complainant alleges that the rates
on the immediate shipments OF wheat and other
merchandise the lines OF the two companies
have been lower than they viii be under any
rangement which contempates unity Of control.
The bill then recites the charters and incorpora-
ttons under which the Great Northern operates
over five hundred miles OF road and cites the clause
in its charter providing that its affairs be
conducted by board Of directors. which is do
all things necessary and inconsistent with
the constitution and laws OF the United States or
the laws Of this Territory or this act"
Il is further alleged that James 7. Hill holds
controlling interest in the S25.e00O0 Of capital
stock The history and charters of the Northern
Pacific are similarly related. special attention being
paid to the roads acquired and built within the
State BY fling its articles Of Incorporation in
Wisconsin with the Minnesota authorities the
Northern Pacific became subject 10 all the laws
regulations and provisions of Minnesota. The facts
as TO the present directory the insolvency OF the
old company and its reorganization in 1888 and the
purchase of the ST. Paul and Duluth Railroad in
1899. recited length II is said that the lines
OF these two systems not only competitive be-
tween points within Minnesota, but that they fur
/ n!sh the only competitive lines between Mime
and Puget Sound and have SO furnished them
for eleven years. They also, with one excep-
ton the only lines traversng Northern Minnesota
\ paragraph is devoted 10 the Burlington and the
facts as 20 the which its control was
obtained by the systems jointly, Charles h
Perkins its former president and present director.
being a director in the Northern Securities Com
The CertuCaIe OF incorporation OF Ine Idt-
ter fled IN New-Jersey on November e. 1901. is
quoted IN full.
THE NORTHERN SECURITIES COMPANY.
Taking up the Northern Securities Company. ii
is said that II was organized by J. ]. Hill. W. p.
Clough, J. Pierpont Morgan and "other associates
TO the oratrix unknown who at the time We're
con ntnually IN conference over means by which the
laws OF Minnesota might be successfully evaded or
avoided, and that it organized solely FOR the
purpose OF enectng a consolidation OF the Great
Northern and Northern Pacific. The owners OF a
large majority OF the stock Of the two systems had
agreed beforehand TO transfer 10 the new company
70 per Of the stock OF the two systems on
terms which are forth in full. and retire the
preferred stock Of the Northern Pacific In rur-
therance OF the plan 10 evade the laws OF Mime
It agreed. the bill says that pending the
delivery OF the stock TO the Northern Securities
Company It should all be turned over TO James
J. Hill or be under his control The Northern Sc
curities Company. ii Is charged does not intend to
purchase this stock but simply to issue Its own
stock in exchange therefor. For these unlawful
purposes the company is about TO receive, unless
enioined therefrom. all the capital stock OF the
Great Northern and Northern Pacific. This. II is
alleged is part OF plan OF Hill Morgan and their
associates whereby the two systems are 10 be
consolidated and placed under the direction OF one
man or board OF directors. through the defendant
company. and thus bring about and perpetuate a
monopoly in railway traffic in Minnesota and
complete consolidation OF the two systems One
board Will thus, II Is alleged. De enabled 20
fix all rates lines in the State. determine what
trains shall be run remove all competition and
prevent the building OF lines into new country or
into competitive territory.
This agreement and the consummation thereof
are asserted 10 be '1n restraint OF trade against
public policy and void" Under its terms the di-
rectory Of the Northern Securities Company may
change its own rules may delegate all its
thority to an executive committee. 1t is pointed
out that Hill. the president; W. p Clough. the
--Fca raey1a md 2 NiChn he rraa
and secretary OF the company. all the date
Of its organization officers Of the Great Northern,
and that a majority OF its directors were also di-
rectors Of the Northern Pacific. It has been the
settled policy OF State prohibit consolidation
of parallel competing lines, and the law Of 1874
in which such prohibition is made, Is quoted in
full as well the ampItying Of 1881 and the
antitrust law of 1899, prohibiting any combination
restraint OF trade 1t is said that the Northern
Securities Company is a railroad corporation with
in the meaning OF the Minnesota laws and that its
design Is evade, escape and violate these laws
in such way as to cause State 'irreparable in
jury" II is not the owner Of any other property.
stock or securities, and is engaged in no other
business save that OF management and control OF
the Great Northern and the Northern Pacific.
Already, it is alleged, J. J. Hill, as president
of the Northern Securities Company. has dictated
changed and controlled the policy OF the two con-
sttuent roads, and in December 1901 IL is alleged.
the general managing officers OF the Great North
ern acting under his direction took charge OF and
are now engaged in managing a large portion Of
the business OF the Northern Pacific II is alleged
that it is the settled policy of New-Jersey allow
the consolidation OF only such railroads
be connected to. form continuous lines. and
to permit the consolidation of parallel or COM
peting lines.