New-York tribune., 1902-03-24
DISREGARD OF MIYOP1TIEs.

The majority of the stockholders of the Met
ropolitan Street Railway Company had the
votes to carry their project through the share
holders meeting of Thursday, and apparently
they did not think it worth whle,to make any
pretence Of consideration for the minority. Pos
sibly the corporation laws of this State war
Tanted the rulings made with such cynical cool
ness by Mr.. Widener, though commonly the d.
recting powers of corporations prefer TO concea!
the iron hand in the velvet glove and do not
like to call attention so Enthusiastically to the
fact that in corporations the minority has no
rights which the majority is bound 10 respect
That statement is. Of course, not quite true
in law. AIinorities have indeed certain nominal
rights, but so careful have our lawmakers in
New-York been TO promote business and 20 pre-
vent fractions mnorities from interfering with
corporate operations that those rights are ex-
ceedingly difficult to maintain. AS a result the
looting of corporations is a regular business
carried on by so-called fnanciers. When a
piece Of property promises to be particularly
valuable it is easy to cut the minority off from
any large share Of the profits 1t can be leased
at rental far below its earning capacity to a
company composed Of the majority stockhoId-
ers. 1t can be voted into wastefuI contracts
with construction companies composed of the
majority stockholders. 1t can be wrecked and
the whole property bid in at a low figure bv
the wreckers. 1t can be manipulated to give
the controlling interest their profit from the
fiuctuatiOn OF the stock market, without any
regard TO the welfare Of those who are SIM
ply looking for dividends. All of these meth
DDS of corporation management are common,
and the laws of New-York offer no adequate
protection against them, much less than some
other States where the purpose has been TO
comnel right daaIinp N cOrnOratioDc avaD %
cost of sometimes hampering a majority in the
conduct Of legitimate business. No sane person
wants to see corporate enterprise discouraged,
but there is a growing feeling that corporations
need 10 be subjected to more rigid regulation
with regard both to their internal management
and their relations with the public. Nothing
will do more to encourage that feeling than
such exhibitions of complete disregard of any
thing but its own will as that shown by the
majority in the Metropolitan meeting when
Mr.. Widener told those who wanted light on
the proposed lease: The officers of the COM
''pany are the ones to ask for information; this
meeting was called TO vote" and arbitrarily
met their demand for the privilege Of discuss
ing what they were TO vote on with the sug-
gestiOn that they could vote on the proposition
and discuss it afterward.
What the merits of the controversy between
'4-S "i"J"A4'! anu HIIuotlty sHdIeuoluerS OF Ine
Metropolitan may be. We have no means OF
knowing, but the methods Of the majority are
high-handed in the extreme. and, if legal, sug-
gest the need of change in the law. The habit
OF turning properties over and over. organizing
ana then reorganizing corporations to run them.
eaeh time with a fat commission for the bank
| ers ana underwriters, is becoming altogether
! 100 prevalent 10 suit shareholders who labor
| under the delusiOn that they are the owners
Of certain proportion Of all the property of
! their several corporations, and not merely such
| part OF that property as the maiorities think