The Birmingham age-herald., 1902-06-03
Plea to Suit Instituted to An- nuI Certain Deeds of
 EnsIey Land CO,
COMPLIMENTS DO NOT
 OFFER ID DO EQUITY
Demurrer Sets up That Ensley Land Company Refused to Bring Suit and Minority Stockholders
 Have Stale Demand.

Have Stale Demand.
 G. B. Mccormack, Erslxine Ramsay, | James Bowron, Nathaniel Baxter, Jr., A. M. Shook and N. E. Barker yesterday l filed in the United States court a joint demurrer to the bill brought by Kessler | & Co. seeking to have set aside certain conveyances of the lands of this company, made to the Ensley Company and Erskine Ramsay, on the alleged grounds that the | same were made illegally.
 The demurrer, In brief, ayers that the | complainants have failed to state any cause of action which entities them to | the relief prayed for against the defend- l ants; that 1t does not appear that the l amount in dispute is 5000; that the com l plainants have failed to offer to do equity and while they seek to recover certain lands do not offer to refund the money paid for the same; that the Ensley Land Company, in whom the right of action, If any, existed, have refused to institute 1 the suit and that the refusal of it's direc- tors and stockholders was not influenced by the defendants, and that If any cause | of action ever existed 1t is barred by delay, although the Ensley --and Compa- ny has all the while had knowledge of | the transactions complained of.
 Text of the Demurrer.
 In the Circuit Court of the United l c+o+as co,,tbarr, diy,ieion of the Northern l District of Alabama:
 Alfred Kessler and Gustave P. Kissell, surviving memuers of the firm of Kessler & Co.,, and Charles J. Beekman, as execu- tor and trustee of the estate of w. B.. Beekran, deceased. vs. the Ensley Com l pany a corporation under the laws Of Alabama, G. B. Mccormack, Erskine Ramsay. James Bowron, Nelson F. Bar ker, Nathaniel Baxter, Jr., A. M. Shook and the Ensley Land Company, corpor- ation organized under the laws of Ala bama, in equity.
 The joint and several demurrers of the Ensley Company, a corporation organized under the laws of Alabama, G. B. McCor- mack Erskine Ramsay, James Bowron,
  | defendants above named, to the bill of complaint of Alfred Kessler and Gustave E. Kissell, surviving members of the l firm of Kessler &, Co.,, and Charles J.. Beekman, as executor and trustee of the estate of w. B. Beekman, deceased, ex- hibited in the United States Court, for the Southern division of the Northern | lot of Iah sitting at RirminP- l ham, Ala, on the day of April, 1902.
 Failed to Make Case.
 These defendants above named, jointly ard severaly, by protestation, not con- fessing or acknowledging all or any of the matters and things in said plaintiff s | Dill as amended to be true in such man ner and form as the same are therein set forth and alleged, do demur thereto, and l for cause of demurrer show that said plaintiffs have not in and by said bill l ought to entitle them to any such relief as is thereby sought and prayed for from or against these defendants.
 l Therefore, and for divers other good causes of demurrer appearing in the said bill as amended, these defendants, re | spectively, demur hereto and humbly de- mand the judgment of this court whether they shall be compelled to make any fur ther or other answer to the said bill. 1 (a) And the said defendants above ramed, jointly and severally, as above stated without waiving their general demurrer, assign the following special | causes of demurrer to said bill as amend | ed, to-wit:
 | First-For that it does not sufficiently l appear that the matter in dispute exceeds, exclusive of intercs: and cost, the sum or value of two thousand (S2OO0) dollars | Secondhand for that, it appears that 1 complainants, Kessler x Company, and Henry Kessler and Edward Kessler, eX- ecutors, own only 275 shares of the old stock of one hundred thousand shares of | the par value of one hundred dollars, and | three shares of the new stock of five thou | sand shares Of the par value of one hun | dred dollars each. and that Charles K. | Beekman, as trustee and eXecutor of w.. | B. Reekman. owns but one hundred shares of the one hundred thousand shares O.; | the old stock of the par value of one | nunOTeQ uOlldTS per ietit' lHN d5Si 6hlN amount of such holdings being equiva- | lent to twenty-one and thirty-four-hun 1 dredths shares of the new stock of the par value of one hundred dollars per ! share, and it docs not appear that the | matter In dispute or the alleged damage | or Injury to complainants' interest by | reason of the acts and doings of these defendants. as alleged in the bill, exceeds. exclusive of costs and interest. the sum of two thousand (S2O00) dollars.
 Third-And :or that l. loes not appear that the alleged damage or injury to the interests of each or either of the com plain 's o- '7at :t, na''.. n ".pi!tc so far as the rights of eacn ar other of them is concer led exceeds exclusive Of interest and costs the sum Of two thous- and dollars.
 No Offer to Do Equity.
 Fourth-For that. there is no ofrcr m said bill by complairauts, or on the part of complainants, 70 do equity.
 Fifth For that. the compliments by their said bill seek to set aside certain conveyances. and ce.ra,a trust agree ment, in which certain of the defend- arts. and the Ensley Conioany, or tic ere d:tors of said company were interest ed and by which said Ensley Land Com pany secured certain rights and benefits without offering to do equity, or to reA store these defendants the amounts ex- oa,Jad hv tbar1 for and on aooo,n+ 70