The Minneapolis journal. [volume] (Minneapolis, Minn.) 1888-1939, 1903-01-07
NORTHERN SECURITIES COMPANY

NORTHERN SECURITIES COMPANY
the Northern Securities company was or
ganized under the laws of New Jersey by
certain stock holders of the Great North
erns and Northern Pacific Railway COM
panies, for the purpose OF ocquir-
Ing the capital stock of these two
companies. thus effecting con-
solidation of the property and fran
way In this state, in violation of the laws
Of Minnesota.
The attorney general retained special
counsel to assist him in enforcing the laws
of this state and presenting such consolida-
ton. An application was made on behalf
of the state to bring this suit in the SUI
preme court, for the reason that the
Northern Securities company was a New
Jersey corporation, and it was question
able whether or not jurisdiction could be
obtained over such corporation in this
state. Owing to peculiar conditions this
application was denied, and shortly after
that, suit was begun in the district court
of Ramsey county and an effort made tc
acquire jurisdiction over the Northern Sc
curities company. The Northern Securi-
ties company and the two railway com
pan1es involved then made an application
to remove this suit to the federal court
flied an affidavit that the company did not
own any property situated in Minnesota
and was not doing business therein, and
an order was made transferring the suit
to the federal court, where it is now be-
ing pressed.
Before acquiescing to the removal to
the federal court, the attorney general
and his associates became convinced that
it would be very doubtful If jurisdiction
could be obtained over the Northern Sc
curities in the state court, owing to the
fact that our statutes made. no provision
for service upon a foreign corporation,
where such corporation has not appointed
an agent within the state upon whom SER
vice could be made, and for the further
reason that the Northern Securities com
pany was not doing business in Mime
sofa.
I have been informed by counsel for the
state that prior to 1899 we had on our
statute books an act which would enable
the state to have made service upon such
corporation, but this act was repealed in
1899. The Northern Securities company
has submitted to the jurisdiction Of the
federal court after declining to submit to
jurisdiction in the state court.
A large amount OF testimony has al
ready been taken in the federal court, and
this testimony shows, among other things,
that the stockholders of the Northern Pa
clf1c Railway company have already ex-
changed more than 50 per cent of the to-
tai capital stock of that company for the
stock Of the Northern Securities COM
pany. 1t also shows that the stockhold-
ers of the Great Northern Railway COM
pany have already exchanged 80 per cent
of the total capital stock Of that company
for the stock Of the Northern Securities
company; thus giving the latter company
complete control of the property and lines
of railway of both the Great Northern and
Northern Pacific railway companies. The
testimony also shows that during Janu-
airy, 1902, a joint circular was issued by
the officers OF the two railway companies,
withdrawing an equalizing or competi-
tive rate between junction points In this
state where the distance was greater by
one route than the other, and requiring
the freight to be shipped by the shorter
route unless the shipper was willing to
pay distance tariff or higher rates by the
other road. I refer to this only for the
purpose of showing the effectiveness of
this consolidation.
The executive officers Of the state are
doing and will continue to do, all In their
power to defeat this consolidation. 1t
may be that the courts will decide that
the laws of one state can be evaded or
violated by means of corporation or
ganized under the laws of another state;