The Topeka state journal. [volume] (Topeka, Kansas) 1892-1980, 1903-03-20
DEFENSE CLOSES.
Attorney General Griggs Pre-
sents Final Argument.

St Louis March 20.-Attorney Bum
concluded his argument in the North
ern Securities case at 11;20 o'clock and
was followed BY former Attorney Gen
eral Griggs. who summed up and con-
Guided arguments for the defendants
In his argument Mr.. Griggs contend
ed that the acts Of the defendant do not
constitute a contract, combination or
I conspiracy in restraint of interstate
trade or commerce within the meaning
/ of the Sherman act In support of this
! contention he made the following
points:
l. The creation of railway corpora
tons; the form OF their corporate OF
ganiza tom the character and qualities OF
/ their corporate stock; the routes which
I their railways shall take, whether they
may connect with other roads running
in the same general direction. whether
/ they may or may not consolidate with
/ parallel lines, or operate parallel lines
! through different portions of a state.
All these matters are. and always have
/ been, subjects of state jurisdiction.
?. The acts Of the defendants BENG
prima facie lawful, the burden of proof
is upon the government to show that
they We're. as the attorney general
charges. not bona fide, but a mere for
NAL device intended to defeat the pro-
visions of the Sherman act.
g. Any restraint of trade or commerce
which may result from the acts done by
liz 0ClSAk0CiiAS 10 iAQltCNl anu AnCltCALdA
only, and not covered by the act of
July >. 1890
4. If the Sherman act can be so con-
strued as to forbid the sale of stock in
two competing railroad corporations to
one purchaser. then that act is an at
/ tempted interference on the part of con-
gress with transactions which are
wholly within the control of the states
of the union, and in that respect the act
is unconstitutional
8. But assuming that congress may
under the commerce clause of the con
sbtuuon and as a regulation of conn.,
merce. restrain the states in the exer-
else Of their prerogatives from permit
ting two or more corporations to which
the states have given life from merg-
ing, yet such purpose on the part OF
the government ought to be clearly ana
distinctly expressed, and not be found
IN the judicial Interpretation of doubt
ful language contained in a penal stat
rtS.
s. Acquiescence by the government for
more than eleven years in the actual
merger and consolidation of many i'm
pOrtant parallel and competing lines of
railroads and steamships engaged in in
terstate and international commerce,
has given a practical construction to the
act of July 2 1890 to the effect that it
was not intended to forbid and does not
forbid, the natural processes of unifica-
ton which are brought about under
modern methods of lease. CONSOLE
dalton. merger. community of interest,
or ownership of stock.
In support Of this point he cited the
case of Stuart VS.. Laird q Cranch 299).
The doctrine enunciated in Stuart vs.
Laird has been followed in numerous
later cases 1t is Just principle of
Jurisprudence founded upon the very
highest considerations of public equity
It has frequently been invoked and
enforced in order to prevent the disturb
ance and unsettlement of important at
fairs which have been transacted in re-
belief that the law did not include them
in its terms of condemnation
But we venture the assertion that nc
case has ever arisen in which a disre-
gard of that salutary rule of cOnstruc-
ton would result in such widespread
and irremediable injury to vested inter-
ests as this. Not that any decree which
this court could make against these de-
PENDANTS would particularly or radical
ly affect their property interests. but be-
cause the decision once made that thf
Sherman act applies to such transac-
tons as the purchase. lease. merger OF
consolidation of parallel lines of trans
, portauon, would render every such
{ transaction for the last Is years unlaw-
full, and require the attorney general
; in the due discharge of his duty, t.
bring suit for dissolution and injunc-
) ton. Unnumbered millions of dollars OF
[ capital stock and bonds issued upoi
5 railroad mergers ana consultations
would be tainted with illegaIity. or af-
i1GEl6Q IN Nalue DZ the WIJnQTaWal o.
5 the property against which they were
issued. Purchases of stock in underly-
f ing roads long ago made and paid fol
, would be unsettled, and financial chao.
D would result.
4 In discussing the facts Mr.. Grigg.
alleged that the attorney general haC
e filed his complaint under the misaoDre
hensiOn that the Northern Securitie.
. company was formed solely for the pur
pose of merging the two corporations
an allegation that was not supported By
: Il single proof. and positively disprOVet
q by all the testimony in the case.
At the time the Securities comDan,
was formed there was no certainty tina
: q majority of the stock of either of thi
: railroad comoanies would be ACQUIRED
t BY it. and it would have been formed
j and have continued if no other per
sons than the original projectors of th'
company had come in and exchanged
n their stock. Such is the testimony of al
/ the persons participating in the organl
q Zation.
: The original conception. the primer
d dial GERM out Of which the Northern
2 Securities grew. is to be found mucl
a further back than the transactions O
/. 1901 The dramatic incidents of tina
{ year merely fastened the development
: and maturity Of the conception.
n The purpose and intent of the Origina
k tcrs Of the scheme can not be subjee
e to dispute. It rests not only upon tn
e sworn testimony Of the most eminen
and successful business men of tn
|. country. but is substantiated by collat
O eral facts that furnish the most ad
e equate and satisfactory reasons for tn
: action that was finally taken withou
n requiring rs to resort to an imoutatioi
Of Illegal and criminal motive
Briefly stated the circumstances ar
d these: The defendants. Messrs. Hill
e Kennedy. James and Mr. Samue
It ThOrne and others not exceeding ten il
number. formed a grouo of active ant
+ influential persons who had develoDe,
/. and maintained the Great Northern en-
! terDrise from its ori~in and who no
I; holding a majority Of its stock. yet ha,
u the concurrence. support and good wi
" Of the other stockholders and were, be
# cause Of their successful management