The Minneapolis journal. [volume] (Minneapolis, Minn.) 1888-1939, 1903-08-03
Under Judge Lochren's Merger De-
cision It Cant Touch Hold
ing Companies.
Lawyers View Of Decision-In Di-
rect Conflict With Circuit
Court Ruling.

Comment on the merger decision of
Judge Lochren has been rife about town.
and the case is of especial interest among
attorneys, A well known member of the |
Minneapolis bar, who has followed the
litigation closely, and is familiar with the
technical aspects of the case, commented |
on the decision freely. He said:
Judge Lochren's decision in the merger
case will strike with surprise the average
citizen and member of the bar alike. 1t
was generally supposed that the decision
In the case instituted by the government
to test the validity of the merger would
be followed in the states case if the mer-
it's of the latter were considered by the
court. Some doubt had existed in the
minds of the profession on the question
Of jurisdiction in the states case, but with
this out Of the way, no doubt existed as
to the ultimate lecision, which would be
made on the merits, particularly after the
exhausted and far-reaching opinion rem
dered by the four United States circuit
judges of this crcuiit The public will be
imm ediately interested in ascertaining
whether substantial difference existed in
| these two cases or whether the results
indicate an irreconcilable conflict Of opin-
ion between the United States judges of
this circuit. The governments case was
brought under the so-termed federal anti
trust or Sherman act entitled An Act to
Protect Trade and Commerce Against I'm
lawful Restraint and Monopolies. This
case was considered upon almost precisely
the same facts as those submitted to Judge
Lochren. Upon those facts it was held
| by Circuit Judges Caldwell, Sanborn,
Thayer and Van Devanter that the case
was within the spirit Of the federal law,
disclosing combination having for its
object and purpose the creation Of monop-
olies and the restraint Of trade and COM
MERGE. The Northern Securities organiza-
| ton was therefore held illegal and an In
junction issued restraining the further ex-
ercise by it of the powers contemplated.
"The states case was based on three
statutes of Minnesota, one adopted In 1874,
forbidd1ng combinations and consultations
way within this city; a statute Of 1881 of
| similar purport to the earlier act, the
statute of 1889 providing in substance that
] the contract, agreements, conspirac1es of
combination in the form Of trust or other
wise in the restraint of trade or COM
merce would be void. Whatever distinc-
ton may be found to exist in the two cases
so far as the special statutes Of Minnesota
are concerned, forbidding all forms Of
combination and consolidation between
parallel and competing railways no dis
| tinction can be found between the federal
antitrust act and the similar act last
above referred to in the statutes Of Min
nesota. Both have for obvious reasons
the same object, viz.-the restraining of
| combinations in restraint of trade and
monopolies. If, therefore, the Northern
Securities organization was combination
within the inhibition of the federal law
it was equally such within the purview OF
the similar state enactment. 1t must,
| therefore, be concluded that the decisions
| in these two cases are clearly conflicting
and the public will have to draw Its own
conclusions as to the relative weight to be
accorded thereto. The former represents
the combined judgment Of the four cir
cult judges Of this circuit and the opinion
7 expressed was unanimous. The latter is
the judgment of a single United States
district judge, sitting as a circuit judge
in this stae.
'Apart from the considerations above
expressed, the public will find deep con-
Ecern in the announcement made by Judge
Lochren in this case. The results are
practically nullified. The laws Of this
state and the state itself Is left impotent
and helpless in the presence of the easy
method of evasion, which Judge Lochrer
expressly sanctioned, holding that two
parallel or competing railroad lines may
|, not combine or consolidate but that the
stockholders of those railroads may trans
fer their stock to single holding body
this not necessarily resulting in the con
troll Of both. This will strike the average
lay mind as a situation presenting a dis
tinction without difference. The de
cision rendered will, of course, depend
upon the ultimate termination Of the ques
ton by the supreme court of the Unitet
States Until that time the public vii
have no means Of ascertaining whethe
Their laws are possessed of any potency o
) are subject to violation Of the indirec
. method disclosed In this combination"