Omaha daily bee., 1903-04-10
MERGER IS ENJOINED
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defeat the will of the national legislature,
as expressed In a law relating to interstate
trade and commerce. over which congress
I hss a5 6S ute cSntToL PTSsumptively at
have that effect. or be used for such a pur-
pose. and In the present instance II Is
intend to grant a charter under cover OF
which an object denounced by congress as
unlawful. namely, a combination with the
might be formed and maintained because
the enabling act under which the securi-
ties company was organized expressly de-
clares that three or more persons may avail
themselves of the provisions Of the act and
become a corporation for any lawful pur-
pose"
Laws of New Jersey.
Laws Of New Jersey, 1899, page 47s. This
language Is not merely perfunctory; 1t
means obviously that whatever power the
interpretations saw ft to assume, they must
hold for the accomplishment Of lawful OBJ
Jects. The words I'm question operate,
therefore, as a limitation upon all the pow
ers enumerated in the articles of a~ssocia.
extensive and comprehensive these powers
has said. you shall not exercise them so as
to set at defiance any statute lawfully
enacted by the oHgress Of the United
States, or any statute lawfully enacted by
any state wherein you see ht to exercise
your powers.
The contention that whatever restraint
upon interstate there. may be Is
indirect and remote, and therefore not TO
be forbidden by congress-, Is not found TO
be well sustained.
The contention that IL the existing COM
blnation is in violation Of tie antitrust
act then that act unduly restricts the
and is invalid, is declared to be entitled
to little consideration.
Provision of the Constitution.
The court says:
The provision Of the constitution does not,
as we believe, exclude congress from legis-
lattng with regard to contracts of the above
nature, while in the exercise of its consti-
tutional right to regulate among
the states. On the contrary, we think the
provision regarding the liberty Of the citi-
zens is to some extent limited by the COM
merce clause of the constitution, and that
the power or congress to regulate inter-
state comprises the right to en-
act a law prohibiting the citizen from en-
tering into those private contracts which
Indirectly, remotely. incidentally and col
laterally regulate to a greater or less de-
gree the commerce among the states.
The further contention that the antitrust
law was not intended for such combina-
tons, and that these combina tions had been
before the bill was filed, and
was in reality In aid of m and not
to restrain II, are held to be clearly un-
tenable as to. the first. point, and that the
second point is a novel, not to say absurd,
Interpretation OF the antitrust act, and as
to the last contention, II is to be possible,
but not a matter for decision of the court.
The decree is then entered, as already
given above. Circuit Judges Caldwell, San
born, Thayer and Van Devanter heard the
case and all concurred in the opinion.
which was written by Judge .Thayer and
filed in the United States circuit court Of
appeals in this city.
Notice was at once given of an appeal to
the United States supreme court.
The defendants are the Northern Securi-
ties, the Great Northern, Northern Pacific
Railroad omaauK James ]. Hill, William
r. C1ough, d. Willis James, Norris Ken
nedy, Robert Haeon. J. P. Morgan, G. d.
Baker and Daniel Lamont.
Says Order is Inconsistent.
NEW YORK, April 9.-one of the leading
counsel in tho Northern Securities case
said:
As yet this is an undigested opinion, but
from the hasty glance / have given II I
call your attention to the closing phrase OF
the judges order, which practically nulli-
hes the whole effect of the decision. 1t
provides that the Northern Securities COM
pany may transfer and assign the stock
of the Northern Pacific and Great Ncrth-
ern roads, now held by it. to such person
owners Of its stock originally issued in ex-
change for the stock OF said companies.
to me renders negatory he main conclu-
sion of the court However, II is too early
to say much.
J. P. Morgan said:
Until l see the full text of the decision /
shall not care 20 express an opinion on II.
This much is certain, however, 1t will not
rest where It is.
The question of the right of two or more
railroads IN he nneTafad nv a holdin1 com
pany will be taken to the United States SUI
preme court. Instead of looking upon the
decision OF the court today as a blow to
railroad enterprise 1 should say that the
reverse is the case,
Capital all over the country is anxious to
know Its rights In the matter of railroad
construction and operation. Railroad men
want TO know where they stand.
The decision today is Just one step closer
to a decision from the United States gu
preme court. which shall be final, for even
II the Northern Securities had won. today
the government would probably have APP
The question was of such Importance thai
an appeal was assured, no matter who won
by the Northern Securities company sun
exist and are doing a good busin sss.
,bme hI sw I, sat ~ Se ,n men SnSN exactly how
ably find good ways to see that their prop
critics are operated economically and profit
ably.
A conference OF leading nnancIers was
HSiN ITO III NhO OAhCt OI j. r.
Morgan & Co. to discuss the details Of the
decision and its bearing upon railroad
properties in the future.
An effort was made to see J. ]. Hill, but
he kept himself In seclusion and denied
himself to callers.
President ]. ]. Hill Of the Northern Sc
curities company went to his office this
afternoon. where he was In conference with
". p. Clough, general counsel and first
vice president OF the company. General
Clough took an active part in arranging
the legal preliminaries OF the company, and
also in the preparations OF the arguments
Of the company's cases before the court.
Mr.. Clough said he has received only the
most meager and unsatisfactory advices
from st. Paul. and that he could arrive at
no clear understanding OF the matter until
he had learned the full text Of the de-
cision. He declared. however, that the
case would be carried to the court Of last
resort.
E~x-Judge William II. Morris, who is oBH
of the dominant factors Of the Rock Island
company, is quoted as saying: The de-
cision in the Northern Securities case will
In no way affect the Rock Island Frisco
deal. They are not connecting lines and
the case Is in no way analogous"
Credit Belongs TO Knox.
PITTSBURG, April 9.-Whep Informed of