The Billings gazette. [volume] (Billings, Mont.) 1896-1919, 1903-04-14
TUESDAY,, APRIL IA, 1908.
VICTORY FOR THE PEOPLE.

and until the court OF last resort mas
passed upon the matter it may not be
said that the case OF the United
States VS.. the Northern Securities
company has been finally and perm
emily won, still it must be admit
ted that the government has gained a
decided advantage through the deci-
sion of the court of appeals. This is
against the defendants in every par
ticular. Every allegation made by the
plaintiff is sustained and the victory
of the government is complete, so
far.
formation OF the holding company, the
Securities concern, was a dodge to
circumvent the Sherman antitrust
law and that the combination enter
ed into by the Northern Pacific, Great
Northern and Burlington roads was
for the express purpose of restraining
competition, in fact doing away with
it altogether and virtually making n
immense company OF the three. This
is held to be in violation OF the law
under which the action is brought and
in essence a trust organized In re-
straint of trade. The fact that the
three roads are ostensibly governed
by separate boards OF directors and
for the purpose of evading the law
continva to be operated separately,
the court holds not to be a valid de-
Tense against the governments al
legations. Very truly the court says:
ut is the common experience OF a
KING that the acts of corporations are
dictated and that their policy is con-
trolled by those who own the major
ity of their stock" The party occupy
ing this position of majority owner
is the Securities company and it con-
trolls the policy of the three roads.
Commenting further the court says:
''Indeed one of the favorite methods
in these days, and about the only
method of obtaining control OF a cor
poration is to purchase the greater
part of its stock. 1t was the method
pursued by the Northern Pacific and
Great Northern companies to obtain
control of the Chicago, Burlington &
Quincy railroad, and so long as dl-
rectors are chosen by stockholders
the latter will necessarily dominate
the former and in a real ems de-
termine corporate acts
This gives the facts in a nutshell
as they apply to the case the court
was called upon to determine. BY
what method of reasoning or by what
application of the law the defendants
expected to win is nowhere apparent.
The facts and the law were clearly
against them and the only SUPPOSE
ion tenable is that they believed be-
.ause of their immense power no
court would dare to decide adversely
to them. Had the decision been other
than it is there would have been a ma
terial %lessening of the respect for the
courts now entertained and a great
loss OF confidence in their upright
ness and integrity.
The defendants, no matter what
their expectations nay have been at
the beginning OF the suit, evidently
anticipated the decision rendered. Sew
eral days before the court gave
it's conclusions it was announced
from New York that the Hill-Morgan
party, in reality the Securities COM
pany, had it's plans perfected for a
REIMBURSEMENT and reorganization OF
the holding company, in the event
that the decision was unfavorable to
the defendants. The plan agreed upon
was said to be for the selection OF
three trustees in whose names the
stock of the Northern Pacific, Great
Northern, Securities company and
Burlington was to be registered. This,
it was held, would meet the legal re-
uuirements and still constitute a COM
plete evasion of the provisions of the
antitrust law, or the state and feder-
al statutes prohibiting M road from
buying the control of a competing
road. Judging from the opinion OF
lawyers who have passed upon the
decision this can be done, the way
for doing SO having been provided by
the decision itself, which permits the
transfer by the Securities company
of stock in the subsidiary concerns
which it may have received from them
to persons who are % the owners