The Minneapolis journal. [volume] (Minneapolis, Minn.) 1888-1939, 1903-04-14
The MERGER Re
PEOPLE WALL
No Action Will Be Taken Until the.
Supreme Court Passes on
the Matter. ...
The Trusteeship Suggestion-How
Standard Oil Worked Its
. tss&s7a 3ssssss
-. ''Distribution."
Special to The Journal.

with regard to means likely to be used
by J. J. Hill and his associates to control
Northern Pacific and Great Northern are
absolutely without official color and are
founded on premises entirely false These
rumors may be summarized as follows:
A company is to be formed. either in England or |
Canada, to hold the stock for the two companies !
now held in the treasury of Northern Securities. |
Two holding companies instead of one will hold
the stocks in question. !
Three individuals will be chosen to act as trus- |
tees and hold in their names the stocks of the
Great Northern and Northern Pacific: ~.~
A great number of variations ofethese
| runlors is almost certain to be brought
before the public during the next few
months. Each and every one Of them
presupposes that Mr. Hill and his asso-
cha ties expect to be beaten in their appeal
to the supreme court and have therefore
| made plans to accomplish their end when
| the present method is finally declared IL
! legal. Both these premises are false.
| James J. Hill fully expects to win the ap-
| peal. and plans whatever have been
made or discussed in council to hold the
| stocks Of Great Northern and Northern
Pacific in case the appeal should be beat
| en-.
The Trusteeshlp Suggestion.
| Official comment on the three rumors
| treats the first two perfectly imprac-
ticable suggestions. Both of them would
fatty transgress against a decision de-
| claring the present company illegal, and
both Of them could be fought by the gov
| eminent. and would certainly be stopped
if the present company is illegal. The
| trusteeship huggestion is treated with
some respect by Northern Securities peo-
pie and is considered worthy Of deep con-
sideration by the bankers and corporation
lawyers of Wall street-who are willing to
express their views upon it. The terms Of
the present decision seem to, leave room
for such a trusteeship 1t is noted also
that r. H. Hartman and his host or cor
poration lawyers versed in all the in
tricacies Of interstate commerce law and
"a abroad legislation have lately decided to
transfer 100000 shares of Southern Pa
cific stock held by Union Pacific to the
name Of William Rockefeller. in the be-
lief that this practical trusteeshlp Will
put that block of stock beyond the scope
of all existing antitrust legislation.
Question Of Distribution.
A question that is being asked by a
great many people in Wall street is, Gin
case the final decision goes against North
ern Securities and it is necessary to re-
distribute Northern Pacific and Great
, Northern stocks what method will be fol-
lowed by the Northern Securities COM
pany?''
This question was just as vital before
the decision was rendered at st. Paul,
, but it had never occupied the public
mind as it does at the present time. The
matter rests exactly where it rested be-
fore the decision was rendered. and will
remain in statu quo until the decision is
, finally rendered by the highest court in
the land Yet it is as true that the law
yers of the corporation have given this
. question some consideration as it is that
they have given some thought to the
10TH f,fn in11tc trop
spires that two possible methods of dis
! tribution at least will be open to the com
pany in case the supreme court decides
that such distribution must take place
The first method is the return to the
holders of Northern Securities certifi-
3 Gates Of the actual shares of Northern
= Pacific and Great Northern deposited and
r exchanged for those certificates Of North
/ ern Securities. These shares of North
t ern Pacific and Great Northern are In the
safes Of the Northern Securities company
= each stamped with the date Of exchange
lions under which the exchange was
made. This would be the simplest meth,
: cd, and the obvious result Of it would be
that the Northern Pacific and Grea
Northern stock would rest in the hands o.
those who at present hold the great bull
of Northern Securities certificates. Thi:
method followed when it was deemed
wise to distribute the assets of the Ma
tional Wall Paper company some few
years ago.
The Standard Oirs Game.
The second method differs materially
from this. It was followed when the
Standard Oil Trust was dissolved The
manner Of it will be APPARENT from thu
following data The Standard oil trus
was a, holding company that held the
stock Of twenty oil manufacturing con
Germs. 1t was declared illegal by thu
courts and was ordered to distribute tn,
stocks fthe subsidiary companies. II
this distribution holder of stock of tn
Standard Oil trust who had deposited, TO
example, 1000 shares Of the stock of tn
Oil Company of Indiana and had received
trust certificates for those shares, did no
receive his thousand shares of Indian;
! Oil stock intact, but received ne-twenti
| eth, or fifty shares of his own stock. I
| is Immediately evident that under this ar
rangement the clique that controlled 5
per cent of the Standard Oil trust Ger
tif1cates received in the distribution a ma
iorty of the stock of each one Of tn
/ constituent companies. In the case o
this trust the corporation was inann edi
ately reincorporated under the laws o
New Jersey and has since been doin
T business, with some slight alterations
I under the name Of the Standard Oil com
pany. : ~: .@-.':S~-
: How About Dividends7:--
> Another question that is: agitat ting Wa
street is whether Great Northern an
Northern Pacific. under the present di
rectorates, are at liberty to continue pay
, ing dividends and whether the Norther
, Securities company can also continue t
] declare it's dividend Of 1 1s per cent pend
ing the final judgment by the suprem
: court. ~
The opinion of counsel Of the compan
HE ie 1s,,