The news & observer. [volume] (Raleigh, N.C.) 1894-current, 1903-04-07
The Hartman Interests AL
lowed TO Vote.
THE OPINION is LENGTHY
And Against the Contention That the Union
Pocfic Was an Accessory or Actual
Party to the Suit Which Was
Drn,,rrLI
Brought.

| (By the Associated PresS.)
Cincinnati, Ohio, April 6.-Judge Lurton
this afternoon refused the injunction ask
ed for by the Kecne interests to restrain
the Hartman interests from voting the
Union Pacific holdings at the Southern
| Pacific Company's election on next We'd
pesday The opinion, which was quite
lengthy was against the contention of
the complainants that the Union Pacific
was an accessory or actual party to the
suit even though Chairman Hartman
! of the Union Pacific board of directors
! had made an affidavit in the case. Being
! mere witness in the cases did not
amount to an appearance by the Union
| Pacific as a party in the suit, AS to
| the averment that the Union Pacific was
! expending the receipts of the Southern
| lPacinc in bcttermtIt en- the Central
Pacific with q view to the ultimate pur-
chase of that road. the court held that
all this was specifically denied by tho
defendants, and that even If true 1t
could not be sustained except on a show
| ing that the action was ultra-vires. On
| the whole case the court held that the
| case be dismissed
Senator Foraker who represented the
complainants, the minority stockholders
of the Southern Pacific, gave notice of
appeal to the United States Court OF
| Appeals, and asked that pending tho
| hearing of this appeal the election of
directors of the Southern Pacific set fer
| April Sth be stayed. Lawrence Maxwell
and Judge Humphrey. representing the
defendants agreed to that order, inas-
much as to do otherwise would render
! the appeal ineffective 1t was agreed that
/ the stockholders may meet as arranged.
! elect a chairman, and then adjourn until
called by the chairman, after the appeal
| has been disposed of by the Court of
| Appeals.
| After reitting the facts in history
OF tho contention the affidavit, argu
ments and claims in support of both the
bill of application for an Injunction and
the answer Judge Lurton held that he
had no Jurisdiction. He said the right
of a stockholder to vote upon his stock
at all meetings OF shareholders is a
right inherent in the ownership Of the
shares, and as such a property right.
If the right of the 100000 shares beneli-
cially owned by the Union Pacific Rail-
road Company to vote be denied, should
have to hold and adjudge either that the
Union Pacific Railway Company was in
capable Of legally acquiring and holding
shares in the Southern Pacific Company
or that, If competent TO own and hold
such shares, 1t ought not to be suffered
to exercise the right of participating in
the election Of directors, if such par
ticipation may result in placing the
Union Pacific Company in a position
where it win be capable of controlling
and dominating the management of tne
defendant company. The direct effect OF
any such decree would be to deprive the
Union Pacific Railroad Company Of one
of the most valuable OF he incidents OF
its ownership of it's Southern Pacific
shares, the right to vote for managing
directors at meeting Of stockholders.
1t is therefore, according to every def
milton an indispensable party to any bill
which challenges it's right to own or vote
upon its Southern Pacific shares. The
Union Pacific is neither actually or con-
structively before the court and to the
argument that the two roads had such an
identity Of interest as to make the Union
Pacific constructively before the court
said;
''It must not be overlooked that the
managing agencies which have spoken
through the answer of the Southern Pa
cific denty that they are. or have been
disloyal to their trust as officers and di-
rectors OF the Southern Pacific Company
and deny that in their character as Off
GERS of the Southern Pacific Company
they stand for and present the other
company. They aeH lat the two roads
wherein sny sense canpctive or that
there is the slightest repugnancy in their
acting "a directors FOR both companies
and we cannot ignore the fact that while
there may a4 Ieentity of interest in
some particulars ne question Of the
right Of the Union Pacific Company to
hold ana vote tho shares owned by it is
a quostou which deeply affects its prop
erty ghts and in respect of which the
Pacific Company as such has no
intere whatever.
Thos are two wholly distinct corpora
tious having each of it's own parties and
its o~a -1I5 or stockholders. and neither
nas anr legal right to stand or represent
the other .zaept as it may be duly con-
stitnted agent of the other
THO egr.o tion has been made that the
,ffdaefs md EXHIBITS shows that the
shares awned by the Unon Pacfic Raj
roed Con oany stands the name Of e.
Fl Hartman and that he has made an af-
fdavit which has been filed in the case
md which has thereby made an appear
anCe in the case in his representative
character as trustee for the Union Pa
cific, and that having as a party the
trustee in whose name such shares stand
the court has obtained jurisdiction to en-
Continued on Page Five)