The Saint Paul globe., 1904-04-04

holders. the, shares of capital stock of
said railroad companies held by it.
Resolved, That the Board Of Directors
| visable that Article Fourth (4th) of this
| Company's Certificate of Incorporation
| be amended, SO as to read as follows:
Fourth: The capital stock of this Com
pany is hereby reduced to three million
| nine hundred ffty-four thousand dollars
($3 954, 000), and shall hereafter be three
! million nine hundred and ffty-four thou
sand dollars ($3954, 000), divided into
| thirty mine thousand five hundred forty
(39.540) shares of one hundred dollars
stock shall be accomplished by each hold
er of outstanding shares of this Com
pany's stock Surrendering to the Com
pany. for retirement, ninety nine (99)
per centum of the shares held by him.
Upon the surrender to this Company,
by any shareholder Of the entire num-
Company's stock, which he is hereby re-
Quired to surrender. this Company will
dered, thirty nine dollars and twenty
seven cents ($39.2D of the stock of the
Northern Pacific Railway Company, and
thirty dollars and seventeen cents ($3O.1O
of the preferred stock Of the Great
Northern Railway Company, and proper
tonal amounts thereof for fractional
shares of the stock of this Company.
The Board of Directors or Executive
Committee from time to time shall make
such rules and regulations as it shall
deem necessary or convenient for carry
matters pertaining to the surrender and
retirement of the stock of this Company,
or to the assignment and transfer of
the stocks Of the said railway COM
panies, hereby contemplated, shall be un-
der the direction of the Board. For the
purposes hereof, the stockholders of this
Company, and the number of shares held
by them, respectively, shall be determin
ed from the stock transfer books of the
Company, which, for such determination,
shall be closed at a. day and hour to be
determined by resolution of the Board.
Resolved, That meeting of the stock
holders of this Company, for the ,pur-
pose of taking action upon the said al
teration of the Certificate Of Incorpora
tion of this Company, and also upon such
other business as may come before the
meeting, be. and is hereby called, to be
held at the general offices of this Com
pany in the City of HObOken County of
Hudson, and State of New Jersey, at II
o'clock a. m. on April 21st, A. D. 1904"
Exhibit Circular.
The directors of said Northern Securi-
ties Company at said meeting further re-
solved that q circular or notice should be
forthwith sent to the stockholders of the
Northern Securities Company explaining
tiOn, and thereuDOn such circular or no
tice was Immediately sent. to the stock
oad holders and nIibit Gopy thereof is hereto an
Your petitioners are prepared able and
willing and hereby offer to restore to
the said Northern Securities Company
for stock of the Securities Company 50
received by said Hartman and Pierce,
and to repay the money paid them by or
on behalf of the said Northern Securities
Company in such sum as the court shall
fix in restoration of the status quo, in
exchange for and upon the return of the
common stock of the Northern Pacific
Railway Company so exchanged and the
common stock of said railway company
representing the preferred stock convert !
ed as aforesaid.
AS YOUR petitioners are informed and
verify believe. and, therefore, aver, such
plan of distribution so adopted by said
board of directors of the Northern Sc |
curitieS Company, if cOnSummated, would |
vest a majority of the stock of both the
Great Northern and the Northern Pacific
Railway Companies in the same lndlVld- |
uaI stockholders of the Great Northern
Company who originally co-operated in
the promotion and organization of the
Northern Securities Company, and who |
are still cooperating and acting in con-
cert and combination and would continue |
the common management and direction
of said two competing railway companies,
and render the decree of this court in
effectual and defeat or eVade its true
intent and purpose.
Ask for a Hearing.
Wherefore and forasmuch as your pc
titioners are without other relief In the
premises. your petitioners pray that they
be granted leave to file this petition in
said suit above entitled and to intervene
therein pro interesse suo for the pro-
lection of their rights; that the indi-
vidual defendants and said Northern Sc |
curitieS Company and each of them be
required to make full and true answer in |
the premises, but not under oath, which |
is hereby expressly waived and thereupon |
that your petitioners be permitted in |
proper time to proceed to a hearing in |
due form upon proof and upon such no. |
tice as may be directed by the court as |
to all and singular the matters alleged |
in the above petition.
Your petitioners further pray that it |
may be ordered and adjudged, in execu-
tlon of the said final decree of this court |
so affirmed by the Supreme Court Of the |
United States. that the said Northern |
Securities Company return and transfer |
to your petitioners the common stock of |
the Northern Pacific Railway Company |
received from them and the common |
stock of said railway company into which |
the preferred stock of said company has |
been converted as aforesaid in exchange |
for its own stock, and upon the payment |
of such sum as the court shall fix in the |
restoration of the status quo.
Your petitioners further pray that |
pending the hearing and determination
Of the manner in which said decree of
this court shall be executed, the defend |
ant Northern Securities Company be en- |
joined and restrained from distributing |
its present holdings Of stock of said |
Northern Pacific Railway Company un-
der the plan of distribution proposed by
it as aforesaid or otherwise than by re-
turn as authorized by said Decree and
that your petitioners may have all such
other or further or different relief as