The news & observer. [volume] (Raleigh, N.C.) 1894-current, 1904-03-05

~
as the Chief Executive of the State it
is his duty to look after the interests of
the defendant, and the action of the
States proxy, which said proxy is appoint
ed by the Governor. 1t is not~true as
alleged in paragraph IA of the bill Of com
plant, that In the exercise of such power
he has attempted to defeat corporate ac-
ton, OF that his exercise of power is
usurpation or violation of the law, and a
fraud upon complainant. and other stock
holders. of the defendant, and entitled
complaint to the protection of the Court
18TH That it is not true, as alleged in
paragraph Is of the bill of complaint,
that it is part of the current history
of the State, that this corporation has
never been run IN the interests of the
stockholders but has been preserved as
reward for political favorites. 1t is true
that now and for some years the road has
been run business principles, and in the
interest of the stockholders 1t is true as
defendant is informed and believes that
President Washington Bryan, in the years
of 1886 and 1887, used the language attrl-
buted to him in allegation Is of the bill of
complaint. 1t is likewise true that in his
report for 1886 he said that he was not
running it on political but on bust
ness basis.
IS. That it is not true as alleged in the
18th paragraph of the bill CT complaint,
that by means of the practice adopted by
the States proxy in withdrawing and alb
senting himself from meetings of the
stockholders, and refusing absolutely to at
tend such meetings, as are called for the
transaction of necessary business, that the
anomaly of the minority voters CONTROL
ing or defeating the will Of the majority
voters, by a lawless and revolutionary
method exists.
II. That it is not true, as alleged in the
seventeenth paragraph of the bill of com
plant that by reason of the unlawful
and autocratic actions of the States
proxy, internal dissentions and disagree
ments have arisen which threaten the
dissipation of the corporate assets and en-
danger the interests of all stockholders
leaving the complainant without remedy,
except through the orders Of the Court.
But on the other hand it has been always
the policy of the State to unite with the
private stock upon all questions of the
internal management of its corporate at
fairs and for the progress and advance
ment of such company And complainant
|
pany of which he alleges he is IA member.
IS. That so much of the eighteenth para
graph of the bill of complaint as AYERS
that when an opportunity to vote upon
the question shall be graciously permitted
by the States proxy" and that "the prl-
vate stockholders who are now victims
OF the States proxy's caprice" and SO
much as AYERS that 1--WE humbly submit
this is paying too high a price for the
tremendous privileges extended TO the dis
pensers of political patronage, is, in the
opinion of the defendant, scandalous and
| impertinent and done only for the, pur-
pose of attempting to prejudice said COM
oany and it's administration in this cause,
and in further answer to said allega
ton said defendant AYERS that by virtue
of Chapter 80 of Tine Code of North Caro-
lima the president and directors of the
Board of Internal improvements Of said
State consists of the Governor of the
State who is ex offico president thereof
and of two commissioners appointed BIZ
ennally, and such board has under its
charge and control all the States interests
in all the railroads, and that it Is the duty
of the president and directors of said
Board in behalf of the State and other
wise 70 direct and control the manage
ment of the affairs and operations of the
public property of the State, and that as
hereinafter recited under the charter of
said defendant company all right and au-
thOrities for operating said railroad COM
pdny Is vested in its Board of Directors,
consisting OF twelve members. except that
under the bylaws OF said defendant com
pary hcreintefore referred to, when any
contract for the assignment or trans
fer o. any corporate right Of the com
pany should be contemplated, the same
cannot be made until the question of sale
or transfer shall have been submitted to
a vote of the stockholders, and such sale
or transaction approved by majority
of the private stockholders and the State
And acting under the provisions of said
charter and bylaws, the Governor of
North Carolina as eX-officio chairman of
said Board of Internal improvements, and
desiring to act only for the best interest
of the private stockholders and the States
interest in said road, from time to time
has received and carefully considered all
propositions to lease said railroad com
pany rendered or filed with him in his
official position as aforesaid, and has in
each and every instance carefully con-
sidered any and all propositions sub
mitted to him for his consideration. and
pursuant to his desire to serve the best
interest of the State, and the private
stock interested in said company, it has
been his effort publicly announced to OBJ
tain the best and most advantageous offer
for the lease of the said railroad and
the same has from time to time appeared
in the public press of the State and az
aforesaid sundry and various bids have