The news & observer. [volume] (Raleigh, N.C.) 1894-current, 1904-03-27

| pecduse the same ldGa is repeated, tnat we
conceived that 1t was the duty, not what
| we regarded as a manda tory law, that the
State proxy should attend all meetings,
ana that the State had no right to with
draw its proxy from the meeting. That
| IS matter of the construction of the
statute upon which there may be a diff
terence of opinion. That is the opinion
we entertained
Inc statement contained in the tEir-
teenth paragraph of the bill in regard to
the interview between Mr. Finch and
Governor AycOck, the statement was made
from the knowledge of Mr.. Finch who
was one of the parties to the interview
That statement was to the effect that he
approached the Governor and after rerre
senting to him that he was 4 stakeholder
Ut the defendant corporation and IN favor
OF leasing this road asked him if meet
ing was called to consider the question of
leasing the property and voting upon that
question would he direct the States proxy
to attend the meeting and vote upon the
same. That he replied that he would not
d. so; that the States proxy should not
attend meeting for that purpose unless
the proposition for lease was first sub
united to him and approved by him, 9th
erWisc that the States roxy would not
attend, and that there would be no
quorum and no meeting. / was present at
that interview and that was my under
standing and recollection of what was
said.
The allegations in paragraph ID of the
bill as to what was intended by the char
ter Of the defendant In regard to the right
of the Governor to withdraw his proxy
and thus blocked all action upon the ques-
ton OF lease was matter of law and "A
matter of construction.
The fifteenth paragraph Of the complaint
in regard to the political character of the
management Of the railroad company was
gathered first from the report of Mr.
Washington Bryan in the year 1886. From
this report the quotation which appears
in this section was taken. and also from
rumor. We had no definite proof of that
matter before us. We alleged it really
upon information and belief We also
quoted from the report Of Mr.. Washington
Bryan in the year 1887 in this section
upon this same subject to the effect that
it is very much to be regretted however,
that all of this stock is not owned by pri-
vate parties, as corporations are always
most successfully managed when their
capital stock is IN the hands of individ-
uals One sentence from the report of
1856. which was quoted by Mr.. Finch in
his bill, is as follows: Being largely
owned by the commonwealth and several
counties holding its stock it is apt to be-
come n political machine. Should this
hapren, it is doomed, and ere long is fate
will he IS other corporations politically
controlled.
The sixteenth paragraph of the com
plant, to the effect that by the States
proxy Withdrawing himself from meetings
of stockholders or refusing to attend be.
cause he did not approve of contemplated
actions, we have the anomaly of a minor
ity voter controlling or defeating the will
of the majority voter, was an inference
which we thought fairly deduceable from
the facts.
The seventh paragraph to the effect that
dlsagreements had arisen, etc, which en-
dangered the interests Of stockholders,
etc, leaving your orator without remedy
except the orders of this court was a
conclusion drawn from facts and inf3rma-
ton which the parties have.
The eighteenth paragraph in regard to
the benefit which the State and the pri-
vate stockholders would secure by lease
of the road to the effect that by a prop
er lease of the road, the State would re-
ceive an annual average income of nearly
sixty thousand dollars and the private
stockholders of over $4,000 was made
upon calculation on the highest bid
that had been presented to the Governor
for the average time.
The nineteenth paragraph that the
property of the corporation had been di-
verted and that hotel had been pur-
chased and summer resort established at
4 cost of S42,S4S, was taken from the au-
dltor's and treasurer's report for the year
1903 The statement that the Governor
appoints a majority of the directors who
control the directors meetings and can
select a president was taken from the
charter of the company
The statement in the twentieth para
graph that Mr.. Finch had no desire in
any manner to iniure the defendant cor
poration his only object being to protect
for himself and the other stockholders
was based upon the representations of
Capt. McI3ee and Mr.. Finch when the bill
was being diaughted, / know that the
real purpose of this bill was to bring
about lease of the Atlantic and North
Carolina Railroad. That was the express
purpose of both OF the parties who were
present, Mr.. McBee and Mr.. Finch. From
all that we had before us we were salts
fled that this was the wish of a large
ma jority of the stockholders and if by
this means lease of the property could
be brought about, we felt sure that it
would rebound to the advantage of all
There was no suggestion that this lease
would be made necessarily to those whom
Mr.. McBec and Capt. Finch represented.
It was expected that the highest bidder
The man or the association of men who
would make the largest and most advan
tageous bid would be awarded the lease.
1t was thought that the parties whom
Capt. McBee said he represented would
be able 10 make large and more advan
tageous bid than anybody else because as
Capt. McBee represented to us these par
ties were in some manner directly or in
directly interested in the proposed line
OF railroad from New Bern. N. G.. to
Ecenton. The distance from New Bern
TO Washington, about thirty miles, and
from Plymouth to Edenton, about twenty