The Montgomery advertiser., 1904-03-23
PLAN IS MADE PUBLIC
St HEME OF NORTHERN sEcURI-
 TIES COMPANY.
Stock Dividend of se Per Cent to be Effected by the Reduction of That Amount in Company's
 Capital Stocks.


 New York. March 22.-Following a day of great excitement in the stock market and numerous conferences among the leading financial interests. the new plan of the Northern Securities Company was made public this evening. In substance, it provides for a stock dividend of 99 per cent. this to be effected by reduction of that amount in the capital stock of the Securities Company.
 For every share of the Northern SecurI- ties stock surrendered. the company will deliver $S9.7 stock of the Northern Paci- fic Railway Company and S30.17 of the Great Northern Railway Company. The shares of thS~lNorthern Pacific Company which were taken over by the Northern Securities Company at 1l5 and those 0: the Great Northern at 1SO, will be dis tributed on this basis.
 The other assets of the Securities Com pany. consisting chiefly of its Chicago. Burlington and Quincy holdings and Northern Pacific coal lands. will remain in the treasury of the company until some plan for their distribution has been evolved.
 Official announcement of 6 new plan which is signed by President Hill under this date, was sent to Northern Securities stockholders in a circular letter, which says, in part:
 Since the formation of your company. with view of promoting, developing and enlarging the commerce and traffic of the country served by the Great Northern and Northern Pacific Railway Companies and by the Chicago. Burlington and ouin- cy Railroad Company, the trasfic and earnings of the three railways have been extended and their condition and faciii- ties improved and increased.
 The stock of the Northern Securities Company was issued solely for the shares of the Northern Pacific and Great North ern Railway Companies and other proper- ties purchased by it.. In forming the com pany and disposing of It's shares, no com missions were paid, nor has the company incurred any expenses save those neces- sary for obtaining It's charter. and for the economical conduct of it's affairs.
 "The company's acquisition of Northern Pacific and Great Northern shares was made in the full belief that such pur' chases were In no wise obnoxious to any laws of the United States-an opinion which has received the approval of foul Justices of the Supreme Court of the United States, namely. Chief Justice Full Ter and Associate, Justices Edward D White, Rufus w. Peckham and Oliver Wendell Holmes, in the suit brought by the United States against the right oi the company to hold and vote the shares
 However, the majority of the court dIsregardinR as irrelevant any beneficial increase of commerce, was of the opin' lon that as @ matter of law your com pany's holdings of the stocks of the two railway companies in itself constituted restraint of interstate commerce prohib' ited by the so-caIlei Sherman act of 1SSO Al. ea1ny.. fAa haN been forbidden 10 permit your company to vote or to collect dividend on th' shares held by it.
 "Therefore, your directors. at a meet in.s held this day, have under the ad vice of counsel, decided that in order tC fully and promptly comply with the de cree in this suit, 1t is necessary to re duce the capital stock of the, company and to distribute to its share holders thu shares of stock of said railway compa nies now held by 1t.
 "ro this end they have adopted Feso lut,ons coinnenafng to the stockholders "F1rst-That the capital stock of thi company be reduced from S,S54.O0O share now outstanding to 3s,54O, being reduc tion of 99 per cent.
 "Second-That said 99 per cent. of tn present outstanding shares be called ii for surrender and cancellation.
 "Third-That against each share of tn stock of this company so to be rendered there will, be, delivered SS9.s q. stock O letbs Northern Pacific Railway; $So.T stocl Of the .Great, Northern Railway Com l pc ny, and, propertionate amounts thereo for each fraction of a share of stock.
 "As required by, the laws of the Stat | of New Jersey under which the com pany was created a special meeting O 1 tn shareholders has been called for Apri 2l. 1904, at Ii o'clock a. m. at the offic ] of the company In Hoboken.
 | "FoP the purpose of this meeting tn l stock transfer books will be closed Aprl Is at o'clock. -'f
 Holders of this company's stock to | large extent have already expressed thei approval of the recommendations of tn board but the laws of New Jersey re uuire a two-thirds vote of shareholder U permit the company to reduce its car ital stock Such vote is the first ste necessary for the proposed distribution of the railway company's shares. Tn collection of the May and subsequer dividends on such shares being forbid den by the decree until such distrlbu ticne has been made, the importance c promptly execrting and forwardini proxies Is obvious.
 "The assets of the company remaining