The sun. [volume] (New York [N.Y.]) 1833-1916, 1905-04-08
SUIT TO KILL NATURALIZATION.
r. h. LORD TAKES THE EQUITA-
BILE FIGHT INTO COURT.
Gets an Order 20 Show Cause why the
Society Shall Not he EnJOined From
Accepting Proxy Votes From Policy
hOlders-HOlds 80 Shares Of Stock.

Edward NJ. Shepard appeared yesterday
afternoon before Supreme Court Justice
Maddox In Brooklyn and obtained an order
returnable this morning directing the
Equitable Life Assurance Society and lie
board OF directors and officers 10 show
cause why they should not be permanently
njoined from carrying into effect the pro-
posed plan Of naturalization by which It
would permit pollcyholders 10 vote by
proxy at the elections Of directors Of the
society or from carTyin into effect any other
proposed plan which has not been sub
mitted to and approved by at least three
ifths Of the stockholders Of the company.
The order was obtained at the instance
Of Franklin B. Lord, who is the owner OF
thirty-six shares Of the capital stock Of the
Equitable society, which he inherited
from his father and other members Of his
family.
In his complaint drawn by Henry De-
Forest Baldwin, Mr.. Lord sets forth that
he Is a resident Of Nassau county, this State
He recites the story Of the or ganization
and incorporation Of the Equitable So
ciety and details the privileges,
powers and franchises granted to
Il by the original charter In 1850. He points
out that the charter provided that the
board Of directors might, after giving
notice at two meetings, by three-fourths
vote Of all the directors, provide that each
holder Of a life policy for not less than
5000 cast one vote at the annual election
Of directors II such vote be given in person
and not by PROXY,
Mr.. Lord says that there are now out
standing upward OF $50, 900 policies, the
majority Of which are for less sums than
5000, and that there is now on hand a
surplus exceeding 10000 He then
recites that il was provided under the
charter that this surplus should be divided
among the policyholders in such equitable
shares as the directors should consider
the policyholders entitled TO. in no case
has the society issued policies emitting
the holders TO any definite share Of the
surplus
No general law Of this State, Mr.. Lord
alleges, provides that in the election Of
the boards OF directors Of such a corpora
ton as the Equitable the holders OF policies
shall be entitled TO vote. He then recites
the resolutions adopted by the directors on
Feb. 10 and on March 81. At the latter
meeting the committee on naturalization
recommended the plan allowing all policy
holders 10 vote after two years I'm person
or by proxy
In this plan there IL no Recommendation,
says Mr.. Lord, for the Naturalization Of
stockholders, nor have there been held the
two STAYED megtlogs OF the board which
are necessary under the charter before
any plan Of naturalization may be adopted.
The complaint goes on to say:
And this plaintiff further shows that
the cancellation proposed Of the defend
ants original charter and the adoption Of
such proposed amended charter would,
II accomplished, be in violation OF the
property and other rights OF this plaintiff
held by him under the laws and Constitu-
ton Of the State Of New York and under
the Constitution Of the United States, and
would be in violation of-the contract exist
ing between this plaintiff and the defend
ant; that such proposed charter is not
justified or valid under OF by virtue OF
the Insurance law or Of any other law
Of the State Of New York
THAT, II Il should be claimed that by
virtue Of any law enacted by the State Of
New York since the original incorporation
of the defendant In the year 1859, the adop-
ton Of such proposed amended charter or
any like charter by the defendant Is justified |
OF authorized then such law has been !
enacted in violation Of Section 10 OF Article !
of the Constitution Of the United States, |
providing that no State shall pass any law
impairing the obligation of contracts, and !
would violate provisions OF the fourteenth
amendment Of the Constitution Of the United !
States, in that Il would abridge the privi- !
leges or immunities Of the plaintiff and !
deprive the plaintiff Of property without
due process Of law.
And the plaintiff further shows that no
meeting Of the holders OF the stock Of the |
defendant has been called upon TO consider |
the said proposed amended charter; that |
the said proposed amended charter has
never been submitted TO this plaintiff or
notice thereof given 10 the stockholders Of |
the defendant
And this plaintiff further shows that any |
amendment OF alteration Of the original |
charter Of the defendant except as therein |
provided would be In violation |
OF the rights and interests Of the plaintiff, |
and that the adoption by the defendant Of |
such proposed amended charter would |
inflict upon this plaintiff irreparable dam |
a &c. the amount OF which could not be ascer- |
tanned, and for which there would be no |
adequate or sufficient remedy at law and |
that this plaintiff is remediless except and |
unless this court shall, by virtue Of its juris- |
diction in equity, intervene for the protec-
ton o this plaintiff
The plaintiff demands that the defendant, |
its board Of directors, its directors, it's |
president. vice-president, secretaries and
all Of its officers, subordinates and employees |
shall be enjoined from executing, adopting, |
presenting 20 the Superintendent Of Insur- |
anoe or fling the proposed amended charter
OF any other amended charter and from |
doing any other act whereby the plaintiffs |
rights shall be affected or impaired.
A lawyer conyersant with Mr.. Lords
attitude in the case said yesterday that the
real gist Of the situation was that II the night
to vote by proxy is gwen TO polioyholders
Il would simply mean that the executive Of
hoers Of the company, who are in control Of
the agents scattered throughout the world,
would also be In control OF the proxies.
Mr.. Lord objects, Il was said, 70 any
alteration ofthe charter 10 his disadvantage
as a stookholder, and objects more par
tioulsrly TO the present proposed plan on
the ground that Il would In no way benefit