The times dispatch. [volume] (Richmond, Va.) 1903-1914, 1905-04-15
ANGUS CASE IS
DECIDED. BY G0Ff
Temporary Injunction il, Union.
Trust Company's Suit
Dissolved.
PROMINENT LAWYERS HERE :
Elihu Root and William !
Hornblower Among Coun- y
sci Employed.

=
or tho United States, decided here yes
tetday afternoon "a ease Of great import NJ t
ancc. and which brought to the City
large nssemblage OF lawyers and business
men from New York, Baltimore and South
west Virginia.
The case was that OF the Union Trust
Company, OF Maryland against George L.
Carter and Cllnchfield Corporation, which
was argued before Judge Golf, at Clarks-
burg. w. Va, and upon a motion by the
complainant for an Injunction and re-
ceivers for the properties OF Clinehficld
and 1t was this motion that
lie decided yesterday dissolving the m
junction and declining to appoint receivers.
Judge Golf read a lengthy and elaborate
opinion dealing fully with all the points
involved and discussing the questions OF
law, and fact In the case. The spit
was brought by the Union Trust COMPANY.
Suing as a stockholders Of the Clinchfield
Corporation asking the court 10 set aside
a contract between that corporation and
George L.. Carter, by which, in considera-
ton of the sum Of. 81, CO, 600 cash the cor
poration sold all of It's properties 10 MI
Carter. These properties consisted OF the
stock OF Cranes Nest Coal and Coke Com
pany, which in turn owned large and val
liable coal lands In Southwest Virginia.
and the stock Of the South and Western
Railway Company which owns a railroad
partly completed and in operation IN
North Carolina, Tennessee and Vlrginln.
There were also certain terminal proper
ties at Southport, n. c., Involved, as we'll
as certain railway properties In North
Carolina and certain bonds of the Cranes
Nest Coal and Coke Company and South
and Western Railway Company.
History Of the Case.
The opinion gives history of the prop.
critics and shows that George L. Carter
oil March6 1902, for the purpose of form-
ing n syndicate which would promote the
enterprise and build the railway, gave
to the Union Trust Company OF Maryland,
an option to purchase for $2,3bS, 700. all OF
he ca pital stock of certain coal and rail-.
way companies, syndicate was formed
which acquired the properties at this
price and held same until June, 1901. The
Union Trust Company, in the meantime
seeking without success to make some
disposition Of the properties or to raise
money for their development, some of the
syndicate subscribers lost confidcnce5Ein
the ability Of the Union Trust Company
to manage tho syndicate and the Clinch-
field Corporation was formed in June,
1904, for the purpose Of taking over the
properties and relieving the syndicate and
selling the same as quickly as possible!
II, seems that the charter of the Clinch-
field Corporation vested all powers of#its
management in Its directors until January
!, 1870 and thatS the certificates for the
shares Of stock called attention to this
provision of the charter, and further that
the subscribers to the stock at the time
of their subscriptions executed con-
tract in which they agreed mot to call
any meeting of the stockholders for any
purpose. . ~ ~
z George Il. Carter conveyed to the Cilnth-
field Corporation tWenty-six miles Of rail-
road which he had purchased since the
formation of the syndicate and was him
self ono OF the directors and vice-prcsi-
dent and general manager of the Clincil-
field Corporation. Various attempts were
made by the Clinchfield Corporation to
dispose OF the properties. but all without
success until the sale 10 Carter, which
is attacked III this suit, was made
Judges Opinion.
Tho opinion Of Judge Goff deals sue
ccssively with all the contentious OF the
Union Trust Company, and holds that
It and all other subscribers to the STOCK
of the Clinchtleld Corporation are bound
by the provisions of the charter and
by the contracts executed by them. bind
ing themselves not to call any meetings
%. stockholders. and that therefore the
meeting VI stockholders attempted to be
held on .i.rIary g. 1906 at Bristol. was
a nullity, and that the first Officers
named in the charter are the true Officers
OF the Clnchtleld Corporation.
The temporary restraining order which
had been granted In the cause was dis
solved, AID the court refused to.appoint
receivers, the opinion concluding with
the statement that the court does not
at this time dispose Of the questions
raised by the defendants relating to the
good faith of the complainant, the Union
Trust Company, in instituting and prose-
cutting this suit
After the decision OF the court mo-
ton in regard to the Jurisdiction in the
case was argued by Mcssrs. James B5rne
and William b. Hornblowcr, OF New
York. representing Thomas Il. Ryan. Flor
man B. Ream and others, who have pub
chased the properties from George l.. Car
ter, and Edgar IA. Cans, OF Baltimore,
representing Mr.. Carter, and Julian T.
Davies. OF New York. and William u.
White, of Norfolk, for the Union Trust
Company OF Maryland. The question SO
argued was 'as to whether or not the
court could entertain jurisdiction of this
case for any purpose, since It. was con-
lcnueu ny NSdI' JNcdH| Hllu OlICihs Liza
the property had been sold 10 them by
Carter, and had passed beyond the jurls-
diction OF the court, Time was given to
file briefs on this motion, which Judge
Goff took under consideration. Briefs
we're filed last night.
The counsel for the complainant OF
record In the case are; william II. White,
OF Norfolk; Fielder c. Slingluff. OF Bal
timorc; Bradley w. Palmer, Of Boston;
Julian r, Davies, OF New York. C6un-
sci for George l.. Carter. as stated on the
record. are: John y. Iiorsley, Lynchburg;
NJ, IS. Porter, OF New York; j.. Norment
Powell, Bristol; Edgar IT, Cans, Of Bal
timorc: James Hyrne. OF New Yorx,
and Hon. Flihu Root. OF New York; and
Judge John p. Horsley of Lynahburg
and Judge A. a, Phlegar. acting for
J. s. Lennon. ~ Baltimore. are counsel
for the Clinchflcld Corporation. Mr.. Root
Was unable 10 be present.
In connection with this matter MIR.
George l.. Carter, OF Bristol; Mr. James
CLARK, and other prominent business mon
Df n rit ~ or r9,,v