The Montgomery advertiser., 1905-03-22

aho Nortn Alabama Railroad, and it's acts and dofngs while in possession
 and control thereof. for such period as
 shall be fixed and lawfully required by
 that court which shall be finally ad- Judged to have the Jurisdiction there of. that is to say. In either of the suits now pending for such an accounting, upon demand and the delivery to the Iouisville and Nashville Railroad Com- pany by each shareholder of his cer-
 tihcate of stock properly endorsed Resolved. That the. foregoing prop osition be and the same is hereby sub mitted to the Louisville and Nashville Railroad Company. for it's acceptance
 or rejection. and should the same be accepted and approved by that com pany. the President or vice-President | of the South and North Alabama Rail- | road Company be and he is hereby au.
 thorized, empowered and directed to | execute and deliver for and on behalf
 of the South and North Alabama Rail- road Company, a deed of conveyance to tPe Louisville and Nashville Railroad Company to complete the sale and transfer aforesaid. to which the Sec retary or Assistant Secretary shall af-
 fix the corporate seal of the com pany"
 Col. Stone Makes Statement. Colonel H. l.. Stone, general coun- sel of the Louisville and Nashville Railroad Companyf who was in atten-
 dance upon the meeting, holding the proxy of the Louisville and Nashville
 interests aggregating 31.274 shares, made the following statement, which
 was spread upon the minutes: "Mr. Chairman:-As the duly au-
 thorized proxy of the Central Trust
 Company of New York (the holder in trust of thirty-one thousand. two
 hundred and seventy-four t31,274
 shares of stock in its name in tho South and North Alabama Railroad Company, I am here ready and will ing to vote in favor of the proposition submitted by the Board of Directors
 of the South and North Alabama Rail- road Company, to sell all of the rail- | road. properties, rights, privileges and franchises of the latter company to the Louisville and Nashville Railroad Company, and in favor of the amend- ment offered as substitute therefor, but as these shares of stock are owned by the Louisville and Nashville Rail- road Company, subject to said trust, with the right to exercise the voting power of said shares of stock by prop CT proxies given to 1t, or to its ap- pointee or appointees, and I have been
 designated as one of such appointees with power to cast the votes to which said shares are entitled, but as the
  pany has been enjoined and restrained by the City Court of Montgomery in Equity from voting its said shares of stock on sold proposition. or on any question whatever pending the suit in- sttuted by Henry B. Gray in said court, I. therefore, refrain as proxy aforesaid from voting on said proposi-,
 tion, or any question at this meet ing.
 'As proxy for T. W. Horne and Company, I represent 100 shares of stock, and but for the injunction this day issued in said case. I would also cast the same for said proposition as amended by said substitute
 Proposition of MT. Gray. Henry B. Gray stated and requested that his statement be made part Of the minutes of the meeting, that he would pay to the Louisville and Nash
 vile Railroad par for its holdings in the South and North Alabama Rail- road Company, and would also pay for the minority stock. provided the Louisville and Nashville Railroad Com pany would sell its holding at the price named.
 In view of the fact that no action could be taken by the stockholders, Colonel Stone moved that the stock
 holders take a recess until June 27. 1905, at 12 o'clock noon, at the office of the company In Montgomery. Mir. London moved as a substitute that the stockholders adjourn sine die.
 The substitute was subsequently, withdrawn, and a vote on Colonel Stones motion to adjourn until June 27th. resulted in 1924 shares voting
 aye" and 606 shares voting "no," so that Colonel Stones motion prevailed
 by majority of 1,01S shares
 The vote on the adjournment was
 only cast by those whose stock was not affected by the injunction.
 Attorneys for MT. Gray said after
 the meeting that his offer to pay par value for the stock was made in good faith and he had perfected his finan- cial arrangements in New York in the event that the offer was accepted.