New-York tribune., 1906-10-16
HILL SUIT UP AGAIN.
VENNER AFTER $1O,O0O,000.
Legality of Old Burlington Stock
Deal Questioned.

Clarence H. Venner, the owner OF three hum
dred shares of preferred stock Of the Great
Northern Railway Company, yesterday began
IN the United States Circuit Court In this city
an action against President James ]. Hill and
the Great Northern Railway Company, asking
that Mr.. Hill be compelled to account for and
return to the stockholders OF the Great Northern
the sum of S1OOO0OOO which. it is alleged in the
complaint Mr.. Hill illegally made personal
profit through the sale of Chicago, Burlington
& Quincy stock 10 the Great Northern Railway
Companies.
The action was originally Instituted in the Su-
preme Court but was removed to federal juris-
diction by the defendants because of diversity
of citizenship, the two defendants being citizens
OF Minnesota and the complainant a resident OF
New York
The complainant sets forth that Mr. Hill is the
present president and a director of the Great
Northern Railway Company. and that the men
composing its board of directors employees
of the road and entirely subservient TO the
wishes of its president
On or about November /, 1900 II is charged
in the complaint, Mr.. Hill conceived a plan
whereby he to acquire in the open market
a large number of shares of the Chicago, Bur
lington & Quincy Railway and, in violation Of
his duty as president and director of the Great
Northern. he caused to be purchased for him in
the open market a large number of these shares,
the par value Of which exceeds. it IS stated. the
sum of S25,OOOOOO.
Continuing. the complainant alleges that Nr.
Hill then put into effect and operation wrongful
and illegal plan and design, whereby he realized
large profits personally, through the sale of tfb
stock thus acquired at average price of $50 a
share TO the Northern Pacific Railway, which
corporation he induced to join in the purchase
of the Burlington stock.
1t is alleged that President Hill caused the
directors OF the two roads to make an offer for
two-Chirds of the stock of the Burlington at
price OF $500 a share. the stock TO be paid for
with the Joint bonds of the two corporations
In the furtherance of this alleged illegal plan
the complainant continues. Mr.. Hill caused the
stock so purchased by him to be transferred to
the roads at a price of 5000 share making an
illegal gain of a sum exceeding 100000 O0O'
personally
The complainant states that March Z, 1901,
he made demand upon the directors of the
Great Northern that they at once institute a
suit against President Hill. demanding restitu-
ton, but that his demand was ignored. He says
that in the present suit he is acting for himself
and such other stockholders of the road as may
care to join with him in the prosecution of the
action.
Stephen NJ. Yeoman, of No Is William street
is the complainants counsel. Shearman & Ster-
ling represent the Great Northern Railway Com
pany and Simpson. Thacher &, Bartlett are at
tOrneys for Mr. Hill.
Mr.. Venner said yesterday afternoon: at is
the same old game of railroad presidents and
directors buying up the stock of another road,
selling it TO their own company and pocketing
the profit" He added that Mr.. Hill had bought
Burlington stock from 13O TO 100, to the total
amount of so 100000 par value and had sold it
to the Great Northern at 200
Informed that officials of the Great Northern
had said that he had been a stockholder of the
company for only about four months. Mr. Ven
ner remarked:
That is not correct. 1 have been stock
holder in that company for a considerably longer
time than four months. It makes no difference
if held the stock for only four months past"
Mr.. Venner would not say how long he had
been a stockholder of the company.
At Mr.. Hills office no statement concerning
the suit could be obtained. Close friends de-
clared, however. that TO their knowledge there
was absolutely no basis for the allegations made
by Mr. Venner.
VENNER HAS SUED MANY CORPORATIONS
Mr.. Venner's name is not unfamiliar 10 the
! Great Northern Railway Company's manage
ment. On April 6. 1904. Vice Chancellor Ber-
gen. of New Jersey. signed an order recurring
the Northern SECURITIES Company to show cause
on April IS why it should be enjoined from
holding fits proposed stockholders meeting on
April p TO ratfy the resolution of the directors
10 issue Northern Pacific and Great Northern
stock for stock Of the Northern Securities Com
pany, and from taking any action concerning the
| reduction OF its capital stock
| The motion for this order was made b,, co,n
| sci for the Continental Securities Company. as
| owner Of five hundred shares Of Northern Sc
curities stock, which, according to the Northern
/ Securities Companys transfer books had been
transferred 10 II March 2S c II venner
/ was president of the Continental Securities Com
/ pany. The application for an Injunction WAS
| dismissed April IS and the Stockholders
meeting was held on April q. as scheduled
| Other large corporations also have had experi
/ ences with Mr- Venner In court proceedings AS
| holders of 204 of the 10000 shares of the
Amalgamated Copper Company the c. H Ven
ner Banking Company of Boston CIr Vepner
| removed his offices to this city two or t+raa
years ago. and Calvin q. Geer brought sutt I'm
| New Jersey in the spring OF 1901 10 restrain the
Amalgamated from acquiring the Boston 3 Mon
| tana and Butte & Boston Copper Mining comma
nies The temporary restraining order v,os die
| missed with costs by Vice-Chancellor Pitnev
In May, 1902. c. H. Venner & Co and Jar,.s
| Pollitz. the owners OF 700 shares of Trpi,a1
States Steel Corporation stock sought 70 oh,af.
an Injunction 70 restrain the Steel Cornorstio,
from issuing s2ooOoo,O00 OF per cent bondz