The Montgomery advertiser., 1906-11-08
ROOSEVELT'S APPEAL NOT
 IN VAIN FOR C. 0. P. HOUSE

notwithstanding the positive agree ment. that three directors, Messrs
 Meach, Harahan and Vanderbilt, whose
 terms were expiring, should be re-eiec- l ted, we have good reason to believe 1 that up to the last moment you sert-
 ously planned a breach of that provis- l ion also.
 Among other things there appeared | in The Chicago Tribune and in some or | the New York papers on the morning
 of the election c statemnt that you proposed to elect four new directors entirely of your own choice. and not 10 re-elect the three outgoing directors Haraham Called On Fish. I Before the meeting Mr. Harahan. one of the outgoing directors c&lAeo ! upon you and asked you whether that statement was correct and you replied
 you would nominate him as director | if he would promise fin advance to re- | fuse the nomination, which was ftseK an attempt to commit a breach ok the agreement. lie naturally deciind 70 I become & party to such ah attempt
 You appear finally to have reconsid- cred your intention as to the outgoing directors.
 eve are quite aware that you gave reasons at the. meeting for your refusal | to fill the vacancy as agreed and you are reported as going so Tar as to claim that you had some understand
 ing to the effect that the person to be elected should be satisfactory to you. thus substituting yourself as the sole fudge, whereas the entire lnten- | ton of the agreement in respect to the vacancy was to eliminate you as tne person to select and substitute the | Judgment and action on. the majority of the directors.
 E z. IA lkas kRnf IreEardlesa Of your written promise on | the faith of which you were entrusted
 with the proxies you found no difhcui- l fty fin satisfying yourself that your | personal interest and the interest or i the company are identical and that any
 action was jusifabIe to assit to secure l your control.
 ''Thfs incident Is the climax of a ser I les of events during the past few
 years showing a inability on your I part to distinguish between the pow 1 CTS and duties of the president and
 those of the directors of corpora
 ton.
 DasIoyaI to Stockholders. l "we will not for moment admit that you are more loyal to the stock
 holders or more keeniy alive to the l interests of the public performance I of the public duties of the company than your fellow directors, nor will l we, while directors or the company, permit you to assume Co act as the l entire Board, to maKe agreements and l to violate them, or to asperse the mo- lives of your fellow members in the l expectation of securing personal ad- vantage at their expense.
 "The situation is solely of your own | creation; but in view Of what has ta- ken place of your delfDerate violation l of an agreement intended to produce peace in the Board and your attitude
 toward your fellow members, we are l convinced that you have rendered im- | possible that harmony which must ex- ist between the President of the com pany and the indivieuai members of I the Board, and that you have so seri- ously impaired your usefulness as an officer of the company as to compel us 10 refuse to vote sn favor of your election. Yours truly
 John w. Auehincloss, J. J Astor, Robert Walton Goelss, E. H. Harri- man, J. T. aarahan. Charles A. Pea
 body, w. Luttgen, Cornelius Wander
 bilt,
 l when the part was read charging I President Fish with having made a l deal with J T.. Harzaan, Its truth | fulness was instantly Genied, and | straight issue of verncity raised. President Fish opened the meeting | by expressing the opinion that the gen. | eral counsel of the company should be | called upon to settse three points: | First, whether it was illegal to hold an election of genera oficers outside of Illinois, second, whether the char
 ter did not provide mat the commit | tees on law and finasce and on rail- 1 road should be elected at regular meeting and not Special meeting; | and. third. if the Constitution Of the state of Illinois granting the company
 it's charter does not provide that mo
 railroad corporations shall consolidate
 its stock, property or Eranchises with
 any other railroad corporation owning
 a parallel or competing line, and in no
 case shall any consolidation take place | except upon public notice given of at | least sixty days to aIi stockholders
 In such manner as may pc provided by | the law.
 "A majority of the directors of any
 railroad corporation now incorporated
 or hereafter to be incorporated by the
 laws of this State. shall be citizens and | residents of the State.''
 Governor Deneen Didn't Vote. l Governor Deneen deciined to vote on
 the questions raised unIii the Attor- ney General of Illinols had given an
 opinion. No action was taken on the
 points raised by MT. Fish. The election then took place.
 After the meeting E. H. Hartman
 said: This is not my Rght. It Is the l fight of the Board of Ofrectors and
 Mir. Fish. I acceded to the July agree ment, regarding the election of direc- l tors at the annual meeting only in | deference to the wishes Of the Board. | The July agreement wSs made prima-
 rlly to quiet the pubic clamor which
 was being raised in tho press and to i silence the variouA recriminations
 which were being made in the public
 prints as an outcome of the contention
 which had arisen in Hhe Board of pt- 1 rectors.
 "PersonalIy had not word to say at today's meeting of the Board. The Board took no action whatever in re- gard to the appointment of any com | mittee to take charge of the manage