The Topeka state journal. [volume] (Topeka, Kansas) 1892-1980, 1907-01-23
MUST BOW TO LAW
Judge HalIam EnjOins the Great
Northern Railway
From Issuing $6O,OOO,OOO of
Additional Stock.
AUTHORITY OF STATE
To Pass on the Matter Upheld
by the Court.
Right to Issue in Compliance
With Law Not Involved.

st. Paul, Mimi, Jan. 23.-In the Ram
sey county district court today Judge
Oscar. Hallam signed an order enjoin-
ing the officials of the Great Northern
Railway company from making the
proposed increase of ,0GO worth of
additional stock of that company Or is
suing the same or apart thereof during
the pending litigation without first
making an application in writing there
! for to the Minnesota railway and ware
house commission and securing its APP
prevail thereof, as provided by section
| 2S72 of the revised laws of 1905, of the
state of Minnesota. .s--of
This is a victory thus far for the sta te
| of Minnesota in the action brought last
month by Attorney General Young and
| his assistant,R. A. Stone, to compel the
railroad to recognize the state railroad
| and warehouse commission before is
suing the stock as the law provides
| that before railroad can issue an in
| crease of its capital stock it must make
| application to the state rrailrcad and
warehouse commissions zand, ri make a
showing of the necessity for such an, is
sue The Great Northern railway
claimed under it's original charter it
| could issue stock at will and that the
| law granting this power 10 the rail-
road and warehouse commission was
unconstitutional
Judge HaIIam's Memorandum.
Judge Hallam in his memorandum ac-
companying the injunction says:
THE Great Northern company pro-
poses an increase of so million dollars
to its capital stock, the resolution auth
orizing such an increase of stock pro-
vides that it shall be created. and is
sued for the following general pun
poses:
"First. to provide funds for further
and additional equipment; second, to
provide funds for additional terminals
and facilities on existing lines, includ-
ing second main track and for the re-
duction of grades and improvements of
lines; third, to acquire the bonds and
stocks of eight different railroad COM
panies, which are named and fourth, to
acquire such securities as the board
of directors may from time to time
authorize to be acquired. The capital
stock of the defendant IS now $3.50, OO0,-
900. The state comedies that under the
general laws of the state the defendant
may lawfully increase it's stock subject
to the regulation mentioned. The court
says the injunction was asked to COM
pei the company to submit to this reg
| ulation which the defendant does not
propose to do. Therefore the court
holds there is but one issue raised in
the case and the ultimate right of the
railroad company to 7make the proposed
issue of stock is not involved in its ac-
ton"
state Is based upon section ,2,S72 eFevis-
ed laws of 1905, originally enacted as
chapter 265 of the general laws of 1887.
The language of the original act of
1887, the court says, does not differ in
substance from the language of the
section of the revised statutes. Judge
Hallam quotes the original statute and
says:
Law Broad Enough.
''This language is general and it's
terms are broad enough to fully sus-
tain the states contention and if Tins
is valid law, it Enthusiastically gov
erns this case, but it is commended on
behalf of the defenIan
cd That the act is in contraven-
ton of the chartersof the defendant
and as to the defendant it is void.
"(2) That on its face it is uncon-
stitutional as a delegation of legisla-
tive power to an administrative board.
"(3l That this act was repealed by
chapter 22S, general laws 1889, now
section 2S99 revised laws, at least so
far as it's application to this case Is
concerned.
100 That the laws here appealed
have received a practical construction
both by the defendant and the state
officials adverse to the contention of
the state.
I'm my judgment these contentious
can not be sustained. and the defen-
dant must, before making the propos-
ed increase of stock, make application
mission and secures its approval.
1.-The grounds of said conclusion are
as follows: --N
1.-The act of 1887 is not in CONTRA
vention of defendants charter.
Defendants first contention means
that 1t has under its special charter a.
contract right to issue this stock and
that the act of 1887, if otherwise ap-
plicable is such a restraint as to i'm
pair that contract right. This posi-
ton is not tenable. .s
History of the Road.
''The Great Northern Railway COM
pany was originally incorporated as
the Minneapolis & st. Cloud Railway
company under a special charter
granted by the territorial legislative
assembly in 1856. Section 8 of this act
provides that the capital stock of the
corporation hereby created shall be
$2.0O0,0OO and the directors of said
corporation may with the consent Of
the holders of a majority thereof in
crease the capital stock thereof to
such sum as may be necessary or con-
venient to carry into effect all the
rights and privileges hereby granted
thereto. not exceeding 80 million dol
lars.
"There is no authority here to issue
stock in any event in excess of thirty
million dollars. But this charter was
amended by the state legislature in
1865 by an act which, among other
things, provided that said company