New-York tribune., 1908-02-21

are not evidence in this case said he had no power
10 enforce the Sherman act. and quoted numerous
iegal decisions in support OF his assertion. The
decision continued
ne maintained If the Union Pacific had no right to
tb noid or own, stock in the Illinois Central
M, & in this tins election wholly without right then
araoie ar 10 injury may ask the court TO throw them
,ih1i rhis brings US 10 the question Is in the
Voting P1y 5T 3f tbs sSs prohibition against the
paid for ana holds under an StoSn eShr and
10 Il oI><he state of its creation?
The declared that CORPORATIONS par 60 ara
not debarred from buying and holding the stock
OF other corporations. and said the fact that
the purchaser might be a foreign corporation and
the stock that of domestic corporation could not
change the rule Of Law
The reason why purchases of the stock Of the
Illinois Central by the Union Pacific and tn. Rail-
road Securities Company are invalid Gr they are
lnvaiid), said the court. must be found else
where than in the fact that they are foreign cor
porations''
The court denied that there is any rule of the
American common law that one corporation cannot
hold stock in another corporation when the first
corporation has in its charter specific power do
50. In this case, he said. il proved and not
denied that the Union Pacific and the Railroad
Securities Company each has express power
granted to it by the state of creation TO buy
own and hold stock in other corporations.
The court then entered upon long and
haustive discussion OF various statutes regarding
the holding OF stock by corporations in other
poratons, declaring finally that such holdings
not prohibited they opposed to public policy.
STOCK OWNERSHIP IMMATERIAI.
The right of the Railroad Securities Company
fits Illinois Central stock the decision
Iinued. lis uninpaired by the fact that the Union
Pacific practically all of its stock. SO long
the voting power of the securities company is
LAM and Ia nj MIR
it is immaterial who owns its stock
The decision further declared that the Union
Pacific and the Illinois Central not competing
but connecting lines. and that the Union Pacific
under its charter and the laws of Utah has
clear right to shares OF stock in Illinois Cen
tral which it purchased 1906 and that it has the
essential right TO vote that stock at meetings OF
the stockholders of the Illinois Central unless the
right is forbidden by the laws or public pohcy Oh
Illinois Such prohibition" said the court, does
not exist unless it affirnativey appears 1t Is not
established by the mere lack of legislation upon
the subject
In concluding Judge Bail said:
The usual office of a preliminary injunction is to
ssan ths !e pTeinsry Injunction and thus pre-
the Union Pacific and the Railroad secuTltes
election would be to change the status quo before
such Sock has been fuifV and finally determined by
the court With these corporations barred out
the management OF the Illinois Central. To dis
solve the Injunction and TO let the action OF the
court in regard the ownership and voting power
OF this stock await the final hearing means no
more than the continuance of the present manage
TenT with the change OF director only. and he
eight OF the director defendants swear. VIII be an
able competent man, neither controlled nor con-
nected by or with the Union Pacific The balance
Of convenience and inconvenience Is clearly with
the defendants
I am OF the opinion that the Securities company
and the Union Pacific have full ownership OF the
shares of stock they hold in the Illinois Central
including the right to that stock at the COM
ing meeting Of stockholders and that such right TO
forbidden by the. statutes Of this state
by decisions OF our Supreme Court, nor by the
public policy Of Illinois.