The Topeka state journal. [volume] (Topeka, Kansas) 1892-1980, 1908-02-20
HARTMAN WINS.
Temporary Injunction Granted
to Stuyvesant Fish
In the Illinois Central Case
Is Dissolved.
CONTROL OF THE ROAD
Will Remain With the Union
Pacific Interests.
Decision Is Considered of Far
Reaching Importance.

Chicago, Feb. 20.-E. H. Hartman
has gained complete victory in the
Illinois Central litigation which has
been in the superior court since last
October. Judge Ball rendered de-
cision dissolving the temporary in
junction granted to Stuyvesant Fish by
which 2S6, 231 shares of stock were en-
Joined from being voted at the annual
meeting of the Illinois Central Rail-
way company. This stock which was
held by the Union Pacific Railway
company and the Railway Securities
company of New Jersey can be voted
at the annual meeting. which will be
held in this city March %.
The decision of Judge Ball was quite
extended. amounting to about 10000
words. After citing the history of the
case and going at considerable length
into the various claims and ass ertionS
made by both sides, the court went on
to say:
'It is urged that the complainants
under the rules of equity practice
should have requested the officers and
directors of the Illinois Central to
bring this suit-that such request
and a refusal by the corporation are
necessary prerequisites to their right
to begin this action. This suit might
have been brought by the Illinois Cen
which all the stockh olders of that cor
poration are equally interested. Be-
fore a stockholder is entitled in his
own name to institute and conduct
litigation which usually belongs to the
corporation, he should show to the
satisfaction of the court that he called
upon the directors to bring the suit
and their neglect or refusal to COM
ply with his request; or he must show
that an application to them would
n la
THE bill as amended alleges that
complainants made no application to
the company to bring this suit first. be-
cause they believed they have the in
dividual right as stockholders to bring
this action; and, second, that it would
have been idle to have made such ap>
plication because those of the thirteen
directors of the Illinois Central believe
that the Union Pacific and the Rail-
way Securities company have the right
to hold and to vote the stock severally
owned by them; because three of these
directors have participated in the un-
lawful acts complained of. and five
others would have been advised by
Hartman not to allow the bringing of
such suit and would have followed
such advice and because of the per-
sona1 hostility Of eight of said direc-
tors to Fish they would not have per-
mitted such a suit to be brought.
The First Reason.
''The first reason given may De pass
ed as 1t is a legal conclusion. And the
alleged facts stated as the basis for
the second reason are vigorously de-
MED in the aff1davits filed by said
directors.
"The only thing averred and proved
in this case as to the future actions of
the defendants is that at the coming
election the Union Pacific and the Rail-
way Securities will vote the stock they
own and control for the reelection of
Of he nf
whom has served the Illinois Central
acceptably for many years, and for a
fourth director, in place of Mr. Fish, a
competent man who is not in any way
connected with the Union Pacific. No
act prejudicial to the Illinois Central
OF to it's stockholders, is shown to have
been done unless the mere fact that
| the Union Pacific and the Railway Sc
! curities company own 20 per cent of the
| stock of the Illinois Central be consid-
| cred to be SO. Since the retirement of
Mr.. Fish from the presidency the policy
| of the company has been the same and
| it's executive officers, with one eXcep-
! tion, caused by death, have remained
| the same from that day to this. The
| relations between the Union Pacific and
| the Illinois Central are now what they
We're when Mr.. Fish was in power and
| assisted in shaping and consented to
such relations. Nor is any change in
| tended. if the affidavits Of we'll known
and reputable men may be considered
as true. The bill. however, charges
many things. which may happen to the
detriment of the Illinois Central and its
stockholders, If the Union Pacific and
| the Securities company be permitted to
vote at such meetings, but no facts are
alleged or proved which even tend to
| bring about such results. Courts of
equity act on facts alleged and proved
| and not on fears, or supposed pro-
| phesies. If 1t were not for the fact that
the name of Hartman is a name to
coniure with these allegations would
not be taken seriously. There are many
| things stated in the bill as to the inten-
| tion of the defendants, which II put in
| force or even attempted to be put in
| force. would call upon the court to in
tervene; but a diligent search of this
/ record fails to show that such things
/ exist in any concrete form. The COM
plainants say that If the Union Pacific
| and the Securities company are permit
| ted to vote at the coming election, the
| hold of Mr.. Hartman upon. and his
domination over the Illinois Central
| will be siren gthened and that finally
| the Illinois Central will be reduced to
| subservient position and will be given
the lean end of the carrying trade. But
they fail to allege and prove facts sup
porting these allegations
No Legal Injury.
| while Mr. Fish may rightfully de-
sire to remain a director of the Illinois
| Central and to that end may use every
| lawful means in the power of himself
and his friends he has no right to that
| office unless he is legally elected there
to. Hence, his defeat, If it comes from
the lack of valid votes, is no legal in
! Jury to the civil or property rights of
Fish or those of his fellow complain
| ants.
LAS private citizens the complainants
are not keepers of the public conscience
nor are they the conservators of the
rights of the public. To sustain this
(Continued on Page Eighty