New-York tribune., 1911-07-19
APPEALS FOR PROXIES
George Westinghouse Tells Why
He Wishes to Regain Control.

George Westinghouse, who is seeking 20
regsin control OF the Westinghouse Elec-
iric and Manufacturing Company, from
the presidency Of which he was ousted q
wear ago has sent a letter to the stock
holders. supplementing the circular re-
questnc proxies in his name for use at
,he annual meeting on July 26, which was
sent 20 the stockholders on Monday by
charles J Candd, setting forth his opinion
as 10 wha, steps are best for the stockhold-
crs to take in order 20 protect thir inter
ests. and to secure an early resumption Of
the payment Of dividends on the common
stock.
Nj Westinghouse says in hts letter that
che is profoundly convinced that tho re-
cent policy Of the company has been in
advised. that the just rights and expecta-
t'ons Of the stockholders have been disre-
parded, and that a change OF policy and
management is imperative
lie goes on 20 say that as ne is the Iarg-
ett individual stockholdor. and more large
ly and yltally interested as d stockholder
than any other Individual or group Of in
Guiduals that 1t is not only my interest.
hIt believe. my duty to urge the stock
lc'do~s. whether Of preferred or common
stock. 10 send proxies as requested in Mr..
. 'arda's circular. 90 the end that their
interests may DC adequately protected and
ssfcguaIded."
The steps that Mr. Westinghouse Sug-
Fests the stockholders should take in order
"to protect their interests are as follows
) The four directors to- be elected at the
annual meeting on che 26th instant should
uD nominees and representatives of the
stockholders VINO vii feel tNat they have
no interests 20 serve or consider, directly
,r Indirectly. except those ot the company
and i,s stockholders, and who can devote
Che necessary time 20 its affairs.
The two vacancies practically exist
lr- at Tie present time by reason of the
resignation cf Richard Delafeld and the
illness and IUCapd.itN OF Cha les \. Moore
should be- filed az The annual meeting and
not reserved FOR subsequent action by tie
board Ae there are sixteen directors. the
70 represent the stockholders would prob
ABLY insure change of policy and man
a-.ment
b O. An independent stockholders commit
tee should be appointed al The annual
meeting, with powers ana instructions
july % investigate the mana cement OF the
company and rs finances since The reor-
lsrlz4t'On Iu 1913. 20 ascertain whether
me large cash working capital then prin-
ripally supplied by the stockholders has
tocn duly conserved. 10 examine the Of
N.''n ana records ana DOCKS OF account 81
ne company, and 10 report promptly the
result NJ such investigation az an ad-
,ourned meeting of the stockholders. + be
l.eve that q thorough and impartial inves
llsauon VIII be of greatest aid 10 the
stockholders in determining their future
action
s tThc board Of directors should be re-
t aolbsied so as 20 be more representative
o. .tle stockholders interests. The by
"a ws' should ne amended so ae 20 dispense
with nc present proxy committee which
coef not represent the stockholders, but
MSs organized in the interest Of creditors
& ne provision Of the bylaws for the
classihcation II directors should be amend
~ 50 that the stockholders may elect
majority Of the board at any annual cleo
flon
AS the bylaws now stand. II will take
'nfee years for the stockholders 70 elect
= majority Of the board 20 represent them
snd manage the company in their interest
While due representation on the board
may hc accorded 20 present creditors
whenever deemed necessary. the whole
control and management should not be
,fit Hlth the representatives Of past cred
,iolE and kept indefinitely in their hands.
. WIN t1e exception Of myself and d few
t"ttr members Of the hoard, tn, directors
nod comparatively little stock. and were
"n Originally nominated by and 10 repre-
sent creditors