The Detroit times. [volume] (Detroit, Mich.) 1903-1920, 1911-04-17
COPPER MERGER.
VIOLATES LAW
This Is Declaration of Attorney for
Minority Stockholders in
Calumet & Hecla.

The only protection that the min
GRITTY stockholders in a corporation
have on Gods earth is in court o.
| equity" eaid Judge X. IL. Person, o.
Lansing, in arguing the case OF u. Nj
! Hymans against the Calumet a. Hecit
Co.. Saturday morning, before Judge
Swan.
I'm this case the majority stock
holders are both the buyers and the
sellers and the minority stockholders
are entirely at their mercy. The I'll
rectors OF the Calumet & Hecla de
vised the plan for the benefit OF the
! Calumet a. Hecla, and then voted u
though by virtue OF their holdings III
| the other companies involved. They
I made the deal for themselves anc
with themselves.
Judge Person stated that the opera
ton of the consolidation, If complet
ed, would result in the Osceola having
to pay dividends upon proportion
of the non-dividend paying stock III
several of the companies involved
some of which had no prospect oil
ever paying dividends. This would
enable the Calumet & Hecla stock
holders to draw dividends on holdings
that will never pay.
IL was also contended by the com
plainant that the corporation law OF
Michigan did not allow the formation
OF a corporation with actual capital
as large as that proposed by the con
solldation, that the company could not
compel the shareholders to turn IN
$3.50 worth of their property for every
share of stock, when IL stated that
the par value of the shares was S25.
You had to falsify the statement OF
your values TO come within the law,
said Judge Person. There is no pow
er under our statutes TO form a COM
pany so large as this. II is against
the spirit of our laws which are aimsd
TO prevent corporations from beCom-
ing too large and to prevent them
from becoming monopolies.'
In opening his argument, Judge Per
son said:
The law which forbids the con
solidation of the. Calumet & Hecla
Mining Co. with the companies over
which 1t has gained control, is as old
as the oldest law OF man, Thou
shalt not steal.
He then went on to review the test
imony showing that the former presi-
dent Of the Calumet Il Hecla admit.
ted that the company was acquiring
control of the neighboring properties
for the purpose OF consolidation, and
that when the consolidation was vot-
ed upon, the companies involved were
not in the position Of free agents, but
were entirely under the control OF
the purchasing company, the Calumet
& Hecla.
so far as the minority stockhold-
ers are concerned, there was no
board of directors acting for them
the directors were the directors OF
the Calumet & Hecla Mining Co., and
represented the interests of that
company solely" declared Judge Per
son
Judge Cahill, following Judge Per-
son for the complainant, dwelt upon
the loss TO all stockholders that would
ensue If the temporary injunction
were not now granted, in case the
consolidation should subsequently he
declared TO be unlawful. 1T would
make unreasonable profits for those
who might gamble on the success OF
the suit and corresponding large
losses to those who sold out If the
suit should prove unsuccessful
Judge Cahill went on to say that Mr..
Hyams represented a million dollars
worth of stock in all, much OF it the
savings of small stockholders and in
vestors.
Attorney Allan F. Rees closed for
the defendant He said that even
though the life of the conglomerate
lode of the Calumet & Hecla might
be short, IL would be able to pay $435
ner share before IL gave out.