Las Vegas optic. (East Las Vegas, N.M.) 1908-1921, 1913-01-06
TRANSFERS WILL NOT SUFFICE
IT WAS PLANNED TO SELL THE
SOUTHERN PACIFIC SHARES
TO UNION PACIFIC.
DOES NOT AFFECT SEPARATION
COURT HOLDS THIS PROCEDURE
WOULD NOT BE IN ACCORD
ANcE WITH DECISION.

Washington, Jan 6.-The supreme
court today held that the plan ad-
vanced by Union Pacific attorneys Of
disposing of the entire stock holdings
of the Union Pacific Railroad company
in the Southern Pacific company by
transfer to the stockholders Of the
Union Pacific company, would not SO
effectually end the Union Pacific mer-
ger as to comply with its dissolution
decree.
Union Pacific attorneys claimed for
the Union Pacific stock holders the
exclusive privilege Of taking over the
$126, $50, 900 worth of Southern Pacific
stock.
Union Pacific attorneys claimed for
the Union Pacific stock holders the
exclusive privilege of taking over the
s126, ,65O,OOO worth of Southern Pacific
stock, which the supreme court found
the Union Pacific Railroad company
owns in violation of the Sherman
antitrust law. Attorney General Wick
ersham opposed any plan that gave
the Union Pacific stockholders an ex-
elusive privilege Of buying the South
ern Pacific stock in question.
He was willing to approve. how
ever, a plan for the Union Pacific
stock holders to share in the distri-
button with the South Pacific stock
holders other than the Union Pacific
Railroad company.
Announcing the decision of the
court today, Justice Day said:
"The proposal to distribute the
stock among the share holders of the
Union Pacific company or to sell the
stock to such share holders, if grant
ed, will in effect transfer the stock
from the Oregon Short Line company,
which now holds it for the Union Pa
cific company, to the share holders
who own and control the latter COM
pany. The court is of the opinion
that this distribution or sale cannot.
be ordered. The ultimate determine
ton of the affairs of a corporation
rests with its stock holders and arises
from their power to choose the gov
erning board Of directors. After such
distribution as is now proposed, the
stock holders of the Union Pacific
company may dominate and control
not only the Union Pacific company,
but the Southern Pacific company as
well.
In rejecting the proposal for the
transfer Of the Southern Pacific com
pany's stock held for the Union Pacif-
ic company (either By distribution
among or sale to the stock holders
Of the Union Pacific company we do
not mean to preclude the district
court from considering and acting
upon plans which may bo submitted
to it under the former opinion and
decree Of the court. We are of the
opinion, however, and now hold that
the proposed plan Of disposition Of
the entire stock holders Of the Union
Pacific company in the southern Pa
cific company by transfer to .ae stock
holders Of the Union Pacific company
will not SO effectually end the com
bination as to comply with the De
cree heretofore ordered to be entered
by this court"
Railroad attorneys had held liza.
Union Pacific share holders should b
+ recognized as qualified buyers Of
Southern Pacific stock, in order thai
they may have en- opportunity 10 pro
tect themselves against 5 sacrifice
q thls valuable asset covered By in
i fealmenf
lhey claimed sliaf the soeailed con
trolling Interest," Ii fha ual1a PaeitI'
heid only ls pef cent s. lie eloel
H ihe uplon pacific ed therefor
would he aple ih bas salY IS eaf een