New-York tribune. [volume] (New York [N.Y.]) 1866-1924, 1913-10-15

this commission ought not To be extended
by construction. particularly in favor Of
d corporation and against the public in
terest and the rights of the great body
or small stockholders who as their sad
experience for the last decade shows, are
helpless unless protected by law, fear
lessly enforced by such commissions as
this. To strain our legal powers in order
to facilitate another 'director-b banker
melon cutting is a. proceeding against
which must emphatically protest.
Law Persistently Violated"
THE deplorable condition OF this rail-
road at the present time is due TO per-
sistent violations of the wholesome pro-
visions OF our Massachusetts laws. Tho
enormous losses already suffered by in
vestors would never have occurred had
the law of Massachusetts, been observed.
The opinion then deals with the purely
legal objections to the issue, which Mr..
Anderson states TO be:
The company has not sufficient amount
Of outstanding capital stock, legally paid
in under Massachusetts, law, to authorize
the proposed issue.
1.-THE commission has no legal power TO
authorize the issue OF debentures con-
vertible into stock in the future.
THE issue is made available TO holders
of outstanding debentures. in violation OF
the statutes OF this commonwealth.
ut is impossible TO find that the floating
debt sought to be funded was properly
incurred for lawful purposes without ao-
solutely disregarding the material facts.
Mr.. Anderson also attacks the contract
for underwriting the issue.
The dissenting opinion closes with two
suggestions:
"Ffrst--That application should be MADE
TO the next Legislature TO validate the
outstanding capital stock and premium
account, thereby furnishing clear legal
basis for the issuance of debentures
needed for steel cars and other necessary
additions to the railroad equipment.
"Second-The present floating debt
should lie paid from the proceeds OF Sc
curities, which should be sold from une
to time
Howard Elliott. president Of the New
York. New Haven and Hartford Railroad
Company. late yesterday afternoon coh-
frmed the report that the proposed Issue
Of So. $50. 400 6 per cent debentures mas
been approved by the Public Utilities COM
mission of Massachusetts, by vote or
10 I. Commissioner Anderson voting In
the negative. President Elliott said that
he did not wish 10 comment on the vote
further than to say that 1t was "gratify-
ing"
meeting OF the New Haven directors
was held at its offices here at which the
terms Of the announcement TO the Stock
holders were approved No other busi-
ness was transacted.
The announcement will be made under
date of October is, inasmuch as the laws
of Connecticut require thirty days no.
tice OF first payment On that account
the bonds will be payable 65 per cent on
November 10 and the remaining IS per
cent will be payable January Is. 1914
Mr.. Elliott called attention TO the fact
that the payment OF the first instalment
will bring into the treasury of the com
pany more than 100000. The right to
subscribe will expire on November Is to
holders of record September Q, and is
given at the rate of 500 OF debentures for
every three shares held. The same privi-
lege is given to holders of the 3l2 per cent
debentures, convertible between January
/, 1911, and January /. 1916, and to holders
of 6 per cent debentures.