The Fargo forum and daily republican. [volume] (Fargo, N.D.) 1894-1957, 1914-08-13

DECISION
IS MADE

tAS dLqulLy cooperative exchange,
more commonly known as the Equity
case, came to a close last evening in
the district court and Judge C. A. Pol
lock handed down his deciison in the
case.
indicating with this decision it would
be more comprehensive and more I'M
derstandable to the general reader to
put it in the exact words of Judge Pol
lock, which have been made a part
of h public records. ~
Judge Pollock's decision in his own
words is al follows:
When a matter is presented for de-
tcision where the parties are so much
before the public as are those involved
In this proceeding. there is a very great
danger that the court will be charged
with deciding a large number Of things
which he does not decide. ItImay be
that this is a place where judicial
calmness ought to prevail, If ever; and
first I want to speak of a few things
which 1 do not decide.
This is not an action against the
chamber of commerce of Minneapolis.
They are no parties to this action.
They have not appeared here in any
manner either by counsel, by officer
or by witness.
'"The merits of the Equity Cooper
ative exchange, as to it's method of
handling grain, are not here for de-
lcision. BY no means Of construction
should anyone presume to say that
this court has said that the method Of
procedure of either the Equity CO.
operative exchange or the Minneapo-
lis Chamber Of Commerce is the bet
ter.
'This court is not here called upon
to determine whether the cooperative
exchange ives the plaintiffs, Greenfild
and Crumpton, any money 1t is true
there Is a suit which has been brought
in the United States courts of Minne-
sofa, claiming damages in a certain
sum. I assume that claim is in a
large easur denied. AS to the mer-
its Of that case, this court does not in
any wish to be understood as
passing upon. The tribunal called upon
to determine that issue will in time do
SO.
There have been controversies be-
tween the Cooperative exchange and
POSSIBLY the Minneapolis Chamber Of
Commerce and other persons in this
community and elsewhere ,and con-
corning those controversies I want. it
distinctly understood that this court
is not called upon to determine them
one way or the other, or to determine
upon the merits Of the difficulties
which have arisen between those par
ties. Some bitter words possibly have
passed between the parties represent
ing the different institutions which
are here under discussion. May I
again suggest that this court does not
in any pass upon the merits
OF those discussions. l. shall assume
that all. these parties, representing all
these institutions, are gentlemen, and
that they are intent upon doing the
best they a to promote the cause OF
the several institutions which they
represent.
"If I have now, by the process Of
elimination, excluded ON of the con-
troversies which / am not called upon
to decide, may | at this time sharply
state the proposition which is before
the court for decision?
'First, it is conceded that the plain
tiffs Greenfield &Crumpton, are stock
holders of the Equity Cooperative ex-
change. Second, 1t is also conceded,
even upon the part Of the Cooperative
exchange, that they owe Greenfield &
Crumpton something, but whether
they owe them something or nothing,
the evidence shows that Their is a
controversy between them, which, as
I said before, is In court and will >be
solved at the proper time. 1t is con-
ceded that the plaintiff Schmidt Is a
stockholder in the Cooperative ex-
change.
"The plaintiffs have demanded a full
examination Of the books and records
Of the corporation, this being done
through their counsel, as was their
right. After a partial xaD ,ination
was made, further examination was
refused, and this action is an appli-
cation for q writ of mandamus to re-
quire the defendants, officers of the
Equity Cooperative exchange to per-
NIT the plaintiffs to examine the books
and records of this corporation.
Sections 1926 of our statute, among
other things. says: ALI such records
shall be open to the inspection of any
director, member, or stakeholder. or
creditor of the corporation and then
section 9287 of the penal code reads as
follows: Every officer or agent of any
corporation having or keeping an Of
fee within his state, who has in his
custody or control any book, PAPER or
document of such corporation, and
who refuses to give to a stockholder or
member of such corporation lawfully
demanding during Office houls to in
spect or take a copy of the same. or
any part thereof, a reasonable oI,por-
tunity so to do, is guilty of a misde-
meanor.'
"a simple reading of the, statute
would upon Its face appear to give the
absolute right for any purpose what
soever. and counsel for the plaintiffs
have presented authorities. notably
from California, which has an exactly
similar statute to ours and from 9TH
err states, which permit this examina-
ton for any purpose or u whatso-
ever. This matter was brought to the
attention Of the court at the inception
of the case, and it was atoutly con-
tended by the defendants, the officers
of the Equity Cooperative exchange,
that while that statutory rule iS adj
mitted. yet that there necessarily, in
he very nature aof things, might GER
tain conditions arise when the right
on the hearing had before him several
of these cases. and / am going to quote
just a short excerpt from two of them.
upon which the court based his deci-
sion at that time, and which he pro-
poses to follow in the making OF this
decision.
Reading from the case OF in re
peals of New York, found In the AS
II. r. A., and reading from page 4T4; I
find the following:
1--WE think that according to the
decided weight OF authority, stock
holder has the right at common law to
inspect the books Of his corporation at
a proper time and place a-d for a
proper purpose, and that If this right
is refused by the officers in charge, a
writ Of mandamus may issue In the
sound discretion OF the court, with
suitable safeguards to project the in
terests of all concerned. 1t should not
be issued to aid blackmaiIer, or
withheld simply because the interest
OF the stockhoider lis small. but the