New-York tribune. [volume] (New York [N.Y.]) 1866-1924, 1914-07-23

cr 70 absolutely control the Boston
gIa;rc Railroad until either the NaSS"-
Chusetts Legislature passed the ncoCS
my legislation or the rights OF th'
partics interested were decided by inc
federal court in proceedings when inc
company offered 20 expedite IN every
way possible.
am making this offer the committee
did everything possible to avoid hostile
proceedings without at the same ''Ine
sacrificing the interests OF thelr Sn"lc
holders, and the directors only regrcO
that an offer. which seems 10 then
cmincntly fair. should not nave DSen
accepted. Yet. they cannot but loci
strong hone that a way may DC iounu
o. accomplish the dissolution "hiou
the Attorney General desires, ana
which the company Is willing TO ac-
ccpt. on terms which do not inhicl q"
The shareholders a serious loss.
"Thc following authorized statement
VII be issued 10 the stockhoiders'
"Iu view Of the many exaggerated
and false statements which arc clrcu-
lated. u Is propcr that your directors
should Law before YOU briefly the posi-
ton of the company IN its relations
with the government
Statement to Stockholders.
"You authorized your directors TO
con,nronisc the questions pending be
TWEEN the United States and the com
lany upor the basis set forth IN inc
ststement by the Attorney General on
March Il. and submitted 10 you ana
approved by you at SPECIAL meetlis
OF stockholders held on April = last.
"You have been advised through inc
Statement adopted by the directors on
July < that the Legislature Of Massa-
,busetts has attached CONDITION 10
tbc satc of the Boston e. Maine STOCK
held Cor this company by the Boston
Holding Company to which the dlrec-
tors cannot assent. and in that state
mont the directors have given the rea-
sons for their decision.
"Since that time a committee OF 'he
directors has conferred with the A'IoI-
rcy General and has explained 10 MN
that the company cannot noun! t"c
soroement made with him by making
tbe Gale of The Boston & Maine snares
subject to the terms imposed D! IN nv
legislature Of Massachusetts inc
committee pointed out that the amount
involved is very large, that IN inc Jug
mcut of the directors the cong IV'o'c
would seriously depreciate the Naiue %
the stock and that 1t practlcaiIy pr
,.n,s +bc eaIe Of these shares, except
at great sacrifice. and hampers very
Cautiously all efforts TO reorganlZe tEc
Boston & Maine Railroad. -
"Tbe committee called attention also
,o the fact that the right when the
legislature seeks 20 acquire ny inc r.
cent act is very different from INC
mower reserved in the acts lncorporaI-
10 tho Boston Holding Company SINCE
chose cave Massachusetts, the power
,ot IN buy the Boston & Maine shares,
Int onlv the shares, bonds, notes ana
other evidences of Indebtedness lsSuVI
Inv the Boston Holding Company, anu
this upon condition that II TOOK InG zen,
ali and at the same time renewed 'le
New Haven company from all us OBJ
cations as guarantor oil those seoui''
ties. r no, omar
a,tccd the principal and DIVIDENDS on
"15 o39 shares of preferred stock ISSUED
bv the holding company, OF whlch
sS 600 valued at par at $2.sOOOOO, are
ontstandinc in the hands of the public
1bcec shares are all secured by hen
An the Boston & Maine shares, and inc
nronosed act gives the right TO take
ib;s security without assuming the
New Haven company's liabilities as
cuarantor.
Baked at Sacrifice.
"rbc committee assured the Attorney
General Of the company's desire TO
60. on, tho COMPROMISE agreement oil
March II in al respects, but that theF
could not consent to sacrifice so lmpor-
cant and valuable an asset as the BOS-
ION & Maine stock, worth IN their JUG
mont far lAore than its present market
value would indicate and sorely needed
,o holm nav the present debts Of the
company. III,
They suggested methods Of reaching
,be result which both parties desire,
and i'm so doing did all that was IN
thcir mower 10 secure settlement
without violating an obligation, recog-
pized by the Attorney General himself
i'm the original memorandum OF settle
mont agreed TO on January 10, from
which the following words are quOted'
The Department of Justice recog-
tizes the obligation incumbent on d.
rectors to conserve so far as clrcum-
stances permit the value OF It's stock
holders property and to protect those
stockholders from the consequences OF
mast acts. and. 80 FAR as II properly
may. will endeavor 70 aid the directors
n discharging those obligations
The Attorney General has decided
that IL is his duty 10 bring his SUIT Tor
a dissolution OF the system, and there
is now no existing agreement between
him and the representatives Of the
company. but the directors hope that a
way will be found after the suit IS
brought. through negotiation and &C
ton Of the court. TO carry out the com
promise agreement. and thus achieve
a result which all parties earnestly de-
sire