Evening journal., 1915-12-28

sell ana lIShtc uut oht' A<huiiH'e
dupont, r. r. M. Carpenter, John j.
Raskob and A. Felix dupont to pur-
chase all OF the preferred and common
stock then belonging to said T. Cole
man dupont. heipb 63. 3i4 shares OF
, the common and 1889 shares of the
preferred stock of said T.. J. dupont
de Nemours Powder Company and to
pay therefor 5000 per share for the
common stock and $50 per share for
the preferred stock. said payments TO
be made in cash to the extent OF So
OO3 .715. and in deferred payments to
the extent of S5.900000, that said
proposition was accepted Ly said I.
Coleman DUPONT on February 2Oth,
1915
'This defendant and his associates
above named caused the DUPONT Sc
curities Company. one OF the defend
ants herein. to be organized under the
| laws OF the State OF Delaware, Tor the
purpose OF purchasing said stock.
"This defendant denies that during
said negotiations said +. Coleman du-
Pont was in any way misinformed IN
reference to the attitude OF said Z. l..
dupont de Nemours Powder Company
lin regard TO said stock, as alleged IN
said paragraph seven Of said oil OF
complaint, and on the contrary, al
lleges that at that time there was no
nroposition in reference thereto be-
fore said corporation and there never
had been any proposition except as
hereinbefore mentioned.
, This defendant admits that shortly
after the acquisition of said stock the
said Alfred !. DUPONT and the said
, William DUPONT stated 10 this de-
fendant that they presumed the said
, stock had been purchased for the
benefit of sale corporation. This de-
{ fendant alleges that he Immediately
) informed said parties that such was
not the case. but that it had been pur.
chased for himself and his associates
! and explained TO said parties the de-
tails of said purchase.
This defendant denies that in the
y month Of February. 1915. said e.
DUPONT de Nemours Powder Compan,
4 was authorized TO purchase said stoci
}. from said T. Coleman dupont, and de
e nies that said corporation was abund
K antly able to purchase all OF salt
q stock and that with its assets It wa
. able to arrange such purchase, ant
( this defendant alleges that on the con
trary thereof the market value OF SAT-
common stock on said date was les
+ than 5000 per share. and that th
\ surplus and undivided profits of tn
4, said corporation were utterly made
u quate for the payment OF said puI
Z, chase price. and that said corporatio
y would have had no legal right 10 aC
"a quire stock at said date even il
y would have been to the advantage {
e the said corporation so TO do.
"This defendant admits that in Fe
ruary. 1915. he was vice-president {
said corporation, chairman of the fl
ance committee. a member OF Il
Of board of directors and in position
at great trust and confidence with refe
id ence to the affairs of said cOrporatiO
10 and was in possession OF such know
m. edge as TO its financial condition, al
e- was aware that said corporation hi
er entered into contracts for the sale
r large quantities of powder and eth
I explosives therefor. and this defe
o. dant believed that said corporate
as would realize large proiitss therefro
and hoped that the market value
said stock would greatly increase al
that large dividends would be pa
l. thereon. and this defendant and
or associates hoped and expected to re-
We ize profits TO themselves from the 4
W quisition of said stock, as they we
To well entitled to do.
m This defendant most emphatical
as denies that he misinformed said
TAT Coleman dupont as to the attitude
as the finance committee IN reference
his former offer of the 20,700 shaT
he above referred to. as alleged in SO
Is. paragraph seventh of said bill. and
as leges that said T. Coleman DUPONT "
he informed OF the attitude Of said
es- ance committee not only by hims
ith but by said Alfred /. dupont, as ato
he said.
ma "This defendant admits that und
nj the certificate OF incorporation OF 81
90, 4. ]. dupont dc Nemours Powd
lat Company the directors had author
lts to purchase stock Of said corporati
provided the same was TO be requir
ms. for legitimate corporate purposes a
me 10 pay therefor from any sums
his served as working capital, and We
not authorized to resell the same as
lad legged in said paragraph seventh
Ill said bill of complaint, but this
. fendant alleges that the work.
70 capital Of said corporation under
he bylaws was an amount set aside FIR
its surplus. and AYERS that at
Iet- time i'm question the working capt
ich and the entire surplus OF said c
of poration was in no wise adequate
pay the purchase price of said st'
my and that the directors of said C
+te,l poration would not have been iustii
hon in making said purchase from
o,rl standpoint Of said corporate powe
toct or from any other standpoint.
, at "'This defendant admits that sho
byi after he and his associates had acq
ould ed said stock, Alfred !. DUPONT
n in William DUPONT as alleged in p;
ter graph eight of said bill of compl
YOU somewhat publicly stated that $
z to ACQUISITION of said stock was bre
the of trust and that this defendant
his associates could not pay for
lvise stock without using the credit Of
YOU e. I. dupont de Nemours Powder c
the pany, and that this defendant had l
,sted his official position with said cor
can alton to obtain credit for the afore
purpose. This defendant alleges
,t If said statements on the part of
than Alfred j. DUPONT and said Will
rrect Dupont were and are entirely false
unfounded in fact.
feet 'This defendant denies that Ell
rand he or his associates in any mai
whatsoever used the credit OF
cornoration in the purchase of