Evening journal., 1916-07-26


Of New Jersey
II Is true, that in the Berger case, /,
and in the Allen case. there was per-
mitted the issue Of bonds, TO take up
an issue Of preferred stock in the
Berger case. and to take up an issue
Of common stock in the Allen case.
but that involves the question Of re-
ducing the capital stock, which is ex-
pressly provided for and permitted /
under the statute, which in the orig I
inal, as well as in the Act Of 1902, !
fully gives the power to do this thing. /
Iniects New Quality.
He goes on further and says, feeling
again the weakness OF that proposition,
and that it must be strengthened, he
attempts, first, by the charter, TO
strengthen IT, then he attempts, in the
second place, to inject a new quality
which is calculated TO create preiu-
dice against these people. and which,
Il is intended shall furnish a reason
why this acquisition Of stock should
be criticised. 1--WE are dealing, how
ever in this case with the acquisition
OF shares of stock of this company,
which gave to the acquisitors a power
which they mercilessly used to con-
troll this corporation" Where is the
evidence OF its merciless use to con-
troll this corporation? There are two
Instances, referred 20 in the evil
renee, and by counsel In argument.
One is the removal OF Alfred /. du-
Pont from the vice presidency of the
company, and membership of the fl
nance committee, and the other is the
resolution which was adopted after
this suit was begun, in December. by
the board Of directors, in which they
asserted what was their honest be-
lief with reference to this suit. In
the first case the board of directors
felt that it was for the best interest
Of this company that the divergent
views, that the jealousies. that the
little chickering's. that the division that
existed In the house divided against
itself, which must fall should be
ahated, and therefore. they said. 1--WE
prefer TO retain Pierre S. dupont, as
the head of this company, with his
excellent management, rather than 10
have Alfred I. DUPONT succeed him,
d
/ certainly has nothing to do with the
facts Of this case, other than as Mr.
Johnson used it as a seeming illustra-
tion of the merciless use of power
Your Honor heard what these direS
tors said upon that subject. Your
Honor can see from the record in this
case the little things that prove more
certainly than even sworn testimony
would the friction that existed Your
Honor can see when T. Coleman du-
Pont writes to Pierre S. DUPONT cal
fred always has done what he could
10 injure me-" and Pierre S. dupont
was sympathizlng with 7. c. dupont
| Your Honor can understand from the
statements by the witnesses under
oath, whose testimony has not been
challenged. not even by this gentle
man himself who could have beer
called back to the stand to at leas
say il was not true, that he had be
Titled the officers of that corporation
in the presence of employees. CoulC
there be a greater act of insubordina
tion than that? Could there be get
ter ground for removal, laying aside
all questions Of family differences
and friction Of other kinds. could
there have been better reason for re.
moving this man from his offide thar
! that act Of insubordination, charging
| his superior officer with extrava.
gances because he had been so fal
sighted as to see that that little striIe
among the men meant disaster ant
spelled ruin. whereas. by advancing
wages the men would keep on work
ing. and the company be enabled e
get these large profits. a large por
ton OF which has been drifting int
his pockets? He was opposed to al
increase Of the wages Of the men, ant
because Pierre S. DUPONT had Z
broader and better view, charges
him to employees with extrava gance
and mismanagement. These are tn
two instances Of merciless use o
| power.
J Sneering Was Unjust.
ask Your Honor. if II is wort
I while TO read the resolutions passe
by the board Of directors after thi
/ suit was begun They were sneere
- at. they were laughed at, but I te
/ you when I read them last night,
G realized that the sneering was unjus
/ and the criticisms were unfoundet
2 What those men meant to say in thei
E plain manner was this. that the
? would not be a party to an attemI
{ on the part of certain men to pr
10 their hands in other peoples pool
! cts and commit larceny under the dii
T. guise of legal proceeding.
:, Resolutions are not simply defer
e sible They defend themselves; an
o the language Of the resolution Is
y entire consonance and harmony wit
o the views Of men who believe thi
4 the transaction complained OF wa
n wholly and utterly unjust He the
e refers to the forming of the new CO
e poration. I have said all / care
y say on that subject, and simply as
n Your Honor to remember the pa
l. that Alfred l. DUPONT took in formir
e the new corporation, as member
r the finance committee, and as
? member Of the board. He says "A
II this ! state as general propositio
II upon which. however. we need n
a reply in this case by reason
,e the special facts which are in il
is Then he INDUCES in quite a flight
10 oratory that is most beautiful al
r excellent. TO establish the fact that
IS an officer of a corporation does n
e, do his duty. he is entitled to be co
d demned. and all that; but II is a gol
D. while before he gOts down to 4
e. special facts in this case, which
s. says apply, and which take the pla
" Of the general proposition that
ne has heen Announcing Before leaVi