Evening journal., 1916-01-18
ASKING PROXIES
FOR DUPONT CO.'S
annual meeting
cnntlnned from FIrst Page.

meeting of the directors following the
snif OF Phillip J.. DUPONT there were ~
but OF p directors present, and that th'
vote 20 declare confidence in the present
of6cers and declaring that the company
had no claim on the stock purchased
from Pierre $. DUPONT was l6 TO D.
Request for Proxies.
1he letter sent to stockholders Is as
follows: -
~Io the Stockholders Of J.. ]. DUPONT ae
Ncmours Powder Company an3 l. t'
dnpont dc Nemours 4 Co.
son December s, 1915. Philip i. iu-I
pont. A stockholder IN the ahova com
NAMES brought suit against both COM
nanics and against a number OF their
officers and directors. charging ,ha latter
with dcfrauding the company pa 4 large
scale for their personal gain. uchune
their duties as directors 10 e,1nphsh
this end The individuals accused 81
this most serious oilonsc are:
~pierre $. DUPONT. president and ditoc-
4ar: lrenee DUPONT. vice mcsidcu' ana
member of the executive committee;
1atnmot DUPONT head of black powder
department. director and M mber OF eN'
ecufirc committee. s. FcliN DUPONT d.
rector: John j. Raskob, treasurer direc-
tor and member Of eNccrtiNe committee;
r. h. NJ. Carpenter. he11 of develop
1ncnt department. director ana mcmner
of executive committee: Henry i. du-
pont. director; Eugene T.. DUPONT Wal
liam Covnc. head of sales department, ,
di,.ctor ard member Of cN"eWi'e com
tnittec; Harry G.. Haskell. head OF nigh
exnlosives department director and
nenbcr of executive committee. larry
N Brown. head Of smokeless powder de-
oartment. director aud member ~ exec
tuive committee; John =. lolicy head OF
LEGAL department and dire ~.
srIherc are enclosed herewith copies OF
both The bills of compl 'mt and the an-
aver of Pierre :. DUPONT, against whom
fhc most serious charges are mahe. III
is earnestly hoped that the stockn' lders
will read carefully these cuclo-uics.
rOn December Z and "a. 1914, T. G..
dopont offered to sell TO inc COM
nanv-'nct for and on behat oil the
COMPANY but for the sole purpose
81 reselIing to a number OF important
tanployes-207O0 shares OF the com
mon stock OF the company at SloV per
share. ,o,, A.. ano,oo
committee. after consideration OF ui's
Ter instructed Pierre s. dupont 10
fa,Jso n G. dupont that the commit
~ ala not feel justified in paying
,orc than S125 per share. Pierre 5.
9npont urgod that the offer as made
bc accented. and voted against It's re-
lection. #. c. dupont withdrew MS
ofger after being advised by Pierre
q dupont of the attitude OF inc
.sl.....~ ,op,p,fffpC
sA month later Pierre 5. duPohl
,he learning that T. c. duPon'
,, lling to sell all of his holdings
in the company. consisting OF o5'5l
rharcs of ,mmOn stock and l4,og'
shares of a. ferred stock of the p. !
duPont de Nemours Powder Company
made him an offer and purchased
these shares for their own account a
5000 per share for common and SS'
for preferred.
NgThe statement Of Philip f. duPon
tfnt Pierre S. DUPONT and his assoct
ates did not have either credit ol
marketable collateral which would
enable them to effect the loan in tha
amount and. therefore could mo-
finance the purchase Of the stock o.
r. @. dupont without using the credi
Of tic Y. T. dupont de Nemouri
company is entirely unwarranted b,
Inc facts as fully set forth by Pierre
81 dupont in his answer.
sObjection being raised TO this pur
chase By two OF the directors of III
company. Pierre S. DUPONT, withou
admitting or conceding any obliga
ton TO do so, expressed TO the boar
OF directors, willingness TO entel
tain an offer for the stock. At th
board meeting on March 10, 1915,
OF the 20 members composing III
board we're present OF those pres
ent nine only had an interest {
prospective interest in the stock pul
chased from T. c. dupont and "
three only OF the 10 present. vote
10 make an offer TO repurchase
from Pierre S. DUPONT and associate
and no one OF these three advocate
The purchase because OF expect'
profits to the company.
"On the other hand. the attorney
The company pointed out that sin
.taere was not sufficient surplus
the treasury for the purpise, the pu
chase of the stock would be illegi
II was not until December s, l9l
or quite nine months after the clio
ing OF the transaction, that Philip
DUPONT, who in March was
qnainted with the above transactic
elected to bring his suit with clair
OF fraud Immediately upon recei
ing notice OF the filing Of this 81
the president called together {
board Of directors to learn the
wishes in the matter. Nineteen o
ot p directors we're present TIL
Immediately passed a resolution
confidence in the accused officers a
directors. and by vote OF l6 to
disclaimed on behalf Of the compa
any right of interest in the stock
question in the following words:
Whereas. while as members
the Board Of Directors It is our ma
fest duty 10 endeavor by all hon
able means to secure for the &C
panv whatever or value may be il
u due Il. nevertheless we are
only not required by said duty TO
fdeavor TO secure for the comp
that which justly belongs to 9th
DDEnTur uDurIVI m