Evening journal., 1917-07-25
fContiuued From FIrst paro.)

upon. This is apparently conceded
by the plaintiffs. and the bill will be
dismissed as to these two defendants
1t was argued BY fcounsel for the
defendants that, under the courts
findings of fact and conclusions OF
law. without, however. conceding the
correctness Of the findings and con-
illusions. the bin could not bo sus-
tanned against any OF the individual
defendants except Pierre S. dupont. /
do not coincide in this view OF the
case"
The judge adds that "1renee du.
Pont. 1.ammot dupont. A. Felix du-
Pont John j. Raskob and RobeVt Ru-
lith Morgan Carpenter participated
with Pierre in violation Of the duties
which they owed to the powder com
pany," and says that they were par
tics 10 the purchase OF the whole OF
T. Coleman duPonts stock and to the
organization OF the dupont Securities
Company for the purpose Of financing
the purchase and holding the stock.
AS TO them. therefore. a constructive
trust arose which makes them jointly
and severally accountable to the COM
pany"
Concerning other defendants. the
NVuil says i1hiIf ~ ilhnhNlh hloiA9
IL Brown. William Coyne and John
p. Lafiey, however. stand In a differ
ont relation to the transaction. Their
acts IN taking part in the directors
meetings at a time when they were
interested in the acquisition OF stock
in the DUPONT Securities Company,
constituted a violation Of their duties
and are accordingly account
able"
y May Vote Not 10 Purchase.
There was widespread impression
today that II a meeting Of stockhold-
ers OF +. l. DUPONT de Nemours and
Company is held, such as is contem-
plated IN Judge Thompson's opinion
the stockholders will record them
selves as opposed to the purchase by
the company Of the stock in dispute,
formerly owned by General DUPONT
and now held by the DUPONT Securi-
Ties Company. The stock In question
was bought by the men comprising
The DUPONT Securities Company. for
about Si6,000.000 and based on us
present market value. with the divi-
dends paid on IT, Is worth about
s59.OO0000. g.
comprise those responsible for the sue
cesslul administration oil the big poWaer
company and its subsidiaries in meet
ING the almost overwhelming problems
that came in furnishing explosives LOT
the allies in Europe, and Tor the Nnlled
states military forces
Tho men who bought the stock and
,ooied n i'm the dupont Securities Com.
nnnv claimed thev acted In an entirely
feoal manner. and that the powder COM
many had no legal right TO buy its
avn stock at the time. that its financial
condition did not warrant the company
buving tho stock, and that General du-
pont withdrew his offer TO sell the stock
10 tho company after the directors fail
ed TO act favorahly on a resolution to
purchase the stock Judge Thompson,
however. ruled against the defendants
and gave an opinion that directors of
tho DUPONT Company named as defcn-
dants violated trust TO the stoclhold-
ers In not acquiring the stock for the
company and later buying It for them
selves.
The men who comprise the Securities
Company now holding tho contested
stock are Pierre S. DUPONT, trencc du-
Pont Lammot dupont. A. Felix du-
pont. r. r. NJ. Carpenter. John J. Ras-
kob. William Coyne. Harry G. Haskell,
Harry r. Brown. r. q. 1allman, VIII
lam g. Ramsay estate, Henry i. du-
Pont. Eugene =. dupont j. =. Laifey.
". W. Laird. Charles Copeland. N. Rod
nev Sharp and William r. Raskob
In his supplemental opinion fled yes.
terday, Judge Thompson says.
"As a preliminary TO a discussion Of
The questions raised by counsel at the
argument upon settlement of de-
cree some Of the findings and con
illusions contained in the opinion fled
April l2. 1917, require mobilization in
order TO avoid construction inconsis
tent with tho intention of the court.
~ In the opinion It is stated;
"'Between March l. 1915, and the
time Of the trial in July, 1915, cash
dividends equivalent to 1873 per cent.
had been paid upon the stock Of the
Powder Company
"The evidence shows that Of the divi.
dends referred to, per cent. paid upon
the Powder Company's stock was in
Atlas Powder Company preferred
stock; that upon the T.. l. dupont de
Nemour's and Company stock the
Powder Company stock was paid In
Anglo French bonds; and that dividends
the equivalent of lOl00 per cent. were
paid In cash. The statement in the
opinion is modified accordingly"
"2. Il was found in accordance with
the dofendants thirty-second request fcr
finding of fact:
"'32. That on January 18th and 18th,
T. Coleman dupont by telegram and
letter, withdrew his proposition
"ln order that this finding may not
appear inconsistent with the finding
in response to the plaintiffs twenty
fourth request, it is qualified by adding
thereto
"'r Coleman duPont's withdrawal of
his offer was coupled with his expressed
intention of renewing that offer as soon
as he returned from Rochester,
"3 Il was found in accordance with
the defendants sixtioth finding Of fact;
60 That the credit OF the Powder
Company was not impaired by the nego-
tiation of the loan with j. p. Morgan
ana Company or used in' efecting that
loan, in any manner by Pierre S. du-
Pont and his associates
"rhe finding is modified BY striking
ont the words or used in cifecting that
loan.'
a. Il was found in accordance with
the defendants forty-second request for
finding Of fact;
"42 That the disinterested members
Of the Board of Directors at the meet
ing of the board on March 10. 1915
voted against the acquisition of this
stock, with the exception of two Of the
IL. 4 Nnrt 4 -