New-York tribune. [volume] (New York [N.Y.]) 1866-1924, 1917-10-25
New Haven Will
Issue New Stock
To Settle Debts
Stockholders Give Direc
tors Authority to Take
Up $45, 000,0 900

issue preferred stock was given the
directors Of tho New York. New Haven
& Hartford Railroad Company by the
stockholders in special meeting this
afternoon. The issue proposed would
take up floating indebtedness now rep
resented by notes to the amount Of
S45, 900, collateral for which to the
amount Of s9e,512,516 book value has
been pledged.
The result was forecast by the fact
that at the annual meeting, held
earlier, at which tho directorate was
reelected by an average vote Of about
1,215,767, it was announced that the
tellers had proxies representing 1,169,-
EFT shares.
Both meetings were protracted and
frequently were lively, the debate In
the annual one being more general
and Of q rambling and slightly aen-
monious nature. while at the special
meeting there was moro attention
given to the financial condition Of the
company and the physical shape Of the
property.
Mr.. Nixon Objects
Objections to action on the preferred
stock Issue were formally made BY Mr..
Nixon. representing s. S. Meyers. OF
New York City, and Mr.. Berenson,
chairman Of a minority stockholders
protective committee. The main
ground Of objection was that stock
holders had not been properly warned
Of the details Of the proposed issue.
The meeting had before it proposals
to accept charter amendments granted
by legislatures Of Massachusetts,.
Rhode Island and Connecticut under
which amendments the company would
have tho right TO Issue preferred stock
subject to approval Of stockholders.
The fourth item was to ratify Q vote OF
the directors on this subject. A copy
Of the vote, which was Of considerable
length being distributed. at once gave
rise to protests. 1t was seen that stock
was to be issued at par and redeemed
at ITO, and the other details conceded
with the act passed by the Connecticut
Legislature. Mr.. Nixon charged that
the Same policy had been followed in
calling the special meeting as had pre-
vailed in other meetings, in that stock
holders got little information Of the
matters they were to act upon.
Amendments Vital
He said the charter amendments
were vital ones; that the directors may
not have had authority to 20 to the
Legislature to get them; that legis-
latures had not the right to grant
them under the Constitution; that the
amendments might violate the right of
contract, and that there might be depri-
walton of property without due process
of law. On these points Mr.. Nixon
spoke at length.
Mr.. Berenson got Q ruling from
President Pearson that stockholders
had been properly warned, and. after
having objections noted. pleaded for
delay Of action. He referred TO a suit
Of a minority stockholders committee
against former directors to recove,
money alleged TO have been wrongly
diverted, which suit is pending in New
York City, Mr.. Berenson being OF
counsel for the plaintiffs. Edward
Miligan, a director, objected to Mr.
Berenson being in this matter as sim.
material"
President Pearson permitted Mr.
Berenson to proceed, and the latter ther
declared that stockholders In issuins
the preferred stock would sell the
equity in the road for s45.O0O.000. He
| said the directors knew they were sell
Ing this equity at money lender;
terms" because the stockholders woulc
be unable to buy the preferred shares
He appealed to those present not t.
vote for the issue. Mr. Berenson pu
the question to E. G. auckland. chic
counsel OF the road, to which the lat
ter replied that the issue had not beer
underwritten by New York banker,
and there had not been al effort mad,
| to do so. A. to renewal of the note.
Mr.. auckland said il was too early Il
take up that matter.
Suggests New Committee
Mr.. Amster, of New York, had Of.
| fered at the regular meeting q reso.
luton to raise a committee OF sever
| to investigate the affairs Of the com.
pany and to report within sixty days
its conclusions and to recommend
remedies TO meet difficulties. The