Every evening, Wilmington daily commercial., 1918-03-20
DU POINT SUIT
Continued from page ]
The DEGREES in Full.

appointed to conduct Il special meeting
of the stockholders of the T.. l. DUPONT
deNemours and Company Tor the pur-
pose of determining by their votes
whether the company should avail itself
of the opportunity to acquire the stock
purchased bv Pierre s. DUPONT and his
associates from +. Coleman DUPONT to-
gether With the proceeds thereof and
dividends and income thereon.
'The question vas TO be submitted to
the stock holders in the form of an afiirn-
ative resolution that the Company eXer-
else its right to acquire the stock.
'On November I, 1917, the Special
Master filed his report showing inter
ALA that the result of the special meet
ing was that there had been b1 ,ooo
shares of stock cast For the resolution,
and 3l2,5S7 shares Against the resolu-
tion. and that the resolution not having
received majority of the votes cast.
he same had been lost" The result of
the failure to carry the resolution was
that the stock kholders whose votes We're
cast at the meeting rejected for the
company the opportunity for the ac-
QUESTION of the stock with it's increment.
'On November Sth, the petition oi
Pierre =. DUPONT was filed praying for
an order and decree dIsmIsSing the bill
Complainants File Petition.
"On November a. 1917, the complain
ants filed petition praying that, not
withstandng the result of the stock
holders meeting, n decree he entered IN
their favor ordering that the stock and
its proceeds, dividends and interest, sub
iect to an accounting, be turned over TO
the L. |. DUPONT deNcmours and Com
pany.
''On o>cmler 18TH. the complainsnts
filed exceptions to the report of the
Special Master and on November 10Th
filed an answer to Pierre :. duFont
petition To dismiss the bill.
''On December 9TH. on the order OF the
defendants solicitors. the case was set
down for hearing upon the complain
ants exceptions to the Masters report.
'On December llth. on the complain
ants application, an order was entered
upon the defendants TO file. within
twenty davs. an answer to the complain
ants petition of November 18th.
ION December p. the defendants NOV
ed to vscatc the order requiring them TO
file an answer and 10 strike on the com
plaInants' petition OF November l4th.
''On January II. hearing was had upon
the defendants motion to vacate the
order requiring them TO answer and to
strike of the complainants' petition;
upon the complainants' exceptions to the
Masters report and upon the defend
ants petition to dismiss the bill
Primary Question TO Answer.
The primary question to he deter
mined j. whether the facts set out IN the
complainants' petition are sufficient 70
require an answer by the defendants.
III 80. it must be because the alcga
tinns of the petition. il taken a. true
would require the entry Of a decree N
favor uf thc complainants. This would
bc IN effect the vacatinC ot the lnteroc-
utorv decree directing the determination
of the question whether the company
should acquire the stock by vote "f
the stockholders, and a reversal 81 the
decision in the former Opinions oi Inc
Court that the question was one 81 busl-
ness policy for the corporation TO de
eide in, view nt the facts Of the case.
The petition sets out certain facts
oi which evidence was before the court
before the intcrlocutory decree was en-
tered They relate 70 resolution OF
the Board of Directors Of December Sth.
1918, directing the officers Of the com
parv 10 assist in the defence of the
President Of the Company on January
sth 1916. in recommending the removal
af Alfred l. DUPONT from office Vice
President and member Of the Finance
Committee; the action of the Board OF
Directors on January 10. 1916. in re-
moving Alfred l. DUPONT, the action at
the stockholders meeting on March l3,
1915 in passing resolution undertaking
70 condone the action of Pierre : du-
Pon- and his associates in thc purchase
al the stock: the defeat ol Alfred |.
dupont. William DUPONT and Francis ].
DUPONT Tor re election to the Board Of
Directors
Contains Further Allegations.
The petition contains further alicga
lions through domina:ion ana control
by the defendants ut al the officers OF
the Company Board oi Directors, Finance
Committee and Executive Committee.
oil the establishing ol publicity bu-
reau IN charge OF paid employees al the
Company and its use 10 disseminate IN
the press reports. suggestions and ar5u-
meHt~ favorable 10 the retention bN the
defendants o1 the profits upon the pur-
chase ot the stock. and. after the entry
OF the decree, reports, suggestions and
arguments calculated TO make the stock
holders believe that the decision of the
court was erroneous, and that the de
PENDANTS would resign or the manage
ment be changed and results disastrous
TO the Company ensue if the defendants
were forced to relnquish the stock.
1t Is further alleged that the Board
of Directors. through the dom nation OF
the defendants. on October p. 1916,
amended the bonus plan OF the Com
pany under which stock was purchased
by the Company for the reward OF faith
full employees, so a. to confer upon the
holders OF bonus stock, amounting TO
26,l4S shares, the right 10 vote. although
the stock had not Vet been paid for in
full. 1t is alleged the defendants have
and exercised domination and control
over the holders OF the shares OF bonus
stock - held. resulting in its being al
most entirely voted against the resolu
tion.
Agents Visited Holders
1t l. alleged that after the date Uf
the decree aud before the stockholders
meeting conducted by the Special Master
the defendants procured officers and en-
ployce- u the Company a the Com
pany : representatives, 70 visit stock
holders and induce them to vote against
the acquisition OF the stock by the Com
pany; that through their control Of the
Company they caused the heads Of de-
partmcnts, superintendent Of plants
and other influential officials to infn-
cnce the employees in their various de
partments or under their control, TO vote