Norwich bulletin., 1920-12-29

New York. Dec. 2S.-A compromise in , the Sl50,OeU,000 stockholders equity suit against William Rockefeller and other former directors Of the New York. New Haven and Hartford railroad was affect ed here today when Federad Judge Charles Hough ordered the action dis continued
 The terms Of the compromise provided that the individual defendants, against whom waste and mismanagement were charged, pay the New Haven the curpor- ate defendant, S2.5O0.OU0 which counsel for the road tonight said had been done.
 Then the judge issued an order allow ing the lawyers for ;he complainants ss33. .335.33-a third of the compromise sum-upon their application for fees. uisbursements and expenses, to be paid out of the settlement money.
 In a memorandum acc0mpanying inc discontinuance papers Judge HOugh said: | The compromise Of suit and actions is generally a matter private between the pjarties, and the only reason known to | me for submitting this settlement to the court is the unusual fact that 1t consists in the payment by one set of defendants to another defendant of a large sum of money in consideration of a general re- lease.
 The individual defendants are buying 1 their peace from the plaintiffs by paying money to the corporate defendant The only interest of the plaintiffs in this suit however. is to get money for the corpor- ate defendant and counsel fees and ex- penses for their own solicitors.
 However, since the approbaiion of the court has been asked. it is given for the following reasons: This bill alleges a I 1cT1fr sn fa .gfrN. a ant to violate the Sherman act by d-ing very expensive and improbable things. Ergo, says the bill. the individual de- fendants must pay as the damages what their conspiracy cost the New York. New Haven railway. l have regarded this as an extreme doubtful cause of action. difTi- cult to prove and in outcome uncertainty itself.
 After the repeated attacks upon it. however, the bill has been retained-so far as am concerned-mainly because underneath the maze Of pleadings one
 outstanding fact remains. viz. that the directors of the railway or a majority of
 them pursued the consistent course of ac-
 quiring what could be called competine
 transformation systems in New England
 and many that to my mind could moi be called competing, paying for such ac 7 quisitions a great deal Of money or prop
 erty constituting an outlay which in ths light of subsequent events lt would be diff
 ficult to justify on a business basis.
 Now that plaintiffs have retracted al s suggestions of personal profit by de [ fendants and retracted also whatever al
 legations of moral wrong-d0ing are in tho
 bill and all that may be suggested by , lthe business transactions aforesaid. tht . case is eminently one for settlement l 8 rests. I think on what the court Of las resort may think as to how director.
 should manage investments.
 The New York directors or their per sonal representatives who are the indi e vidual defendants. are evidently not al n to be treated alike. They were in ohic' ' at different times and the acts complained
 of are not evenly distributed. over th'
 twenty odd years covered by the plead tngs.
 e Further they can be liable only fo d their personal acts and it remains who'll c unknown to me-and l presume larg ll
 to the plainiiffs-how far the persona
 actions of these particular defendant r contributed to the corporate acts com , plained of.
 IL Some years Of litigation having prove ; -to me-how costly and uncertain tn
 whole matter must be, it is a gratifyin e result to avoid further investigation r., what can never be wholly undone. n ..The railway company has consis-eIil o declined to bring about such sult d this. or to give 10 t any pecunlaFS as
 sstance for the frankly stated reason tha l. it would not pay. ] am not aware tl'- .- tbe corporate defendant has ever express e cd any opinion on any other point Q r. nolicy Now money is offered to Il. an if seems to me a perfectly proper pr5
 ceedjng on the part of the corporation [ n take n fund which. however. has bee l. nroduced wholly by the labors or o-her' s This is the ruling point respecting tn S allowance of counsel feels. Ii B substaI g. ,faIIv admitted that the plaintiffs haV
 furnished their names. The corporate de l. fendant has been no more than S7eT if tator. the work has been done wholly b 9, counsel on both sides. and in s7 Tar 2 n any fruit is prodlced it Is wholly tn l. work of :he plaintiffs counsel
 Large as the settlement is. I see
 reason why the rule usual in this iurii n diction in respect of recOveries or sum h largely speculative by counsel operatin . on contingent fees should rot be aD7 ie
 and award one-third of the settlemer
 to plaintiffs counsel
 Asa p. French. Arthur Bereson. Fran " cis r. Garland Bernard Berensnn an T, Frank M. Swacker were counsel for th l. complainants.
 h The defendants named in the suit 0 ,f Aug-,s+ 3O 1916 were: William Roclli
 feller. Charles NJ Pratt, Lewis Cass Le'
 yard, George Mccullough, James $ Her a ingway. A Heaton Robertson. Frederic Il Brewster. Charles F. Brooker. James if Elton, HEnry X. McHarg, Edward 'e Robbins, Moin L. Billiard, Robert V |, Taft, Cnar.es s. Mellen, and J. PierpoI
 Morgan, Herbert L. Satterlee, Wiliial
 P. Hamilton and Lewis Cass Ledyar L. executors of the will of the late ,- Pierpont Morgan; Florence A V. TwOn |. bly, executrix of the will of HamilIo n Mckay, Twomfly Mckay. and the Ne l. York, New Haven and Hartford Railroa
 Company.