The Wallace miner. [volume] (Wallace, Idaho) 1907-current, 1923-12-27
HENRY SEYBERTH VS..
COMMANDER
WOULD RECOVER STOCK
Alleges Pooling Agreement
and Sale of Stock Unfair
and Illegal

Z Il ENRY SEYBERTH, of Mullan,
- has filed Il complaint in the
district court against the
American Commander Mining
& Milling company, in which he con-
tests the legality of the assessment
OF 212 cents levied by the board of
directors OF the company on Septem-
Der II. and asks the court to restore
10 him $4,000 shares of stock sold at
said assessment sale, to declare the
pooling contract void under which
approximately 100000 shares were re-
turned to the treasury for period
not exceeding a year and a half, that
plaintiff recover costs of action, and
other proper relief. The complaint
alleges that the company is incor-
porated for 100000 shares, of which
approximately 100000 shares We're
issued prior to June II, 1928; that
all of said stock is of the same kind,
common, and that the plaintiff is the
owner of $1,000 shares of said stock.
That the directors of American Com
mander company are J. A. Glove, w.
II. Hanson, Herman Marquardt, J. l..
Mccormick and II. b. Kingsbury;
that all of said directors are sub
ject to the dictation of II. b. Kings
bury, whereby the said II. b. Kings
bury now does, and at all times here
in mentioned, has dictated and con-
trolled the business policy of said de-
PENDANT corporation"
Pooling Agreement.
on June II, plaintiff alleges, the
directors of the American Commander
adopted resolution setting forth the
difficulty in finding purchasers of
treasury stock on account of the large
amount of floating stock in the hands
of SPECTATORS who Immediately take
any profits as soon as the market is
made" and that therefore the COM
pany IS faced with the necessity Of
either making some arrangement
under which it's treasury stock can be
sold, or resume the levying of assess
ments," that if large percentage of
the outstanding stock could be pooled,
a market would be found for the
treasury stock and in furtherance Of
that plan the resolution inviting
stockholders to return their stock to
the treasury of the corporation so as
to again cause II to become treasury
stock, there to remain for a period of
one and one-half years, or until such
time as the directors of the company
shall consider that it's financial pro-
gram has been sufficiently well car
ried out so that it's future will not be
endangered by sale of private stock
when the said directors may break
said agreement and cause said stock
to be reissued" It was further re-
solved that if, after the deposit of
any such certificate or certificates of .
stock, and the cancellation thereof
upon the books of the company any
shall be levied, they shall
not apply to or be collectible from
such stock as may have been in such
manner returned to the company"
Letter to Stockholders.
Plaintiff further alleges that on June
30, 1923, the directors of the company
caused to be mailed a letter to the
stockholders, in which the financial
condition of the company inability to
market treasury stock were described
a ID requesting stockholders to
send in their stock as outlined
in the resolution. Stockholders
were advised that if they prompt
" complied with the request, 1--WE
believe that within a few months
H. ,..,o,.fo,,, fso,,,,,o,dar oor,pap,r
will be in excellent financial condition
and its property developed to a point
where it will be recognized as a pro-
iucing mine" Then follows the par
ocular paragraph TO which Mr.. Sey-
perth takes exception: "Of course
assessments levied after the stock is
deposited will not burden the stock
holders, as their assessments will be
aiken care of, but those who do not
send in their stock must expect, from
ime to time. to pay any such assess
nents that the directors may find
to levy"
Plaintiffs Stock Sold.
It is alleged that all directors as
entered into the agree
nent, retaining only so much stock
Is was necessary to qualify them as
directors; that on September II an
assessment of 215 cents per share
vas levied and that notices of the
ame were mailed to stockholders of
ecord, but that no notices were sent
o those stockholders who had re-
urned their stock under the pooling
lgreement; that the plaintiff did not
urn in his stock under the pooling
Lgreement and refused to pay the said
and his stock was included
n the delinquent list and advertised
or sale on November II; that on No