Wrong Without Remedy: A Legal Satire. running to Tacoma, where it owned some additional lines and franchises. While the Kauffmann stock did not alone control the street railway company, it was so large that, added to the stock now held by several of the trustees of the Puget Sound Electric Com pany, it would insure the control of the street railway company to the former corporation. The Puget Sound Electric Company had never yet been able to sell its power to the street railway company; the power had for years been purchased from its competitor, the Cascade Light and Power Company, and the Puget Sound Company's officials figured that there was a profit of at least $20,000 per year in this contract. The contract was about to expire, and the control of the street rail way company at this time was particularly de sirable. The Cascade Light and Power Com pany appreciated the importance of control ling the Kauffmann stock, and the clay after Mrs. Kauffmann had executed her option, the president of the Cascade company had offered her an advance of $25,000 on the price named in the Puget Sound Company's option. She was naturally desirous of selling at the higher figure, but her option was signed, sealed and delivered, and a small consideration had been paid her for the option; so she could only hope that the Puget Sound Company would fail to take it up. These were the circumstances under which the stockholders of the Puget Sound Com pany met on the afternoon of September loth. They were few in number, nearly all the stock being held in a few large blocks. There was but one opinion expressed at the stockhold ers' meeting, and all voted in favor of grant ing authority to buy the stock except Ander son. He voted "No," and asked to have his written protest against the purchase inserted in the minutes. As he owned only a small block of stock, no attention was paid to his protest, and the board of trustees immedi ately afterward authorized the president and secretary to carry out the terms of the option
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and purchase the Kauffmann stock. Ar rangements had been preliminarily made to finance the deal, and it was expected to com plete it the next morning, as soon as the bank opened. Imagine the surprise of the trustees when they were served at the conclusion of their meeting with an order from the Superior Court to show cause three days thereafter why they should not be enjoined from pur chasing the Kauffmann stock, and in tl meantime they were ordered to desist from all acts looking to such purchase. On investi gation they found that the order had issued on a complaint filed in the name of Hamilton Anderson, duly verified. The complaint averred Anderson's ownership of ten shares of stock in the Puget Sound Electric Com pany, the action of the stockholders' meet ing, Anderson's protest against the action taken, and the complaint then set forth that, unless enjoined, the trustees and officers of the corporation would consummate the pur chase; this purchase was alleged to be ultra vires and unlawful. The Puget Sound Elec tric Company, Herman Geiser (its president), Joseph Wilson (its secretary), Gustaf Peter son, Martin L. Mantor and Emerson Wil liams, who, with the president and secretary, constituted its trustees, were all joined as par ties defendant, and all served with the order to show cause. It seemed preposterous that the owner of ten shares out of ten thousand in the stock of the corporation should be able to block a deal so evidently to the advantage of the corporation, and the officers gave them selves little concern as to the result of the ap plication. They were much annoyed at the 'delay, but as they still had about two weeks before the Kauffmann option expired, they expected that the deal could not be prcTented by the time consumed in getting this applica tion out of the way. They placed the papers in the hands of counsel, instructing him to press for an early decision. At the time set for a hearing of the applica-
