Historical Newspapers of South Carolina

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THE MILUKEN SIDE. Mr. Dial Reviews the Cotton Mill Con-1 Iroversy. The Advertiser, at all times desir ous of being absolutely fair on all ques tions of moment and of public concern, today reproduces Mr. N. B. Dial's let ter below in full from The News and Courier: To the Editor of The News and Cou rier: There has been so much said in the newspapers recently in regard to the aurens Mills and the LLucas-Milli ken litigation, and I have been asked so many times to explain the true in wardness of the matter, and the atti tude of the home people in regard to the controversy, until I now ask space in your valued paper to give the true history of this enterprise and this lit igation as I understand it. I will state in the beginning that I have long hesitated to appear in the press because I dislike publicity and notoriety particularly of this kind? but since some parties, ostensibly friends of the present management of the mill have seen proper to bring a suit in the Court of Common Pleas for Laurens County against me and others, and since .the newspapers have given the charges contained in said suit pub licity in their columns, I feel that I am due myself and the persons who side with Mr. Milliken to give our reasons for the position taken by us heretofore. I will also state that what I have to say is done of my own volition as a citizen and taxpayer of South Carolina, who desires to sec fair treatment ac corded each and every person, whether he be a resident, a non-resident, alien or what not. I am not writing as at torney for Mr. Milliken, nor with a view of having any influence whatever upon the various suits which are now pending, nor am I writing ns a cham pion or spokesman of Mr. Milliken, since he and his colleagues are amply able to take care of and defend them selves in the newspapers or the Courts without my aid. In fact I spoke to Mr. Milliken shortly after the litigation had commenced, and when there was so much being said in the newspapers of the State about the case, and when he had been placed in so many false lights by the correspondents of these papers, suggesting that he make a pub lic statement of his side of the contro versy und have it published. His reply was that ho was not seeking notoriety and that he had been sued, and his de fence would be made before the Courts, and that eventually the public would understand his entire actions in the premises ?that he had not sought lit igation nor publicity, but the same had been forced upon him by the plaintiff in the case. how the mills were buii.t. To go back a little. About 1895 the town of Laurens was at a standstill? our surrounding towns were building mills, and making strides of progress generally. Our houses were vacant, no demands for our lands, and in gen eral we were simply doing no good.? About that time we were casting around to try to get some one to build a cotton mill, and we were willing to make every effort our limited means would allow to get into the line of ad vancement and prosperity. About that time Mr. Lucas came down from Spar tanburg, and stated that he and his friends would raise $75,000 to build a cotton mill, provided an equal amount was raised locally. After various ef forts the home people subscribed this amount, or very nearly all of it, and building operations were started. Soon after this, upon Mr. Lucas's return from the North, where he had placed orders for machinery, he called the lo cal people together and stated the Northern people were willing to double their subscriptions, provided the same was done at home. My recollection is that no stockholders' meeting was held, but the directors consented to this, and stated they thought this could be ac complished. But as a matter of fact, the necessary amount was not entirely raised, nor all of the subscriptions paid. The management went on, however, and about doubled the capacity of the plant, and went largely in debt. It is not relevant to this issue now as to why these subscriptions were not all paid, but the defaulting parties claim they had good reasons for withholding them?that bad faith had been exer cised, etc. As a matter of fact in my opinion both sides were to blame at the time. But it was necessary for this mill to secure additional capital, since it had unwisely followed the example of a great many others in the State in building perhaps double the capacity of the amount of capital which had been subscribed. Therefore it was necessary to raise additional funds, hence the di rectors were called upon to sign notes to the extent of at least $50,000, and yet this was not sufficient to put the enterprise upon its feet, and the stock holders wero called upon to aid, and several stockholders, some of whom were not directors, loaned our credit to it to the extent of $45,000. The mill had been built at a very advantageous time, and at a remarkably low cost, and Mr. Lucas deserves great credit for the energy he exercised in its be half, still tho stockholders were not, and arc not unmindful nor ungrateful of the efforts of other stockholders and citizens who aided materially in keep ing the cost per spindle at thfe mini mum. Two liberal citizens donated the sand; others supplied the water, deliv ered free of cost, and in fact, a great number of our people* aided in overy way in their power in building the mill as cheaply as possible. how mr. milliken cot into the busi ness. Mr. Milliken had no connection with the mill in the beginning, but the ac count was handled by another commis sion house, and shortly after it began operation this house was unable to han dle the account, and of my own knowl edge allowed drafts to go to protest, and notified the management not to draw, even with bills of lading attached, un til it was notified that they had money in the bank. This was about 1898 or 1897, when there was great ntringency in the money market, and when the said commission houses' business had recently increased very largely. Per sonally I do not know much of that house, but I think they were first-rate people, but were simply unable finan cially to properly conduct the volume of business they were endeavoring to handle. Things looked pretty squally at the mill at that time, because it had no or very little credit, and had not been in operation long enough to estab lish its reputation. The president of the mill at that time applied to Mr. Milliken to take the account end aid tho institution financially. This he con sented to do, upon the urgent request of one of bis long personal friends in South Carolina. Well do I remember how glad the endorsers on these papers were when Mr. Milliken consented to take charge of the selling agency of the goods of the company, and to fur nish the necessary capital. Soon there* after all of the said notes wero paid, and from that day ar. long as he kept the account, I never heard of the di rectors or anyone else being called upon to endorse papers. I have never heard of the mill needing a dollar from that time forward, but what it promptly re ceived, and, that even, according to my understanding without giving notes. So much for the history of the building of the enterprise. WHEN THE LITIGATION STAaTED. I was an original subscriber and still have my stock, and was a director for a while. While I differed with Mr. Lu cas in some details concerning the man agement of the property, yet upon the whole I was satisfied with the price the stock was bringing and the dividend it was paying. I thought when tho mill had gotten on its feet and was making handsome profits that the stockholders should have been paid a dividend before t they received it, which was about five years. In fact, I moved in the direc tor's meeting, and that year before a j dividend was paid, that we pay a three I per cent semi-annual dividend. My ar gument was that a great many poor people had invested their earnings in the enterprise, and that they should have a dividend to help them meet their daily wants. Besides this a great many of our people had gone to tho banks and borrowed money, and had been pay ing interest on it all the while, and some of them were disposing of their stock under par, and if we did not pay them r. dividend at an early date they would still sacrifice it further, and that after so doing, they would become dis satisfied with the mill in particular, and disgusted with all similar institutions in general. A good many of the local stockholders, perhaps all of them, nlso disagreed with the management of the mill in erecting very expensive and un necessarily extravagant buildings, as we considered it, particularly so with out consulting the board of directors. I do not know that it is true, but it is reported that tho office building cost $10,000, and is said to be the finest mill office in 'he South, and that the school house coat $12,500, and that a stable building, paid for out of the funds of the company for Mr. Lucas's private and personal use, cost anywhere from $3,000 to $5,000, and, moreover, it was commonly reported and generally be lieved tha. he had had plans drawn to build him a private residence on the land of the company, and out of its funds, which would cost $20,000. It was along about this time that large nnmber of the stockholders became restless and the local directors became dissatisfied, and be was asked to take the stable lot off tho hands of the com pany, etc. Shortly after this tho litiga tion arose between himself and Mr. Milliken, all of which is familiar to the public, and anyone desiring a more de tailed account of it can find it in Judge Brawley*8 interesting and just decree, published in full in The News and Cou rier of July 27 of this year. A DIFFERENCE OF OPINION. Mr. Lucas claims the sole foundation of his contention with Mr. Milliken was his refusal to handle the goods of the company for a less commission. I am not passing any judgment in the con troversy, but Mr. Milliken says the trouble is a personal one?that Mr. Lu cas had become angry with him because he would not loan him additional money for another mill, and that he had made derogatory remarks of him, his son and firm. It is claimed that a proposition was made by Mr. Lucas to purchase five hundred shares of Mr. Milliken's stock. As to whether this trade was entered into, it will be necessary for the Courts to decide, and it would be improper for me, being one of the at torneys in the cuse, to express an opin ion. However, the records are public property, and they show a suit was brought by Mr. Lucas in May, 1905, against Mr. Milliken and others, in which it was claimed that said agree ment had been entered into. In this suit an injunction was prayed for, etc. The record shows that Judge Klugh granted an injunction on the 17th of May, when the annua' meeting of the I stockholders was to be held on the 19th, only two days thereafter, and that he enjoined the Millikens from voting not only tho five hundred shares of stock, but their entire holdings, and the prox ies represented by them, amounting to something like 1,700 shares. The mill, was made a party to this suit. THE ELECTION OF DIRECTORS. The Sheriff's is less than fifty yards from the hotel, where some of the Mil likens wero stopping on the 17th, and it is three-fourths of a milo from the Laurens Cotton Mill office, where the stockholders' meeting was attempted to be held on the 19th. The Millikens were at the hotel also on the 19th, an hour or two before they went to the cotton mill office. If this order had on joined only the voting of the 500 shares, which Mr. Lucas claimed Milliken agreed to sell him, no one, or at least the legal profession would not have been surprised. The proceedings and order were kept secret, or as Judge Brawley puts it, "up his sleeve," un til the stockholders were proceeding with business of tho meeting, when the deputy sheriff emerged from hiding and served it on the Millikens and a Char leston director. It occurred to all fair minded people that said papers should have been served on some local director of the cotton mill and the Millikens sooner. The Charleston director, along with one of their attorneys, came up on the afternoon train and dismounted at a wood rack, about three miles from Laurens, and came in the back door. It was a little amusing to watch the countenances when the consciences were pricking. So far as I know the Milli kens had no representative living in Laurens at the time, and they were very much surprised at the way in which legal processes wore sorved in South Carolina. It was at this juncture that a largo number of other stockhol ders, including all tho other local direc tors, withdrew from the meeting. I de nounced the procedure in the meeting as being a lick below the belt, and un fair, and I urged an adjournment for two weeks. I am glad to state we have citizens, and a great number of them, who helieve in upright dealing and open transactions and who will not chloroform financially and. financially sand bag a person, even if he be a citi zen of another State. I will state further that my sympathies have al ways been with the stockholders of the mill and that commissions should be as low as a business could be run honestly and in a businesslike manner. I do not know whether this should bo one per cent, or four per cent, more or less, but there is a proper way to approach commission houses for this purpose. THE MILLIKEN STOCK. So much has been said in tho news papers by my good friend, Mr. Ball, of Tho Advertiser and of The News and Courier, and generally the press agent of Mr. Lucas, about the row being brought on by Mr. Milliken, demanding the pound of flesh, and that Mr. Lucas had made a much better trade with an other house, etc., until the public may think there is only one side to the case. Mr. Ball is so well known that no one will accuse him of misrepresenting the facts of the case, but evidently he has jumped at conclusions without reading the entire record, and he has had this side very prominent before the public and the press for some considerable time. I know too well the editors of the principal newspapers in the State to believe they would, for one minute, allow their columns to intentionally mis represent Mr. Milliken or any one else. These newspapers are very great fac tors in the development and upbuilding of the resources of our State, and their editors, without a single exception, so far as I know, are friendiy to all inter ests which tend to the betterment of the condition of our people, and that they will do everything in their power to aid, encourage and foster new entcr priees, such as building mills, etc. Some of them, however, not being in possession of the facts of this case, have made some comments they would not have made had they been better posted. For instance, it was not pub lished at the time the injunction was served that Mr. Milliken had been en joined from voting his entire holdings and proxies, which was in the neighbor hood of 1,700 shares. When the Milli kens were forced to withdraw from the stockholders' meeting other parties holding large blocks, of stocks also withdrew, leaving only 1,292 shares out of 3,500 represented, and the holders of these shares undertook to elect a new board of directors. Mr. Milliken and his friends could have elected a board of directors even after the five hundred shares had been enjoined. As a matter of fact, no effort had been made on the part of Mr. Milliken, so far as I know, to secure any local proxies, and if such effort had been made it is more than probable his side could have secured a good, large number. He had purchased some stock. Further, it has been held up before the public that the contract with Stevens & Co. is for 2 per cent commissions, against the agreement with Mr. Milliken for 4 per cent; for the same service, accommodations and risk. Now, we will analyze these two contracts, and see whether or not the latter is moro advantageous to the stockholder than the former. THE QUESION OF COMMISSIONS. In the arrangement with Deering, Milliken & Co. the mill wa;< to pay four per cent on bleached goods, three per c:ent on unbleached gjods, and it paid nothing where the goods were sold di rect. This arranger lent was to termi nate at the pleasure of either party; in fact, my information is that there was no written agreement whatever. On the other hand the agreement w.th Stevens & Co. is that they are to re ceive four per cent on bleached goods and per 2 cent on unbleached goods, and one per cent on all goods sold else where. Not only this, this contract purports to be binding on the cotton mill for a period of five years, optional with Stevens & Co. to have it renewed for a term of five years additional, still optional upon Stevens' part to annul it upon six months' notice ?a very one sided arrangement?"heads I win, nnd tails you lose." Not only this, it was signed, according to my recollection, on the 12th of May, seven days before the annual meeting was to take place, and when the president of the company knew a majority of the stock favored a change. It was entered into without consulting the directors, so far as I knew. It will be seen it depends on the condition the goods are in when they are sold as to whether or not one contract is more advantageous than the other. It occurs tome that the officials of a company would have no legal or moral right to bind it for a period be yond their term of office, particularly when such was not necessary for the proper conduct of the affairs of said corporation. Moreover, it would look in bad taste when they knew the ma jority of the stock did not favor any such arrangement. I have nothing whatever to say against the firm of Stevens & Co.; in fact, I know some of the members of the firm pleasantly, I and I think they stand high in tho busi j ness world as individuals. They have a house dealing in wollen goods, but they are not known as a cotton goods house, and have only added this branch to their business recently, and taken it ?n as a side issue. One unfamiliar with such business would naturally think a purchaser would not go to a hardware store to buy cheese, nor to a woollen goods house to buy cotton goods. IN THE HANDS OP THE COURTfl. The principal case of Lucas against Milliken was transferred to the United States Court, and Judge Brawlcy, un der hid decree as already mentioned, dissolved the injunction of Judge Klugh. Afterwards Judge Pritchard enjoined Mr. Lucas and the mill from interfer ing with the elections of directors, etc. Some days thereafter ten persons, who owned a majority of the stock of the mill, advertised for a special meeting of stockholders for the purpose of electing directors, etc., claiming that the attempted meeting in May was not legal after the injunction had been served and the meeting practically broken up. These citizens of Laurens brought suit against said ton parties, and upon application Judge Klugh granted another order of injunction, in which he authorized the defendants to appear before him?"me" to move to dissolve the same. Therefore this meeting was not held. A motion was made bofore Judge Memminger, who was holding Court in this circuit, and presumably having equal power to dis solve the injunction. He said that he had no jurisdiction, sinco Judge Klugh had taken personal control of the sub ject matter. Being an attorney in the case, I cannot permit myself to express any opinion on the ruling of either of these distinguished Judges. The reason and inducements for the bringing of this last named suit is obvious to all of the home people and parties who are familiar with legaf conditions. It will bo amusjng, and perhaps a little cm barrasing a little later, when facts are made known. In this complaint tho writer and othors aro charged with having conspired to do many wrongful and illegal things in favor of Mr. Milli ken, and it has been stated that the course of myself and others in this mat ter has been brought about by financial aid, etc. In order that these falsehoods may be set at rest, I am ,able to state I that I do not know any more about Mr. Milliken's intentions about tho future management of the Laurens Mills, nor j about his intention in reference to the contract with Stevens & Co., than I every man in South Carolinn. He told me he expected to manage the mill in the interest of all the stockholders; not only this, I can further state that Mr. Milliken has not a dollar of stock in any enterprise in which I am interested, save the Laurens Mill, nor hns he aided me in securing a single subscription. Moreover, I was not employed by him as attorney until some time after the farce of the May meeting. What I have done, nnd am doing, is simply in behalf of justice and in the love of fair play and honest treatment. HOW MR. MILLIKEN HAS HELPED THE MILLS. I have known Mr. Milliken for sev eral years, but it was not my good for tune to be thrown with him often until recently, stilll I havo beard, and that not through and by him, of several acts of liberality which should endear him to a great number of our people, and should satisfy the public beyond pcrad venture of a doubt that he is not the Shylock that ho has been painted in this litigation. A few years since I ac cidently knew of a mill in the Piedmont belt in this State which had done as the Laurens Mills bad done, built more than it had means, and its stock was selling at a great discount,probably not bringing 30 cents on the dollar in the open market, when Mr. Milliken went to its rescue with his means, prestige, judgment and ability, and its stock soon jumped to par, and shortly there after paid a dividend, and I think has continued in this flourishing condition ever since. Not only this, but my re collection is that he joined Capt. Mont gomery in the erection of the first Pacolet mill, and aided him in raising the first subscription to that magnifi cent property, and has been its selling agent ever since. No doubt the success of this mill has had as much to do with encouraging our home people to build other mills in the State, and of induc ing capitalists to invest in South Caro lina as any other enterprise in the State, no doubt, more so, since the stock of this company was paying handsome dividends, and was worth three to one before it was washed away in part a few years sinco. If Mr. Millikkn had been the great robber some people would have you believe, how could this mag nificent result have been accomplished? Not only this, its stock lias recently in creased fifty per cent and is paying splendid dividends. Further, I have heard, and not from Mr. Milliken, and I believe it is true, that when this dis aster occurred he telegraphed to the creditor., if they were anyways uneasy about their paper they could draw on him for the entire amount, which was in the neighborhood of a half million dollars. It has been my duty for the last year or two to look into the question of sell ing agencies and soliciting capital for a cotton mill, and my information was that the firm of Deering, Milliken & Co. stood as high as any in New York, and perhaps had invested more money in South Carolina than all other commis sion houses put together. I,ooking over a list of quotations of mill stock recent ly another thought occurred to me. If the firm of Deering, Milliken & Co. is so unjust and were such poor business p"ople as has been charged against them, why is it that the stock of the two mills, which changed their account to the new house, steadily decreased? Not only this, according to the state ment of the Laurens Mills, the last semi-annual report shows that it has made less money within that time than within its history under similar circum stances and conditions. I could extend this article to a very great length, but think I have put the public in posses sion of enough facts to show that there aro at least two sides to the case. N. B. DIAL, Laurens, S. C, Dec. f>, 1905. Huge Task. It was a huge task, to undertake tho cure of such a bad case of kidney dis ease, as that of C. P. Collier, of Chero kee, la., but Electric Bitters did it. Ho writes: "My kidneys were so far gone, I could not sit on a chair without a cushion; and suffered from dreadful backache, headache and depression. In Electric Bitters, however, I found a cure, and by them was restored to per fect health. I recommend this great tonic medicine to all with weak kidneys, liver or stomach. Guaranteed by Lau rens Drug Co. and Palmetto Drug Co. Price 50 cents. FINAL SETTLEMENT. Take notice that on the 29th day of December, 1905, I will render a final account of my acts and doings as Ex ecutor of tho estate of W. L. Cunning ham, deceased, in the office of the Judge of Probato of Laurens County, at II o'clock A. M., and on the same day will apply for a final discharge from my trust as Executor. All persons indebted to said estate are notified and required to make pay ment by said date, and all persons hav ing demands ngainst said estate will Sresent them on or before said date uly proven or be forever barred. G. W. CUNNINOHAM, Exeeutor. Nov. 28th-td. 1 Follow The Crowd and Come Here to select Your Christmas Presents % ML y : 1 v ? ?? ?? We only have space enough to name you but a few of the many beautiful things that we have in stock from which you can select Christmas Presents that will last and be appreciated. We have a complete line of Morris Chairs, Center Tables in Oak and Mahogany, Rockers, Ladies Writing Desk, China Closets, Combination Book Case and Writing Desk, Fancy Chairs, Pictures, Art Squares, Chiffoniers, Office Chairs, Rugs, Willow Rockers, Lounges, Children's Rockers, Cut Glass, Decorated Hall and Parlor Lamps, Fancy Odd Peices in China, Swinging Lamps and many other things to be found here. Be sure to see our line before you buy. 6s* Christmas Footwear Our Christmas Footwear Display wins great Admiration from every looker, and well it may For Women We have the handsome Street and Dress Boots with the new Cuban Heels and narrow Toes. Beautiful line of comfortable Warm Shoes and Bedroom Slippers in all the colors, all sizes. We've everything to make a Woman's foot look handsome. For Men We've splendid Shoes in all the new shapes and leathers, made from the best of material. Business Shoes, Full Dress Shoes, Danc ing Shoes and Warm Bedroom Shoes. Romeo? and Juliettes makes good Christmas Presents FOR BOYS AND MISSES We've the best of Shoes for School and for Dress occasions. Rubber Shoes for the girls and little fellows, etc., etc. Can't tell you the half here. Come see. COPELAND, Shoes, Hats and Furnishings Customer's Shoes Shined Free The One Price Store BARGAINS Furniture, Jewelry and China Call and Ask for Prices Bargains in Every Department The New Furniture Store Caine & Moorman Laurens, South Carolina State of South Carolina, COUNTY OF LAURENS. P>y O. G.Thompson, Esq.,Probate Judge. Whereas, John F. Bolt, c. c. C. P. <:. s., made suit to me, to grant him Letter of Administration of the Estate of and effects of Susan 0. Gray. These are therefore to cite and ad monish all and singular the kindred and creditors of the said Susan G. Gray, de ceased, that they be and appear before me, in the Court of Probate, to be held at I .aureus Court House, S. C., on the 3rd day of January, 1906, next after publication thereof, at 11 o'clock in the forenoon, to show cause, if any they have, why the said Administration should not be granted. Given under my hand, this 21st day of November, A. D., 1905. O. G. THOMPSON, Probate Judge L. C. Nov. 22, 1905-16-6t Simpson, Cooper & Babb, Attorneys at Law. Win practice in ail State Courts. Prompt attontl.il tfivon to all business. W. C. IRBY, Jr., Attorney at Law, LMJKKNS, S. C. Money to Loan. Loans negotiated on improved farms in Laurena County at 7 per cent inter est on $1,000. and over, and 8 per cent en smaller amounts, secured by first mortgage. Easy annual payments. No commissions. Borrower to pay for ab stract of title. C. D. Barksdalb, Laurens, S. C. SCHEDULES (3. N. .V L. llnllroAd Co. Sohedule In effect Novombor 21st, 1004 : No. 52 No. 21 No. 85 Pasm-n^er ,MU I ox- Freight ex Daily c?>pt Sun- copt Sun? Lv Columbia ar Nowborry ar Clinton ar LnurunH I .v iAurens ar Clinton ar Ncwhrrry ar Columbia 11 10 am 12 30 p m 1 22 p m 1 42 p in No. 53 2 02 p m 222 p m 3 10 p m 4 45 pin day 5 15 p m T 05 p m 8 15 pm 8 45 p m No. 22 700 am 730 am 8 35 n in 10 30 a ni ilny 1 00 a in 3 45 a ni 5 25 a tn 0 00 u in No. 81 5 20 |> in >'? 00 p in 7 05 i> in 9 15 p tn C. H. GASQUK. Affont. Correct Dress BiiWHimniTiri imii n The "Modern Method" system of high-grade tailoring introduced by L. E. Hays & Co., of Cincinnati, O., satisfies good dressers everywhere. All Garments Made Strictly to Your Measure at moderate price*. 500 Ityles of foreign and domestic fabrics from which to choose. Ask your dealer to show you our line, or tf not represented, write to us (or particular",. I.,. R. HAYS (SI CO. CINCINNATI, OHIO.