Arrow-Hart & Hegeman Electric Co. v. Ftc, 291 U.S. 587 (1934)

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Arrow-Hart & Hegeman Electric Co. v. Federal Trade Commission

No. 363

Argued February 8, 1934
Decided March 12, 1934
291 U.S. 587

CERTIORARI TO THE CIRCUIT COURT OF APPEALS

FOR THE SECOND CIRCUIT

Syllabus

After commencement of a proceeding by the Federal Trade Commission to compel a holding company to divest itself of the voting stock of two competing operating companies, held by it in alleged violation of the Clayton Act, a reorganization was brought about through united participation of the owners of the holding company’s shares and of the preferred stock of the operating companies, which the holding company never owned, whereby all the properties of the operating companies were acquired, through mergers, by a new corporation and the holding company was completely dissolved, pursuant to the state law.

Held that the jurisdiction of the Commission was ousted; that it had no power, even on the assumption that the reorganization was a device of the dissolved corporation to evade §§ 7 and 11 of the Act, to bring in the new corporation as a respondent and require it to divest itself of one or the other of the operating plants. Thatcher Mfg. Co. v. Federal Trade Comm’n, 272 U.S. 554; Federal Trade Comm’n v. Western Meat Co., 272 U.S. 554. P. 594.

65 F.2d 336 reversed.

Certiorari, 290 U.S. 622, to review a judgment affirming an order of the Federal Trade Commission.