United States v. Sears, Roebuck & Co.

United States v. Sears, Roebuck & Co.

Opinion

 [*615]  Plaintiff moves for summary judgment in an action seeking inter alia an order directing the resignation of the individual defendant as a director of one or both of the corporate defendants because he is alleged to be an interlocking director in violation of § 8 of the Clayton Act, 38 Stat. 733, as amended, 15 U.S.C.A. § 19.

] The relevant portion of § 8¹provides:

" * * * No person at the same time shall be a director in any two or more corporations, any one of which has capital, surplus, and undivided profits aggregating more than $ 1,000,000, engaged in whole or in part in commerce, * * * if such corporations are or shall have been theretofore, by virtue of their business and location of operation, competitors, so that the elimination of competition [**2]  by agreement between them would constitute a violation of any of the provisions of any of the antitrust laws. * * * "

The following facts are admitted by defendants: that Sears, Roebuck & Company (hereafter called Sears) and The B.F. Goodrich Company (hereafter called Goodrich) are New York corporations of the required size; that the defendant Sidney J. Weinberg (hereafter called Weinberg) has been for many years, and now is, a director of both Sears and Goodrich; that each corporation is engaged in commerce as the term is used in the Clayton Act; that they are competitors in the sale of the following items at retail in commerce as the term is used in the Clayton Act: (1) refrigerators, washers, stoves and other home appliances; (2) hardware; (3) automotive supplies; (4) sporting goods; (5) tires, tubes and recaps; (6) radios and television sets; (7) toys.

The defendants further admit that Sears and Goodrich are competitors in the sale of the aforesaid seven categories of items in 97 communities located in 31 states of the United States through 110 retail stores of Sears and 112 retail stores of Goodrich, located in the same communities; that for 1951, the approximate total [**3]  annual dollar volume of sales of the said items by Sears' 110 retail stores in the 97 communities was in excess of $ 65,000,000, and the approximate total annual dollar volume of sales of the same items by Goodrich's 112 stores in the 97 communities was in excess of $ 16,000,000; and that for 1951, the approximate average annual dollar volume of sales of each of the seven items per each Sears store was $ 592,000, and per each  [*616]  Goodrich store was $ 145,000 in each of the aforesaid 97 communities.

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