New-York daily tribune. [volume] (New-York [N.Y.]) 1842-1866, 1847-05-17
Corporations and Liabilities
The Albany Atlas thus justihes the oeieat OF I'M

Corporations and Liaoi1ues'
The AlJany Atlas thus justihes the defeat Of the
General Manufacturing bill by the Senate
The Constitution requires the Legslstare 70 pass
osnsr. laws ofinoorporston and 70 provoe o an moi
v,dnsl N.h,A,v Of the copsrtners Public opinion ana
ths voice Of The Democratic Conventions ana OF tne De
rpocrsue press repeatedly expressed demand tns'
This liability shall b. full 40 prscucsoe honest cap
it.H.s ..ekins 70 invest their means and INDUSTRY In
rnanufscures content 10 accept zoe fullest soty
pa, In singular spectacle hss been presented OF Whig
legislators refusing TO make copsrtners responsive Tor
The common Indebtedness, who have solicited ana De
mspded TO be personally accountable therefor
The language of the New Constitution, which the
Atlas PAROLES, is as follows;
<ys VII see q Dues from Corporations shall be Sc
oured BY eA individual liability Of the corporstors %
nay be prescribed by law
Now the bill as it passed the Assembly provided
spr toe Individual Liability Of the Stockhoioers'
sr.t TO the full nominal amount OF their STOCK :
secondly to pay all dues for Labor IN addition De
aid. the oonmon-aw liability OF every individual
for .nv misapplication. waste or emoezzlement oil
,h oo,nor.ts assets by him, whether separately or
,o,,,lv with others This the friends OF the mes'
.,x. With the Wings and several Of their oppo-
n.nt. In the Legislature deemed sufficient and as
much as could be Justly exacted. But no, SAID the
,x,ye destructive and unreasonable portion OF the
n.ynburpers; this will not suffice the act snail
,.,unnel every stakeholder In an unfortunate cor
o,,.iou 10 lose in addition TO the above, farther
ann equal TO the nominal amount OF his stock IN the
,omosny. FOR instance: A. b. is constrained 10
,.h. IN nsyment for n slow or doubtful debt, fifty
.bares in q manufacturing company, nominally
xortb eloo each. Before he has had time 70 dis
pose Of the stock. the Company fails so bis pro-
osrty Is gone and be is liable to bis last dollar for
.pv debt which may be due from the company for
labor. This the Wings thought pursuing him far
enough. No. say the Barnburners, he shall be held
liable 10 pay $4,000 moro at the suit Of any re-
nusinng creditors oftbe comPsny-Can there be
spy serious doubt OF the unreasonablene. Of this
sxaction
But the Atlas asserts that Honest capitalists
chat IT, Barnburners if they see fit to invest one
ar more thousands in a company owing and owning
millions. are content to accept the fullest liab.
~" Then why did the Barnburners propose TO
limit that liability Why not allow the stock
holders to be liable TO the full extent OF their means
instead Of restricting them to farther sum equal
10 the face Of their stock II honest men desire
no limitation Of Liability, in whose behalf do
Msssrs Barlow. Lester and the Atlas interpose a
Imitation
The Constitutional cavii of the Atlas is estopped
by the action of its friends The difference Of the
antagonist propositions with regard to Liability is
pnanifesty one of degree, and not Of kind II the
Constitution had required the ftdiea liability mel.
ther bill would have answered its requirements
A. 1t actually reads, either does, and as well
as the other.
10 h. nil IA ists
wsn,1 why should they regret the defeat of the
bill or wish one Of any sort passed Ii they have
solicited and demanded" the fullest personal liza
bility' they have been cutting very silly figure.
The Lsp az u stands ezactly suits them. They have
only 10 organize and go ahead under tho sxistrg
or common law, and they have personal liability to
their hearts content.
W. do MT believe there are ssy real ousiness
men, OF common sense and common prudence,
who are satisfied to go on so. single case
among many, will show why they should not be
In the County Of st. Lawrence, some years since,
a company was organized to work Lead Mine
under the common law, requiring, Of course, the
fullest liability. The mine proved poor one or
the working was injudicious, and the company be
oame insolvent The moro prominent and wealthy
stockholders were sued by the creditors, and MADE
IN nav, these In turn sued another class OF the
stockholders who Ia turn sued others until al
,..av the whole County is embroiled and far more
oo.,s have been made than all the debts amounted
IN II has been a regular harvest for Shaking law
vers and blight TO honest enterprise. Such is
the natural working OF the principle In Europe,
where the partners in company are bat three or
four great capitalists it answers but here, where
the associates are hundreds or thousands, some in
vesting tens OF thousands, others hundreds or but
4 single hundred it does not work, and will not.
The Atlas talks Of the Assembly bill as giving
some special privilege to persons engaging In Man
ufactures.-(the old song Why will not that pa
per unite in commencing the general principle that
eorporators and everybody else shall be liable ex.
actly 90 far and In such manner as tey shall agree
70 he-that any limitations OF their liability, fairly
and openly specified on the face of their obligations
shall be respected by our legal tribunals, save only
IN case Of fraud and as against the persons i'm
plicated in such fraud Let us have such al
enactment in ten lnes-and we cannot see how
any fair mind can object to it-and we care
not whether any Manufacturing Law is passed or
not But Il sell my property on credit and choose
10 demand the personal liability OF John Jacob As.
tor must have IL or there is no trade but if !
choose to take instead the liability of the Ocean
Steam Navigation Company. or the Floating Dock
Company, with fair understanding that the capital
Of the company. and only that is pledged to me for
payment l do not hold any stakeholder in that
company my debtor, beyond his interest in the com
pany. II am not satisfied with that will not
trust the company II am, will not pursue any
s,ockholder beyond il. Why shonld not the law
enforce the actual contract between the parties
and that only 7
A MISTAKE on ITS TkAvrLs-The GLOBE started
a story which is now circulating At a distance that
Mayor Brady recommended in his Message an
,screass Of the expense Of our Wstch and Police
system BY disbanding our present Police He did
nothing Of the sort he did indeed propose &c
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