The daily union. [volume] (Washington [D.C.]) 1845-1857, 1853-02-26


namenial laws with regard TO corporations. corpora
ton is an artificial being created by law and there fore
It's hrst and ruling principle is that il has no power TO
90 beyond that which IS communicated by It's charter
Hence, is laid down in every treatise the subject
that corporations have power do anything unless
the provisions OF their charter authorize them to do IT,
NOW II you have right TO incorporate company 10 40
anything IN the Territories, may you notaecoding 10
the principle which limits the corporation 10 The exercise
OF functions expressly conferred upon lt-may you moi
say 10 that corporation, you may perform functions extra
territorial provided you can get the assent 9i nose VINO
govern outside the Territory for which we leglsate
To illustrate this government has rght 70 cfeate
corporations within the District Of Columbia i mas un
limited legislative power here. It's power 10 as broad
within The District OF Columbia as the power OF any
State within lis borders We have here sovereign
ty perfect and entire that OF any State the
rtory which belongs 10 L. Suppose a corporation is
Georgetown, and thence on beyond Georgetown, the
direction towards Harpers Ferry. TO the line OF the Dis
trict of Columbia Suppose you give that power, and
may extend the road 10 Harpers Ferry Let il be con-
ceded II you please, that you have power to force
Maryland 10 give The right OF way. You have undoubtei
authority TO incorporate company TO build road with
IN this District The only remaining question then is
canyon confer function power upon a corporation
winch you create and charge with the performance of
particular thing within your territory, 10 do SINH
lar thing outside your territory If others, having the right
to control, will permit il No lawyer, care not what
ms legal atlainmens may be, care not how as,ue he
may be- viii venture 10 Use here and say that such
corporation as have supposed, is organized in the Dis
trict OF Columbia, under charter from Congress 10
build road 10 the District line, that it would be
s'ituiional 10 confer the power such corporation
build II 10 Harpers Ferry If the consent of Maryland is
obtained you did not confer the power, the corpora
ton would have no right to build the road in Maryland
and all its acts IN extending the road beyond the District
line would be Illegal and void because OF the general
principle have stated. limiting corporations to the ex
eTcse Of the authority expressly conferred by their char
teIs therefore becomes necessary that you should give
his powerin the charter il you intend that the corpora
ton may exercise functions outside Of the territorial linn
ITS IN which the corporation is created
Now, this bill creates cornnra,ion Ia bpIl and
construct railroad 10 the Pacific. but declares that
shall have no authority and shall exercise no power
Whatever within any State, unless the State consents 1t
u.s. therefore, nothing more than corporation created for
our Territories, which and for which we may legis
late with an additional function conferred to extend the
road through the States, II they consent and permit
Artificial bodies corporations are known 10 the codes
OF all the civilized world When created for any business
they may follow and pursue everywhere, provided
the authority OF the charter is broad enough 10 allow
IT, and they not restricted in their action by those who
possess the power to prescribe restrictions Kentucky has
chartered railroad company from Louisville 10 Nash
ve and tennessee has given her consent that the Ken
lucky company might extend the road to Nashville But
without sucn consent on the part OF Tennessee the Ken
lucky company could not enter the territory OF Tennes-
see Neither could the Kentucky company build the road
IN Tennessee, unless the charter granted by Kentucky
gave authority TO do the work in Tennessee Thus,
States for their chartered companies confer power 10
extend their operations into other States with their
SENT and may Congress do the hing in charter
ing company for this District any Of its Territories
lake another Illustration Suppose you create a cor
poraton ia the District of Columbia for mercantile pu
poses you can confer upon that copoaton thus created
power TO trade IN India and around the world you can
vest with functions thai shall be respected by every
civilized government on earth. fell it be my duty 10
state this general position Of law and call the attention
OF The Senate TO IL Every one will the direct appli-
cation to the provisions OF this bill Here we create
corporation. II 10 act within the Territories of the
United States. Then provision is put in the bill that
II the States will give their consent the corporation nav
act within their borders. II is the United States
forcing road through the States but it Is the United
states giving power 10 corporation created TO act with
IN our Territories, which gentlemen concede we have
Ight 10 create, by coneEnng upon the corporation the
function 10 act without The limits of the Terrories-just
as mercantile corporation may exercise its functions in
ali countries with their assent
Now, does IL become us--does il become the United
States TO be over squeamish the subject of these
poailons when we regard what has transpred hereto
lore! hold IN my hand the Hise treaty. spoken OF by
The senator from Illinois Mr. DoUGLAs the other day-a
treaty made by Democrat endorsed by democrat-in-
deed, sir, IT is genuine democratic treaty
Now, sir, let read to you what this treaty contains
Win regard 10 The creation OF corporations:
g. Iii agreed ghat il the government Of the United
aes shan decide not to undertake and construct said
The preceding provisions OF the treaty allowed the gov
eminent OF the Uned States the ineroceanic
communication through Lake Nicaragua by It's own
means and by It's own authority alone. But the third
article OF The treaty provides that If our government did
not choose 10 do IT.
Then either the President or Congress thereof shall
have the power and authority Fame enact and issue
charter or act OF Incorporation containing such liberal pro-
ssen with the rights Of the contracting parties herein
securely may be necessary convenient and proper 10
effect the great objects IN view, which charter and Of
incorporation shall provide as follows"
Then il goes with article after article showing the
fundamental principles that into of ncorpo.
ration. So far this act OF democrat and foreign
minister can give precedent by which we are 10 be
governed, we Ind that IN democratic days corporations
were provided or IN foreign territories under The treaty
making power Of The country by which individuals or
bodies OF combined were to execute one OF the great
protects of The Hb0nt which bas
been recently said 10 this Senate
II may be said that the treaty made by Mr. Hss would
mol have been ratified by The Senate even il il had not
been rejected by Nicaragua, and therefore, precedent
In favor OF corporations II is OF little worth. produce
u 20 that democrats may give IT such weight they
please. For myself. ask aid from it il my opinions
cannot be sustained by Where corporations are
the best means 10 execute the powers OF this government
have doubted the constituuonaty OF their Gre
alton
Suppose you reject the provisions OF Mr. Hises treaty
as an authority What else do find in the history OF
the past II you cannot create corporation you have
undertaken 10 protect them in foreign countries when
created by others You did that in the treaty with New
Granada, 10 which directed attention the other day
You did the same thing by the Clayton Buwef treaty.
want the people OF the United States 10 consider these
democratic ideas advanced here Government according
TO the democratic creed has no power 10 establish cor
porauon by which we may execute great national OBJ
ject and fulhl constitutional powers and duties But
II other nations will form one by which can derive
benefit we can go into treaty guarantees TO defend that
corporation, on foreign ground, IN the execution OF its
work. The Interest which have in and The benefits
which we derive FROM the action OF foreign corporations
may be such that we pledge the whole force OF the
souny ,he army and the navy 10 defend these corpora