The Caucasian. (Clinton, N.C.) 188?-1913, 1894-01-25
NH. GUTHRIE On TRUSTS.



which IA far back az 1850 had. and
still has. provision almost Identical
with ours. 1t reeds as follows:
Article NN.---Corporatlon. Sec.
/: Corporations may he formed an
der the general laws. hnt shall not Zee
created by special act, except tor
municipal purposes. All laws passed
pursuant TO this section may be al
tered, amended or repealed"
Now, Mr.. Editor, II, the creature
greater than the creator And
especially 80 &heu the creator re-
serves the right 20 destroy the thing
created. Shall clay ~ay 10 the pot
ter. wha. doest thou = But you SAY
/ il would be harsh and cruel 70 rxer-
/ else snch power. Is tia! sol When
A man or even a woman commits
murder, the State takes the lire OF
the offender. Why I 1he answer Is.
+ IN order that murder may not be-
committed. The State III that case
demands the life Of the offender for
/ the protection of the lives OF all her
/ citizens Is the life Of a corporation.
/ the mere creature OF the State. 50
sacr d that ii may without cumpuuc-
ton of conscience lay It's ruthless
hand on the bread and meat Of the
men, women and children, on who's"
/ lives the well being and existence OF
the State itself depends and reduce
them to penury. want, and even star
walton, and vet the corporation he
| allowed to bid defiance TO criminal
laws and escape punishment. because
forsooth, if indicted. its officers, man
ayers and agents will not voluntarily
testify against it. and cannot be com
PEELED in a criminal case To testify
against it lest they condemn them
selves and jeopardize their own lib
erty7 1t would seem not.
But apart from the constitutional
power of the Legislature to repeal
the charters of private business cor
porations. Is there any good reason
WHY the Attorney General Of North
Carolina cannot, without further
legislation. take the above proV1S-
IONS Of law and institute SPECIAL pro
ceedings against any corporation
believed to be engaged in d trust.
having a charter granted under
State of North Carolina laws since
1868. to have its charter dissolved
think he has that power and au-
thority now. and the law points out
a way by which it can be done, as |
will endeavor to show. The first and
most prominent legal course for dis
solving charter is the one above
cited, which now repeat:
For any abuse of its powers TO
the "injury of the public
Now is il not an Injury to the
public" to do any act which
is denounced as a crime and punish
able as such?
This is too plain for argument,
and it may be assumed to begin with
that ''trust' is an Injury to the
pubhcn We will suppose the At
torney General begins special pro
ceeding in the name of the State
against trust corporation which We
will cal! the ''Watered Stock Boon
Co." He alleges in his complaint
5 upon information and belief in gen
eral terms pointed out by the act
above quoted that said company ha:
combined with other companies fol
the unlawful purposes described
and, in a word, belongs to a trust
The defendant, Of course, comes int
court and files its answer denyinc
} the allegation that 1t belongs to trust
and thereby upon the pleadlngs the
material issue is raised. The bur
E den is on the State to prove it. Who
5 are the witnesses? He must of ne
o cessity 60 into the enemy's camp t.
get them. He has subenRd, tn,
l president. vice-president, Qf there
I is One) secretary, treasurer, dlrec
E tors and all the stockholders whom
he can get service on within thi
: State and ne summons the custodian
of the corporate papers to produce
them for inspection. And whel
: called to the stand witnesses they
''all with one consent begin to max,
excuses but the one which stick
/ in law is this answer which each
with some slight variation, makes
Il cannot testify as to the business
affairs of the corporation because t.
do so would criminate me- How
J could an investigation of the affair!
of the corporation criminate the wit
ness if its affairs are lawful and lie
Ultimately and without abuse of cor
, porate powers conducted? 1t is the
affairs of the corporation, the party
: to the action which are being iuves
e tigated, and the witnesses "a per
) son for whose immediate benefit tn,
action is defended" and one descrih
= ed in section $50 above quoted an,
g who refuses to testify. Section IS
. and $50 taken together put the in
terested witness and the party to til,
g action ''subject to the same rules o
r examination" and the rule in sec
;, ton 5S44 is that the pleading. wheth
er complaint or answer or reply
which is filed on the side which with
holds the evidence and refuses t,
testify ''may be stricken out" tina
is, of course, if the judge would ex
f excise his power to do so on the At
: torney Generals motion. And
Judge that meant to do right woul,
e not hesitate to grant the N otion t,
t ''strike out" the defendants answa
5 and give decree dlssOlving the cor
/ poration for want Of an answer.
: OTHER REMEDIES.
g But If you say it requires strain
: ed construction of the above provis
4 ions of law to reach the conclusion
: contended for, there is way to rem
= edy this defect, which is plain
Amend sections 5S4 and $50 so as t
make them expressly applicable t
o actions il which corporation is
party. Put corporations exactly o.
the same footing with natural citi
zens in actions between them. Thi
is, think, already the spirit and in
tent Of the lay. But anyhow it i
r within legislative power to make
plain beyond question.
There is still another way to reacl