The Jersey City news. (Jersey City [N.J.]) 1889-1906, 1897-03-31
TO HAD OFF new YORK.
Queer Corporation immune
III Bill Rushed Through
the Legislature.
FIGHT ENG LEXoW'S SCHEMES
Tic Antitrust Law Pending at
Albany Would Compel Cor
porations to Leave
New Jersey.
Z LEXOW'S SCHEMES
Soecial to The JERSEY Catv NessA

TRENTON, March 81, lS97.-It.is a long
time since any bill before the Legislature
has created SO much speculation and
raised SIP much doubts in the minds of
the legislators and habitues OF the State
House as has Senate bill No. 263, which
goes about under the modest title of "A
supplement- to an act, entitled An act
concerning corporations The measure
is. really n OF the greatest Importance.
The bill was introduced by Senator
Voorhees, and ~provides:-
J.. No action or proceeding shall be
maintained in any court OF this State
against any stakeholder, officer or direc-
tor of any domestic corporation for the
purpose of enforcing any statutory per-
sonal liability of such stakeholder, officer
OF director for or upon any debt, default
such statutory personal liability be
deemed penal or .contractual, If such sta
tutory personal liability be created b. or
arise from the statutes or laws of any
other State or foreign country.
z. NO action or proceeding shall be
naintained in any court Of law Of this
director of any domestic or foreign COR
poration by or on behalf OF any credi-
statutory personal liability of such stock
holder, dhlcer or director for or Upon
airy debt, default or obligation of such
corporation, whether such statutory per-
RSAtA
tractual; and no pending or future ac-
ton or proceeding to enforce any such
statutory personal liability. shall be
Inaintained in any court of this State
other than in a nature of an equitable
accounting for the proportionate beneflt
o. al parties interested to which such
II any, and all of its creditors and all
It's stockholders shall be necessary par
ties.
According to the statements Of tho
Supporters of the measure, its object is
TO protect new corporations n their
stocknolders frons the Possible effects of
the Lexow Antitrust bill now pending
in the New York Legislature The
Lexow bill, it is claimed, if it becomes a
law, will have a most disastrous effect
upon corporations incorporated under the
laws of New Jersey. The Senate bill
grew out of a pending amendment to the
New York act which is commonly spok-
act" and is said to be an attempt to
drive corporations established under the
laws OF. New Jersey out of New York.
islature on March II by Senator Lexow
Tor the special committee appointed to
investigate trusts. Among its provisions
is one setting forth that no foreign cor
poration formed by the consolidation of
two or more corporations or by the COM
bination Of the business of two or more
persons, firms or corporations for the
purpose of restricting or preventing com
petition in the supply or price of any ar
ticle OF Commodity Of common use or for
1Nt Z - dld IllE
or controlling the supply or price there
Of, shall be authorized to do business
in the State. If a certificate to do BUSH
ness in this State (New York; has been
granted TO any such company an action
may be brought by the Attorney General
to revoke such authority.
Particular objection is made to an
other section which says
The officers, directors and stockholders
ing business in his State, shall be liable
under the provisions Of this HAPPIER in
the same manner and to the same extent
as the officers, directors and %stockhold-
erS. of a domestic corporation. for the
making Of unauthorized and excessive
Indebtedness. unlawful loans to stock
holders, making false certificates, reports
or public notices, al Illegal transfer Of
the stock and property of such CORPORA
ton when it is insolvent or its insolvency
is threatened, the failure to pay in full
the whole amount of the capital stock Of
any such corporation, and the failure to
file an annual report. Such liabilities may
be enforced in the Courts of this State
in the same manner as similar liabilities
imposed by law upon the officers. direc-
tors and stockholders of domestic cor
porations."
Those who support the Voorhees, hill
say that that measure is a purely pro-
teetive one, intended to forestall the ef-
fort to drive corporations from New Jer-
sey, which because of the liberal fran
of e to this State. 1t seeks to hold
every stakeholder of a New Jersey cor
poration liable as on contract, in case the
New Jersey corporation fails to comply
with this New York statute. whose re.
quirementS are ~deSignedly made harsh