The Indianapolis journal. [volume] (Indianapolis [Ind.]) 1867-1904, 1901-10-29
OUTSIDE CORPOR ATIONs AND sTATI

y correspondence is published between
James +. Buckner. superintendent Of the
Louisville Board of Trade, and Secretary
of State Hunt in which the latter CONSTITUTES
the law of March 10, 1901, requiring every
foreign corporation doing business in this
State to have and maintain public office
in the State for the transaction of its bust
ness and to comply with certain other con-
ditions prescribed in the law. The ques-
ton was whether this applied to foreign
corporations which did business in this
State wholly through commercial travellers,
by telegraph or mail. The secretary of
state thinks it does not, though it seems a
local court at New Albany has taken
different view. Mr.. Buckner states the case
as follows:
The Peter-Bauer Drug Company, of this
city. some time back sued a party in In
diana for debt mote, think, to close &C
COUNT, when the defendant answered that
the Peter-Bau Drug Company was
foreign corporation which had not COM
piled with the act of March Is, 1901, and
was therefore not entitled to recover, etc.
The plaintiff submitted a demurrer denying
that the act applied to them, and If so con-
tended that IL was unconstitutional, etc.
The trial judge overruled and the case was
appealed by plaintiff This action has
caused the greatest uneasinesS in business
circles here, and 1 hope you can give me
some information on the lines asked
Replying to this the secretary OF state,
while disclaiming any wish to join issue
with the New Albany court, which may
have had facts before it unknown to him.
says that after consultation with the at
torney general they have both reached the
conclusion that corporations doing business
in this State wholly through commercial
travellers or by telegraph or mail, and hav-
ing no warehouse or supply depot in the
State do not come within the provisions Of
the law referred to.
The law provides as follows:
That every corporation for pecuniary
profit formed in any other State, Territory
or country before it shall be authorized or
permitted to transact business in this State
or To continue business therein if already
established, shall have or maintain a public
office or place in this State for the transac-
ton OF its business, where proper books
shall be kept to enable such corporation to
comply with the constitutional and statu-
tory provisions governing such corpora
lions; and it shall designate an agent or
representative in this State on whom sery-
Ice of process may be had; and such cor
poratiOns shall be subjected to all the LA
bilites, restrictions and duties which are
OF may De imposed upon corporations of
like character organized under the general
laws of this State, and shall have no other
| or greater powers.
The phrase before it shall be authorized
or permitted to transact business is a
broad one. Strictly construed it might in
| clude the transaction of business within
the State in any manner whatever, but it
would not be competent for the Legislature
! to prevent the transaction of business in
| the State by means of telegraph or mail or
| by commercial travellers. The law was evil
IDENTIFY intended to apply to such outside
corporations come into the State to do a
! local business through branch offices and
agents, and if a New Albany court has de-
cided otherwise it will probably be over
/ ruled