New-York tribune., 1903-06-30
NEW-JERSEYS POLICY.
Her Corporate System Discussed by
James B. Dill.

Cambridge Springs, Penn, June Z9-Ihe hli'h
annual meeting of the Bar Association of Penn
syIvania was held here to-day The annual ad-
dress was delivered this evening by James B ul'
of New York whose topic was Some Aspects OF
New-Jersey's Corporate Policy" No lnspecuoh
and examination of New Jerseys corporate policy
the speaker said. would be complete without at
least sidelights upon the struggle between New
York the financial Empire State and the adJoin-
ing smaller State of New-Jersey for corporate su-
premacy He traced the history of corporate
legislation in New-York from 1900 to the present
time. and referred to the attempt of New-Iork to
stop the outgoing of capital for corporations to
New-Jersey and to regain her lost prestige He
expressed it as his belief that the State Of New
York lost her opportunity and lost her grip on
the trend of affairs when she rejected the Roose-
Welt CORPORATION act Of 1900 and adopted instead
the so-caled attractive feature for corporations
In dealing with the history of New-Jerseys acts.
while he commended those features of her laws
which in his opinion merited approval. ne dld not
hesitate say that in the passage OF certain laws
the legislature had nodded. at least. by way OF
encouragement 10 large corporations. He described
the resulting situation by saying;
Millions of New-York capital heye gone g to New-
Jersey to be incorp2rated under NeW-JeTs%y ~
Nevr-York to be listed on the New-York Stcck E
Authorities as foreign capital rather than be in
corporated under the laws of New-1ork-
A feature of the address the discussion of
the effect upon other States of the success OF
single standpoint of returns to the State Upon
this point Mr.. Dill said:
The business demand for extra-terrtcrial cor
porations which to-day undoubtedly exists has m
Vertise as liberal but under which trernp
porat'ots car ~. u tE it71a or no resn6nsihiIitv
of officers or corrorators. and with as little pro-
lection to investors and to the pubic
The office of Secretary of State in some Of the
States the speaker int:mated. was practically an
advertising agency for the corporation attractions
of the State at least was intimately connected
with organizations engaged in the promotion OF
cornoratons He said that it had even been stated.
although he would not vouch for the truth of the
statement that the Secretary of an enterprising
cbarter granting State had opened temporary
headquarters in New-York City, and transacted
there official business in the way of incorporating
companies. Passing to consideration OF the IN
dustria situation, Mr.. Dill sad;
Cur country is pre-eminently ipdnstria and
are Intimately connected with our finances. our OUT
class of investments; but that they are not all so
regardSd is T tG9 e aPpsoed pgo9d 9 h6nety man
aeed corpora TONS whose securities are Investments
nave We any reason to doubt that there are indus
trials so called Of aH derene Sen tEg ianced 6 bv mem
Of high financial rating? Good industrials are sell
esmated upon the basis of capital and dividend in
comparison with other classes OF securities
Poor Dog Tray" It is bad company that is kill
ing gt9 smg rncosnion Of the reasona beness Of the
public demand for clean legsla ton for more pub
he corporations of integrity show plainly that
they will gngy afceP Pin any nab faf bem e09e 70 OF draw
line of demarcation between themselves and cor
porations of another stamp
Mr. Din asserted that many of the industrial
perils of to-day were due to the lack of legal re-
ouirements in the directions just indicated He
asserted that in the future that State would have
the largest measure of real success in attracting
Incorporated capital. distinguished from cor
porate wind which would enact legislation giving
the CORPORATION reasonable facilities doing bust
ness throughout the country. but which would be
equitable from the point Of view of the investor.
even to the extent of not being in accord with the
views of the promoter. He said:
If the laws were such that investors could obtain
as much information upon the makeup of the com
wheq nrst s p6 hem when eceve te is
pointed by the court. we should have fewer indus
rents of public investors the requirements
OF promoters must be met under corporate laws.
may mean the refusing OF the demands of the
the public demands is reasonabie degree of pub
licity What the promoter seeks is the right TO
pubiic demands is something for the dollar or
somebody responsible for the deficiency. What the
free from responsibility. as will enable them. by
ce e2sef bs m case eo a d p fe5 Of
financial rewards. but in case of failure with no
personal responsibility
whether the action of States individuals could
be successful in stemming the current toward lax
ty of law. adding:
l have urged that the outcome of the present
situation and the solution of the problem presented
in the necessity for more extensive territorial priv
eges for corporations will probably be found in
the enactment by the national government Of laws
for the creation OF national corporate tOns-Iaws
which. along the lines of integrity of common
sense ana or acquaintance with the needs of bust
md mmnities b uo 1bcb 5e & "a tb auT nights
protect the rights of the stockholder the investor