The Minneapolis journal., 1903-03-20
Mr. BUNN'S ARGUMENT
Not Crime to Hold Stock In Two Cons
petIng Companies.

Not Srime TO 7oIo STOCK IN TWO Cons
petIng Companies.
st. Louis, March 2O.-The following 10
an abstract of a brief prepared by G. w.
Bum, counsel for the Northern Pacific
Railway company in the Northern Securi-
ties case. It was given to-day:
In this suit the United States seeks
to enjoin the Northern Securities COM
pany from owning and voting the stock
of the two railway companies engaged
partly in interstate commerce. It is as
serted that The owning by one corpora
ton of majority Of the stock Of these
railway companies is prohibited by an act
passed by congress July 2, 1890. The act
does not say that it is unlawful for one
railway to buy, lease, own or control
competing railway. Nor is one person.
or corporation, forbidden in terms to own
stock in. two competing railways. If any
of these things are prohibited, it is only
because they necessarily restrain COM
merce among the several states. The
broad generality and indefin;teness OF the
language Of the law call for great care
in its Interpretation and application to
particular cases. s af is
For its validity. the act rests alone on
article l., section s., of the constitution OF
the United States, which gives power to
congress ito regulate commerce with for
eign nations and among the states and
with the Indian tribes Being passed in
execution OF f1is.sa power. the statute cam
not be interpreted more broadly than the
grant of power itself. All the ordinary
legislative power of government, the gem
eral right to legislate concerning contracts
and property rights, and for the welfare,
good order and morals Of the people, is re-
served by the constitution to the states.
Congress must exercise it's power to reg
ulate commerce with reference to the pow
ers of the states. 1t can no more infringe
hat o1 fhor, fhnxI IT,
granted power.
"That congress has not the constitutional
power, under the guise of regulating com
1nerce, to prescribe the general rules by or
under which either real estate or personal
property, stocks or bonds may be bought.
owned, sold, passed by descent, or wilIed
within the states, must be admitted. Much
less can congress say that a man may not
buy a piece Of property within state be-
cause he may intend to use the same in
a manufacture or business carried on
with the intent to nnonopolize or restrict
interstate commerce. No more can con-
gress restrict the right Of partnerships,
or corporations organized by virtue OF
state laws to buy within the states, either
real or personal property including stocks
and bonds.
| Again, if a contract, arrangement or
| com bination does not restrain Interstate
| trade, it is immaterial whether it has the
| must yield to the power vested in con-
gress In the case at bar, or in any SINH
| lar case, the transaction must be treated
as if fully authorized by state law.
| For a holding company to own the
stock of competing interstate carriers is
plainly no more prohibited by the act.
than for one interstate carrier to pur-
chase, lease or otherwise control the prop
erty Of parallel or competing carrier.
"All these conclusions are greatly
strengthened by the fact that everything
which falls within the prohibition OF the
act is made crime; everything denounced
| as illegal is made criminal. 1t is little
short Of absurd to suppose that congress
| intended to make It a crime for man
to buy stock in two competing Interstate
railway companies: or, having stock In
one, to go in partnership with one who
has stock in another; or to promote the
formation of a corporation to acquire
stock in both; or, as director or officer OF
corporation already formed to engage in
acquiring such stocks, or to promote tho
consolidation of two competing interstate
| carriers, or the lease or purchase by one
1 Of another. It is certainly not too much
to require that If congress had intended
| to make these things crimes 1t should
| have said so,