The Saint Paul globe., 1903-04-10

| company was organized, expressly de-
cldrSs mat three or more persons may
avail themselves of the provisions OF the
act and become a corporation 1or any
lawful purpose.''3 Laws of New Jersey,
1899, p. Alb. .e!O-
1hls language is, not merely perfunctory'
IT means, obviously, that whatever powers
lIle ncorporat9rs saw mt to assume, Iney
must hold and exercise for the accomplish
ment of lawful objects. The words in
| question operate therefore, as l1m1ta-
ton upon all 9thei powers enumerated IN
G4e, ene artlcies of association Wh1ch were
hled by the promoters of the Securities
company, so that however extensive ana
comprehensive these powers may seem to
be- the state Of New Jersey has said, you
shall not exercise them so as to set at de-
nance any statute lawfully enacted by the
congress of the, United States or any stat
ute laWtully enacted by any state wherein
you see MT to exercise your powers
Attempted. Grant Would Be Void.
But aside from this view of the sub
1ect, If the state of New Jersey had un-
dertaken to invest the incorporators OF the
Securltles company with the power 10
operate TO restrain interstate commerce,
and for that reason could not be done
py them acting as an association OF lndi-
Vlduals- then We have no doubt that sucn
a grant would have been void under the
provisions OF the antitrust act or at least
that the charter could not be permitted TO
that act. The power of congress over
interstate commerce is supreme, far
reaching, and acknowledges no limitations
other than such as are prescribed IN the
constitution itself. Gibbons VS.. Ogden,
8 Wheat l, 1917; County of Mobile, VS..
Kim Kimball "a. 1O2 u S; 691, 696; 695; Cham- ~
1909. No legislation on the part of
state can curtail or interfere with its
exercise; fa and in view OF Of repeated ;is decis-
mate exercise of the power in question
for congress to say that neither natural
nor artificial persons shall combine or
tn nlaPp
restraints on interstate trade or commerce.
United States VS.. Joint Traffic Association,
III y. S. 505 Addyston Pipe & Steel Co.
VS.. United States, 175 U. S. 211.
1t is urged, however, that such COM
bination of adverse interests as was
formed, and has been heretofore described'
was lawful and not prohibited by the anti
trust act because such restraint upon in
terstate trade or commerce, If any, as it
and hence that the combination is not one
OF that character which the congress of
the United States can lawfully forbid.
The following cases are relied upon to
ascertain the contention: United States VS..
p. G. Knight Co.., 136 Y. s., l; Hopkins
SON Onted Ta dnted Staes states m r 81 $S S s AndeT It
Is pertinent therefore to inquire in what
way the existing combination that has
been formed does affect interstate COM
merce. a.etr
How Commerce Is Affected.
It affects it, we think, by giving to a
ly, to few men acting in concert and in
its name and under cover of it's charter
the power to control all the means of
transportation that are owned by two
competing and parallel railroads engaged
In interstate commerce; in other words,
the power to dictate every important act
Which the two companies may do; to
compel them to act in harmony in estab-
hshlng interstate rates for the carriage
or freight and passengers and generally
to prescribe the policy which they shall
pursue. 1t matters not we think, through
now many hands the orders come by
Which these aims are accomplished or
through what channels; the power was
not only acquired by the combination but
1t is efectually exercised and it oper-
withstanding the maner of its exercise, by
controlling the means of transportation,
t0IWlt, the cars. engines and railroads by
which persons and commodities are CAR
RED, as well as by fixing the price to be
charged for such carriage
Inc cases cited above and on which
rellance IS placed to sustain the view that
the restraint imposed is merely indirect
remote, incidental or collateral, are not
beievanI hdevata fqP Dr., as was fully explained in
States, 175, E. S. I'll. 23S. 24o' 24S. one
of these cases Jpited States VS.. E. C
Knight Company dealt only with a com
bination~ within a state to obtain a prac-
tical monopoly of the manufacture of su-
gar and it was held that the combination
| onty.. related to- manufacture and not to
commerce among the states or with for
eign nations; that the fact that an arti-
cie was manuIactured for export to an
oeher state, did not make it an article
OF interstate commerce before transporta-
tlon had been begun. or necessarily sub
lect 1t to federal cohtrol;. and that the eff
1ect OF the combination then under con-
Slderatlon. on 1nterStat commerce. was
at rest only Incidental and collateral But
while cop2menting on its previous decision
In United States VS.. E. C. Knight Co
the court took occasion tosay in Addyston
Plpe q Steel Co. VS.. United States 175 u
s.. 246, that when contract is made for
nj q 0rfi n1o i,,o
other state the transaction is one of in
terstate commerce, although the vender
| SO sold, and that combinations to control
and monopolize such transa ctions would
be in restraint of interstate commerce.
Case Does Not Apply
In the other case CHophins vs. United
states and Anderson VS.. United States)
1t was held that the business of the mem
| bers of the Kansas City Live stock ex-
change. which was under consideration by
the the court. was not interstate commerce
and that the act did not affect them and
| that even if they were so affected the
particular agreement which was involved
etetd efa not operate as restraint of inter
| OF these cases, any suggestion that a
| combination such as the one in hand the
| OBJECT and necessary effect of which is to
! give to a single person or to a coterie of
| persons$full control of all the means of
transportation owned by two competing
| and parallel lines of road engaged in in
| terstate commerce, as we'll as the power
! to fix the rate for 3the transportation of
| persons and property, does not directly
and Immediately affect Interstate com
! merce. No combination, as it would seem.
| could more Immediately affect it.
-, Again it is. urged, tentatively that if
| the existing combination which the gov
| ernment seeks to have dissolved is held
| TO be one in violation of the ANTITRUST
| act and unlawful, then the act unduIy
| restricts the right of the Individual to
make contracts buy and sell property.
| and is invalid fer that reason. With ref
| suggeSte (as 1t has been by the govern
| menO that as the situs of the stock which
| tnel Securities Company has bought is in
| the states of Wisconsin and Minnesota
| which respectively chartered the Northern
| racine and Great Northern Companies.
! and as the stock owes its being to the
| laws of those states, and as each state
has forbidden the consolidation of comneo
| ting and parallel lines of railroad therein
and has likewise prohibited any consoli-
l\dat1on of the Stock and franchises of
| Such roadS-the contention last mentioned
! Is entitled to little consideration in the
| case at bar.
! Defendants Are Answered.
! But waving and ignoring this sugges-
! ton, the argument advanced in behalf of
! the defendants is met and answered so ia
| as this court IS concerned, by the decision
| IN AddySton Pipe d Steel Co. VS.. United
! States. IT'S U. S. 22S- -229 where it is said
! inter ALA under this grant of power to
| congress (the power to regulate com
! mefce between the eVeral states and with
| foreign nations) that body in our iudg-
ment,. may enact such legislation as shall
+ declare void and prohibit the perform
ance of any contract between individuals
! or corporations where the natural and di-
! 0eCt effort Of Sucb q contract will