The morning Astorian. [volume] (Astoria, Oregon) 1899-1930, 1904-03-20
ASToRIAN PUBLISHING COMPANY.
A CANADA MERGER.


1t is announced that the managers of the North
ern Securities Company applied for and obtained
Canadian charter Immediately after Governor Van
SAINT began the Minnesota suit against the merger
in 1902, says the Call 1t is stated that this Cana
dian charter covers operations in Canada and the
United States
The supreme court, in passing upon the consti
tutionahty of the interstate commerce law decided
that congress had the power to control interstate
commerce by such law. The constitution says
The congress shall have power to regulate commerce
with foreign nations between the states and with
the Indian tribes -
When the interstate commerce law was before con-
gress it was objected to improper and excessive
exercise of this power nasmuch as it proposed that
congress should provide for the fixing or regulation
of rates for transportation Senator Bayard made a
very able argument against the bill on that ground
claiming that regulation did not mean interference
with rates He used the impossbility of regulating
international rates of transportation as proof that
such power did not reside in congress- because the
regulation must relate to the same things in all the
particulars of interstate international and tribunal
commerce
1t was believed that his argument was correct
statement of constitutional principles, but the su-
preme court swept it away by including transporta-
tion among the incidents of commerce. and the most
important of them ALL and by challenging the oppon-
ents of the law to file bill of the particulars in
which congress could act in regulate commerce if
transportation were left out.
With no power over transportation commerce is
left at the mercy of corporations engaged in that
business They could so arrange rates so as to en-
tirey prohibit any feature Of interstate commerce
1t would be at once admitted that the government
would have power to interfere in such ease. and
its inference must be directed to removal of the OBJ
struction As this obstruction would be found in
the rate of transportation its removal of necessity
must be in the form of regulating rates So the SEN
ators view of the law evaporated in the application
of the power of congress to protect and regulate
commerce between the states
These principles applied by the court in the
merger decision. This application need not wait for
an overt act, but ,is aimed at the power to commit
such an act The existence of such power is an
inchoate offense which the courts will prevent by de-
stroying the power to commit it.
The court having invalidated the American char
ter, because it implies power to do something in vio
lation of the law, will now be presented with very
interesting phase of the question if an attempt be
made to use the prohibited power under foreign
charter. The Canadian incorporation has been Sc
cured seemingly with the idea that operation under
it can not be reached by an American court.
In our view this is vain theory. The municipal
law of the United States has exclusive jurisdiction
here. Any act that it forbids is legally preventable
To assume that an act when forbidden by law when
done under an American charter can not be forbid
den when sheltered by foreign charter is to assume
that the constitution itself can be set aside by such
charter This is equivalent to saying that our whole
system of government is destructibe by such process
If foreign municipal law takes precedence over our
our own on our own soil our government is without
vigor or authority
How the issue may arise can not be forseen It'll
may have to wait for an overt act referring to the
foreign charter as its authority or the roads merged
by such charter may be denied the right of joint op
Grafton under it. and by the proper writ be compelled
to replace their stock in the possession of individual
stockholders who can be forbidden to exchange them
for the certificates of the foreign corporation which
may be outlawed as evidences of the ownership of the
property But however the issue may appear it isl
plain that American municipal law will remain the
supreme law of the land and incapable Of substitution
by any extraterritorial authority whatever