Perrysburg journal. (Perrysburg, Wood Co., O. [Ohio]) 186?-1965, 1910-01-14
able or cam be Introduced into tho sat.

dence OF business sagaclty and success,
and that they were denounced in this fct
not because OF their intrinsic irila immoral
suits toward which they tended, the con-
centration of industrial power In the
hands of the few, leading to oppres-
sion and injustice. In dealing, therefore,
with many of the men who have used
the methods condemned by the statute
for the purpose of maintaining q profit
able business, we may well facilitate a
change by them in the method of do.
ing business, and enable them to bring IL
back into the zone of lawfulness, without
losing to the country the economy OF
management by which,, in our domestic
trade the cost of production has been
with foreign manufacturers our foreign
trade has been greatly increased.
Asks National Corporation Law.
"I therefore recommend the enactment
by congress of general law providing
for the formation. of corporations to en-
gage in trade and commerce among the
states and with foreign nations, protect
ing them from undue interference by the
states and regulating their activities so
as to prevent the recurrence, under ma
tional auspices, of those abuses which
have arisen under state control. Such
law should provide for the issue OF stock
of such corporationas to an amount equal
only to the cash paid in on the stock;
and II the stock be issued for property,
der approval and supervision of federal
authority after full and complete dis
closure of all the facts pertaining to the
value of such property and the interest
therein of the persons to whom it is
proposed to issue stock in payment of
such property. 1t should subject the real
and personal property only of such cor
porations to the same taxation as inn
posed by the states within which 1t may
be situated upon other similar property
located therein, and It should require
such corporations to file full and com
plete reports of their operations with the
department of commerce and labor. at
tr1fn lie infAu nvliZ
under this act should be prohibited from
acquiring and holding stock in other cor
porations Except for special reasons upon
approval by the proper federal author
ity) thus avoiding the creation. under
national auspices, of the holding company
with subordinate corporations in different
states which has been such an effective
agency in the creation of the great trusts
and monopolies.
State Laws Conflict.
"If the prohibition of the antitrust act
is to be effectively enforced, :. is essen
tial that the national government shall
provide for the creation of national cor
porations to carry on legitimate busi-
ness throughout the United States. The
conflicting laws of the different states of
the union with respect to foreign corpora
tions make IT difficult, IL not impossible.
for one corporation to comply with their
requirements so to carry on business
in number of different states.
"To the suggestion that this proposal of
federal incorporation for industrial COM
binations is Intended to furnish them a
refuge in which to continue industrial
business under federal protection. II
should be said that the measure contem-
plated does not repeal the Sherman anti
trust law and is not to be framed so as
to permit the doing of the wrongs which
II Is the purpose of that law to prevent.
but only to foster a continuance and adj
vance of the highest industrial efficiency
without permitting industrial abuses.
"Such national incorporation law will
| be opposed, first, by those who believe
that trusts should be completely broken
By Sose Who
| the constitutionality of such federal in
| corporation and even IL 1t is valid, object
| 1t will be opposed, third, by those who
| will insist that nero voluntary incor-
| poration like this will not attract to Its
| assistance the worst of the offenders
| against the antitrust statute and who
| will therefore propose instead of ii a sys-
| tenn of compulsory licenses for all feder-
| business.
LET us consider these objections in
| their order. The government is now try
] ing to dissolve some of these combina-
| tions and it Is not the intention OF the
| government TO desist in the least degree
| in its effort TO end these combinations
| which are to-day monopolizing the COM
merce of this country; that where 1t APP
| pears that the acquisition and concen-
Of PROPERTY go to the fSSnt
| directly restraining interstate commerce.
| 1t is not the intent 4 of the government
| to permit this mo-.opoly to exist under
| the protecting wing of the federal gov
| ernmen of q state corporation now vio-
| and should not be- the policy of the gov
| ernment to prevent reasonable concen-
tration OF capital which is necessary to
| the economic development of manufac-
| ture, trade and commerce.
May Doubt constitutionality.
|
constitutionality of such federal incorpor.
| alton. The regulation of interstate and
| foreign commerce IS certainly conferred
in the fullest measure upon congress-, and
| thorough manner that kind of regulation
congress shall insist that it may provide
and authorize agencies to carry on that
commerce, 1t would seem to be within its
power, this has been distinctly affirmed
with respect to railroad companies doing
| an interstate business and interstate
| bridges. The power of Incorporation has
| been exercised by congress and upheld
by. the supreme court in this regard
form of interstate commerce like the sal,
| of goods across state boundaries and into
foreign countries, may the same power
fact that they carry on Interstate com
| merce that makes these great industria
concerns subject to federal prosecution
and control How far as incidental Il
the carrying on of that commerce it may
be within the power of the federal gov
| ernlnenI 10 authorize the manufacturer o.
| goods. is perhaps more open to discus
sion, though recent decision of the su
preme court would seem to answer tina
| question in the Affirmative
The third objection, that the worst of
tenders will not accept federal incorpora
ton, is easily answered. The DEGREES o
injunction recently adopted in prosecu
tions under the antitrust law are S,
thorough and SWEEPING that the corpora
tions affected by them have but thre
courses before them:
First, they must resolve themselve
into their component parts In the differ
ent states, with a consequent loss t.
themselV es of capital and effective organ
ization and to the country of concen
trated energy and enterprise; or second
in defiance of the law and under som
secret trust they must attempt to con
tinue their business in violation of tn
federal statute, and thus incur the pen
alties of contempt and bring on an in
eyitable criminal prosecution of the indi
viduals named in the decree and their as
sociates; or
Third they must reorganize and ac
cept In good faith the federal charter
suggest federal compulsory license Law
urged as substitute for federal incor
roraton law, is unnecessary except I
reach that kind of corporation which, b
virtue of the considerations already ad
vanced, will take advantage voluntarll