Coeur d'Alene evening press. (Coeur d'Alene, Idaho) 1907-1929, 1910-02-07
FEDERAL INCOR-
PORATIONS BILL
Draft Of Revised Measure as it
Goes to Congress Today

/ WASHINGTON. D. O., Feb. H.
The long anticipated federal incor-
poration bill to embody the recon-
mendations made in his special mess
age by President Taft was introduced
in congress today by Senator Clark
OF Wyoming and Representative Par
ker of New Jersey, chairman, respect-
lively. of the senate and house com
mittees on Judiciary. The final draft.
an outline of which follows. differs
materially from the earlier drafts
and represents several months Of
study by the president and his cab
met.
No corporation formed under the
terms OF the proposed act will be
permitted to purchase, acquire or
hold stock in another corporation:
nor could any corporation organized
under the act or the laws OF any
state or foreign country acquire or
hold the stock Of corporation form
ed under this act. and no such cor
ponation would be permitted TO have
banking powers. Forfeiture of char
ter may result If any corporation or
ganized under the act enters into any
contract or combination. or engage
in any conspiracy against interstate
or foreign trade or commerce, or shall
monopolize or attempt to monopolize
any part thereof, contrary to the
Sherman act, or shall otherwise vio-
late the laws of the United States.
The charters of all corporations are
made subject to alteration, suspen-
sion or repeal by congress.
Annual report must be filed with
the bureau Of corporations, and the
commissioner Of the bureau may cali
for special reports. Ten days after
the declaration of any dividend a
financial statement showing the
amount of net earnings must be filed
with the commissioner of corpora
tions.
Americans Must Dominate.
At least majority OF the direct
ors of the corporations are required
at all times to be citizens of the
United States and bona fide residents
thereof.
Stock may be paid for in cash or
in property, but every certificate of
stock issued in payment for prop
erty must contain a statement that
1t is so issued, and before any stock
is SO issued full statement must
be filed setting forth a full descrip-
ton of the property, the number of
shares to be issued in payment
therefor and whether such shares
are to have par value or not, the
names and addresses of the vendors
of the property, the statement OF
their connection with the company,
the terms of any agreement with re-
spect to the transfer of the property.
full details as to- price, amounts to
each vendor. and if the vendors are
directors OF the corporation, or stock
holders, statement of the price paid
or agreed to be paid by them for
the property to be sold to the cor
poration.
Where the stock to be issued for
such payment has a par value there
must be filed in the bureau of cor
porations an appraisment of the value
of the property by two disinterested
appraisers approved in Washington
by the commissioner. who may also
appoint other appraisers.
No stock with a par value may
be issued in payment of property
acquired by the corporation to an
amount in par value exceeding the
value approved by the commissioner
after such appraisement.
Expansion and Loans.
Provisions are made for increase
or decrease of the capital stock of
corporation and for other amend
ments to the articles OF association
by vote OF two-thirds OF the stock
holders of the corporation. On SINH
lar vote the corporation may borrow
money, issue bonds and mortgage
property or confer upon the holder
of any bond or obligation the right
to convert the principal fater five
years from date of the bond into
stock of the corporation OF a deslg-
mated class.
The approval OF the Commissioners
of corporations must be secured be