The herald-advance. (Milbank, S.D.) 1890-1922, 1910-01-14
able or can be introduced into the stat

lhdl lIl0l lo" AA"h~S
methods Of carrying on business which
before it's passage were regarded as evil
dence Of business sagaclty ana success,
and that they were denounced IN TINS 9ct
not because OF their intrinsic immoral
ity, but because of the dangerous re-
suits toward which they tended, the con
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 pront-
able business. we may well facilltats a
change by them in the method Of DO
ing business, and enable them to bring 1t
back into the zone of lawfulness, witnsut
losing to the country the economy or
management by which,, in our domestic
trade the cost of production has been
materially lessened. and in competition
with foreign manufacturers our foreign
trade has been greatly increased.
Asks National Corporation Law.
Il therefore recommend the enactment
by congress of a general law providing
for the formation Of corporations to en-
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 a
law should provide for the issue Of stock
of such c~Orporationas to an amount equal
only to the cash paid in on the stock;
and II the stock be issued for property.
then at a fair valuation ascertained un.
der approval and supervision OF federal
authority after a full and complete Ais
closure of all the facts pertaining to the
value OF such property and the interest
therein of the persons to whom 1t is
proposed to issue stock in m Of
such property. 1t should subject the real
and personal property only of such cor
porations to the same taxation as ini-
posed by the states within which 1t may
be situated upon other similar property
located therein, and 1t should require
e,,aI 11~,H,-.+;~~~ ~ l f11 49, r~-.
plete reports of their operations with the
department of and labor at
regular intervals, Corporations organized
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 mpa
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
against combinations in restraint of trade
is to be effectively enforced, it is essen
tial that the national government shall
provide for the creation Of national cor
porations to carry on a legitimate 51si-
ness throughout the United States. Tho
conflicting la of the different states OF
tions make it difficult, if not impossible,
for one corporation to comply with their
requirements so as to carry on business
in a number of different states.
T the suggestion that this proposal Of
federal Incorporation FOR industrial COM
blnations is intended to furnish them a
business under federal protection. 1t
should be said that the Measure contsn-
plated does not repeal the Sherman anti
trust law and Is not to be framed so a.
to permit the doing Of the wrongs which
it is the purpose Of that law to prevent.
but only. to foster 3 continuance and ad-
vance of the highest industrial efficiency
without permitting industrial abuses.
Such a national Incorporation law will
be opposed. first, by those who believe
that trusts should be completely broken
be opposed. second, by those who doubt
the constitutionality Of such federal in
corporation and even If it is valid. object
to IT as too great federal centralizstion.
will insist that a mere voluntary inccr-
poration like this will not attract to its
assistance the worst of the offenders
will therefore propose instead of 1t q sys-
tenn of compulsory licenses for all feder-
al corporations engaged in interstate
business.
Let us consider these objections in
their order. The government is now try
ing to dissolve some of these combine
tons 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 monopoliEins the COM
iiiNi,S - thiS Jun liihl lie IL AP-
pears that the acquisition and concen-
tration Of property go to ths extent OF
creating a monopoly of substantially and
directly restraining Interstate commerce,
1t is not the intention of the government
to permit this monopoly to exist under
federal incorporation or to transfer to
ernmen of a state corporation now VIC
lating the Sherman act. But it is not,
and should not be, the policy of the gov
eminent to prevent reasonable concen-
tration Of capital which Is necessary to
the economic development Of manufac-
ture, trade and commerce.
May Doubt ConstitutionsIity.
"Second-There are those who doubt tho
constitutlonality OF such federal incorpor-
alton. The regulation Of interstate and
in the fullest measure upon congress, and
II for the purpose of securing in the most
thorough manner that kind of regulation,
congress shall insist that it may provide
and authorize agencies to carry on that
commerce, it would seem to be within it's
power, this has been distinctly affirmed
an interstate business and interstate
bridges. The power Of Incorporation has
been exercised by congress and upheld
by the supreme court in this regard.
Why. then, with respect to any other
form Of interstate like the sale
of goods across state boundaries and into
not be asserted? Indeed, it is the very
fact that they carry on interstate com
merce that makes these great industrial
concerns subject to federal prosecution
and control. How far as incidental to
the carrying on Of that commerce 1t may
be within the power of the federal gov
eminent to authorize the manufacturer Of
goods, is perhaps more open to discus
sion, though a recent decision of the su-
preme court would seem to answer that
question in the affirmative.
The third objection, that the worst Of
tenders will not accept federal incorpora-
ton. Is easily answered. The DEGREES Of
injunction recently adopted in prosscu-
tons under the antitrust law are 20
thorough and sweeping that the corpora
tons affected by them have but three
courses before them:
First, they must resolve themselves
into their component parts In the differ
ent states, with = consequent loss to
themselves of capital and effective organ-
ization and to the country Of concsn-
trated energy and enterprise: or second,
in defiance Of the law and under some
secret trust they must attempt to con-
tinue their business in violation OF the
federal statute, and thus incur tho pen
alties of contempt and bring on an in
evitable criminal prosecution of the indi-
viduals named in the decree and their a.
sociates; or
Third, they must reorganize and ac-