New-York tribune., 1910-02-15
FEDERAL CHARTERS
NEU BILL EXPLAINED
Wickersham on Forfeiture
Clauses.

Washington. FEB. f4-"Conside-zbIs mis-
understanding seems TO exist with reSpec.
TO the forfeiture clauses in the federal in
corporation bill. and il would appear from
some OF the criticism as though these PRO
visions were designedly n1isrepresentcd for
the purpose OF creating a prejudice ayairs,
the measure
In these words Attorney General Wicker
sham introduced A memorandum On tl,e
features OF Section S6. Of the OH. IN
which are included the forfeiture provf-
sious. for the purpose Of making clear what
IT'S trainers sought to accomplish and 20
set out how. in important respects, th-
provisions are substantially the same A.
those contained IN the constitutions and
laws Of many states
Reference is made 20 rhe clause speciH-
caIIy giving Congress power 70 alter. sls-
pend and repeal a Cnarter or dissolve The
corporation. Substantially the same pro
vision, he says. is contained IN the New
York general corporation law
As 70 thar feature making every cor
poratiOn created under the act bound BY
any amendment made TO the law by Con
gress Mr. Wickershau says Substantially
the same provision is contained IN the laws
of every state and in the constitutions o.,
many states
Attention IS called to the provisions in
the New York State constitution for rh>
forna ton OF corporations under general or
special laws, and the statement Is Uso-
that IN the application OF this provision X
was held by the New York Court OF Ap-
peaIs that the repeal Of the charter OF a
corporation did not operate TO forfeit IT'S
property, and that ali valid liens upon sucn
property. made previous 70 the repeal OF the
charter. remained intact.
Mr.. Wickersham says II was not the m
reution of the administration 20 provide a
rafuge for trusts nor through It's enact
r1ent 20 raoeaI the Sherman act IL Tas
pointed out he says. by the President in
his message to Congress on January :. that
rbe purpose OF the act was 10 provide
federal charter fOz an industrial com bina-
tiOn Ito make and sell in Interstate and
foreign commerce the products OF useful
manufacture under such limitations as will
secure a compliance with the antitrust
law
The President Mr.. Wicksrsham points
out. said that the bill was not 10 he framed
so as 10 permit the doing or the wrongs
which it was the purpose of the sherman
law TO prevent
Mr. Wickershan closes By saying ths ohi
was carefully drawn TO carry OUT those
suggestions 1t provides for the formation
Of corporations to carry on the business on
interstate trade and commerce. on larss
scale but in case companies formed under
IT'S provisions should monopolize OF attempt
IN rnonopoIize the trade anu commerce. OF
the country in any particular line or COM
bfue TO restrain interstate comnerce. then
the oo1srur,enr by its chief Law officer, Ia
specifcaIIy empowered 70 bring suit for tne
rurpose OF forreitfng the charter, and II ths
court shall find that the company is vfolst-
ing the Sherman act II may appoint re-
ceiver OF its property, either pending the
suit or by fnal decree
This provision. while arordins the gov
s~nrnent the most effective remedy 70 pre-
z-en4 violations of The Sherman act. IS in
tended TO safeguard the legitimate interests
Of the corporation by giving II its day IN
court and the opportunity of submitting
snv facts or circumstances tending 70 shor
that the conduct complained OF does nor
amount 10 a violation of the antitrust law