The Wisconsin tobacco reporter. (Edgerton, Wis.) 1877-1950, 1910-02-11
PUBLICITY PLAN is FEATURE
Corporations, Under the Provisions OF
the Bill, Must File Annual Re-
ports and Special Ones
When Called Upon.


in interstate and international COM
merce. This applies to corporations
organized under the act or under the
laws of any state or foreign country.
Nor shall any of these corporations
have banking powers.
This bill represents the thought and
work of President Taft, Attorney-Gen
eral Wickersham and other cabinet
members. AS result of frequent dis
cussions the draft differs greatly from
that originally presented by Attorney
General Wickersham for the presi-
dents consideration. The president
believes that the careful consideration
given the bill by trained lawyers of
his cabinet has produced a measure
which will stand the test both of con-
gressional discussion and of supreme
court scrutiny.
Forfeiture as a Penalty.
Forfeiture of charter may result if
any corporation organized under the
act shall enter into d contract or COM
bination or engage in conspiracy
against interstate or foreign trade or
commerce, or shall monopolize or at
tempt to monopolize any part thereof
contrary to the provisions of the ,Sher-
man act, or otherwise shall violate the
laws of the United States. The char
tiers of all corporations are made sub
ject to alteration, suspension Or re-
peal by congress.
Annual reports must be filed with
commissioner of the bureau may call
for special reports. Ten days after
the declaration of any dividend a fl
nancial statement showing the amount
of net earnings must be filed with the
commissioner of corporations. At
least majority of the directors of
corporation are required at all times
to be citizens of the United States
and bona fide residents therein.
Facts Must Be Known.
Payment for stock may be made in
cash or property, but every certificate
of stock issued in payment for prop
erty must contain statement that it
is so issued and a full statement, to
which a majority of the board of di-
rectors have sworn, must be filed in
the bureau of corporations, setting
forth a full description of the proper
ty, 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, a state
ment of their connection, if any, with
the company; the terms of any agree
ment, verbal or written, with respect
to the transfer of the property, full
details as to price, all amounts paid
or to be paid to each vender, and, if
the vendors are directors of the cor
poration or stockholders, statement of
the price paid or agreed to be paid by
them for the property to be sold TO
the corporation.
Must Approve Par Values.
No stock with a par value may be
issued in payment of property pur-
chased or acquired by the corporation
to an amount in par value exceeding
LAO tc10O oPPAOfOO ~ ChO CObAlhiS-
sioner after such appraisment.
Provisions are made for increase or
decrease of capital stock of a corpor-
alton and for other amendments to
the articles of association by vote
of two-thirds of the stockholders. On
q similar vote the corporation may
borrow money, issue bonds and mort
gage property or confer upon the hold
er of any bond or obligation the right
to convert the principal after five
years from date of the bonds into
stock OF the corporation of a desig-
mated class.
The approval of the commissioner
of corporations must be obtained be
fore the capital stock can be in-
creased to the amount necessary to
provide for such conversion, and this
right shall not be given unless the
bonds are issued or sold at par or.
upward, or, if for less than par, for
not less than their reasonable market
value as ascerta;ned by the commits
Sioner
May Appoint Receivers.
Whenever a corporation shall, fail
to pay any written obligation at ma
turity, or if any execution against its
property shall be returned unsatisfied,
the commissioner of corporations
shall appoint special agent to ex-
anime its condition. If this agent re-
ports that the corporations condition
is so unsound as to make its contin-
nance in business contrary to public
welfare, the commissioner may ap-
point receiver with the usual powers
of chancery receivers.
Real and personal property of cor
porations is to be subject to state,
county and municipal tax. Incorpora-
ton fees are TO be paid, amounting to
one-tenth of I per cent of the total
capital up to s10,00O,000. one-twentieth
of 1 per cent from $10,000,OOO to $780,
100000 and $3.50 on every million dol
lars of capital in excess of $4,000
900.