The Manitowoc pilot. [volume] (Manitowoc, Wis.) 1859-1932, 1910-02-10
REGULATION OF
CORPORATIONS
In TAFT'S BILL
MEASURE, PREPARED BY EXPERTS,
AIMED AT ILLEGAL COMBINES,
MADE PUBLIC.
WILL STAND ANY COURT TEST.

WASHINGTON, ID. c., Feb. The
administration bill providing for fedora
Incorporation of corporations engaged il
Interstate commerce was presented il
both branches of Congress today. The
introductions were made by Senator
Clark OF Wyoming and Representative
| Parker OF New Jersey. chairman respect
! lively OF the Senate and House commit
tee on judiciary.
! In the House, reference of the bill to
the judiciary committee was made with
! out objection, but III the Senate, Mr.
/ Newlands opposed the second reading of
! the bill and gave notice that on tomor-
! row he would ask To have 1t referred to
! the committee on interstate commerce.
/ Mr.. Clark stated that me measure in
/ VOWED legal points which only the jul
| dietary committee coulu deal with prop
erly.
No corporation in the United States
VIII be permitted to purchase, acquire or
hold stock III any other corporation, ac-
cOrding to the bill To provide for the for
nation OF corporations to engage III inter-
state and international trade and com
merce. This applies to corporations or
gained under the act or under the laws
of any state or foreign country. Nor
shall any of these corporations have
banking powers
ihS pill represents the toihph4eu
thought ana work during several months
past Of Attorney General Wickersham,
President Taft and the rest Of his cabinet
advisers. AS result OF frequent cabi-
ret meeting discussions OF the blIl, the
present draft differs greatly from that
originally presented by Attorney General
Wickershan to the Presidents consider
atom The President believes that the
careful consideration given To the bill
nG
produced Il measure that will stand the
test both of congressional discussion ana
of supreme court decision
Forfeiture of charter may result if any
corporation organized under the act shall
euter into any contract or combination or
engage in any conspiracy against inter
state or foreign trade or commerce, or
shall monopolize or attempt TO monopo-
lie any part thereof contrary to the
provisions of the sherman act. or shall
otherwise violate the laws of the United
States The charters of all corporations
are made subject to alteration, Suspen-
sion or repeal by Congress. The attor-
ney general is given power to bring for
fixture proceedings and the court NAV
appoint receiver.
Annual reports must be filed with the
bureau of corporations and the commits
siOner of the bureau may call 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
corporations.
At least majority Of the directors Of
the corporation are required at all times
to be citizens of the United States and
bona tide residents therein. Stock NAV
be paid for in cash or in property but
every certificate of stock issued in nav
ment for property must contain state
hot !, &c, l,
stock is SO issued full statement. sworn
to by majority of the board of directors.
must be filed in the bureau Of corpora
tionS, setting forth a full description 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 means and addresses Of the ven
doris of the property. the statement of
their connection, if any. with the com
pany; the terms of any agreement, yer
bal or written, with respect TO the trans
fer of the property; full details MS to
price; all amounts paid or to be paid TO
each vendor; and if the vendors are di-
rectors of the corporation or stockhold
ers, a statement of the price paid or
agreed to be paid by them for the prop
erty to be sold To the corporation; and
where the stock to be issued for such
payment hys a par value, there must be
filed in the bureau of corporations an ap-
praisement OF the value OF the property
by two dislntercsted appraisers, approved
IN writing by the commissioner, who may
also appoint other appraisers.
NO stock with par value may be IS /
sued III payment OF property purchased i
or acquired by the corporation tn an /
AMOUNT in par value exceeding the value /
approved BY The commissioner after such 4
lppralSement
Provisions are made for the increase
n decrease of the capital stock of a
corporation and for other amendments
o the articles of association by vote I
If tWo-thirds of the stockholders of the .
corporation. On similar vote the cor /
ooration may borrow money, issue bonds
md mortgage property or confer upon
he holder Of any bond or obligation the
light to convert the principal after five
,ears from date of the bonds into stock
# the corporation of a designated rl,se
The approval Of the commissioner Of
must be secured before tia
Iy