Dakota farmers' leader. (Canton, S.D.) 1890-19??, 1911-12-08

W. ~ .NhA~ fN'i
a clear path for honest iae. ..LA-S and
business men to follow. 1t may be tina
such a plan will be evolved, but l sub
NIT that the discussions which have been
brought out in recent days by the fear
OF the continued execution OF the anu
trust law have produced nothing but gilt
tering generalities and have offered no
line of distinction or rule OF action as DEN
mite and as clear as that which the Su-
| preme court itself lays down in enforcing
the statute.
Supplemental Legislation Needed-Not
Repeal or Amendment.
l see no objection-and indeed | can see
decided advantages-in the enactment OF
a law which shall describe and d~enounce
methods of competition, which are UNFAIR
and are badges of the unlawful purpose
denounced in the antitrust law. The at
tempt and purpose to suppress u cofnpeu-
tor by underselling him at a price so I'M
| profitable as to drive him out OF business
| or the making of exclusive contracts with
! customers under which they are required
to give up association with other manu-
faCturers, and numerous kindred methous
for sitting competition and erecting mo
nopoly, should be described with sufficient
accuracy in a criminal statute on the one
hand to enable the government to snort
en- it's task by prosecuting single mlsoe-
meanOrs instead of an entire conspiracy,
and, on the other hand, to serve the pur-
pose Of pointing out more in detail to the
business community what must be
avoided.
Federal Incorporation Recommended.
In a special message to congress on
January 7, 1910, 1 ventured to point OUT
the disturbance to business that would
probably attend the dissolution or
these offending trusts. l said:
But such an investigation and pos
sibIe prosecution of corporations whose
prosperity or destruction affects the
comfort not only of stockholders but or
millions of wage earners, employees
and associated tradesmen must neces-
sarily tend to disturb the confidence or
the business community, 10 dry up the
now flowing sources of capital from IT'S
places of boarding. and roduc q matt
in our present prosperity that Will
cause suffering and strained circum-
stances among the innocent many for
the fault of the guilty few. The ques-
ton which l wish in this message TO
bring clearly to the consideration ana
discussion of congress- is whether. in
order to avoid such a possible business
danger. something cannot be done by
which these business combinations may
be offered a means, without great imam
cha disturbance. of changing the char
acter, organization and extent of their
business into one within the lines OF
the law under federal control and SUI
pervision, securing compliance with the
antitrust statute.
lIpnGTallN, III IL oAii
nations called Trusts the principal
business is the sale of goods in many
states and in foreign IN other
words. the interstate and foreign buSl-
ness far exceeds the business done IN
any one state. This fact Will justify
the federal government IN granting n
federal charter to such a combination
to make and sell in interstate and for
eign m the products or uSetul
manufacture under such limitations as
It'll eo,,,ra q y Mi a moe with the anti
trust law. 1t is possible so to frame
a statute that while 1t offers protec-
ton to a federal company against
harmful. vexatious and unHeceSsarN
invasion by the states, 1t shall subject
it to reasonable taxation and control
by the states with respect to its pure
ly local business.
"Corporations organized under this
act should be prohibited from acquir-
ing and holding stock in other corpora
tons Except for special reasons, upon
anproval b. the proper federal author
ity), thus avoiding the creation under
national auspices of the holding com
pany with subordinate corporations In
different states. which has been such an
effective agency in the creation OF the
great trusts and ~monopolies.
IF the prohibition of the antitrust
act against combinations In restraint
of trade Is to be effectively enforced.
it is essential that the national govern
ment shall provide for rne creation or
national corporations to carry on q
legitimate business throughout the
| United States. The conflicting laws Of
the different states OF the Union with
respect to foreign corporations makes
it diAcult. if not impossible, for one
corporation to comply with their re-
quirementS so as to carry on business
in a number of different states
Federal Corporation Commission Pro-
posed.
I do not set forth in detail the terms
and sections of a statute which might
supply the constructive legislation permit
ting and aiding the formation Of combina-
lions of capital into federal corporations
They should be subject to rigid rules as
to their organization and procedure, IN
Guiding effective publicity, and to the
closest supervision as to the issue of
stock and bonds by an executive bureau
or commission in the department of
m and labor, to which in tunes oil
doubt they might well submit their pro-
posed plans for future business. 1t must
be distinctly understood that ~incorpora-
ton under a federal law could not eX-
empt the company thus formed and its
incorporates and managers from prose-
CutiOn under the antitrust law for SUD-
sequent Illegal conduct, but the publicity
of its procedure and the opportunity for
frequent consultation as to the legitimate
purpose of its transactions would offer
it as great security against successful
prosecutions for violations of the law
as would be practical or wise.
Such a bureau or commission might
well be invested also with the duty al
ready referred to, Of aiding the courts
in the dissolution and recreation of trusts
within the law. 1t should be an eXecu-
tive tribunal Of the dignity and power of
the comptroller of the currency or the
interstate commerce commission, which
now exercise supervisory power over i'm
portant classes of corporations under fed
eral regulation.
The drafting of such a federal incorpor-
alton law would offer ample opportunity
to prevent many manifest evils in corpor-
ate management today, including ire
sponsibility of control in the hands of
the few who are not the real owners.
Incorporation Voluntary.
I recommend that the federal charters
thus to be granted shall be voluntary, at
least until experience justifes mandatory
provisions. The benefit to be derived
from the operation of great businesses
under the protection of such a charter
would attract all who are anxious to keep
within the lines of the law. Other large
combinations that fail to take advantage
of the federal Incorporation Will not have
a right to complain if their failure is
ascribed to unwillingness to submit
their transactions to the careful scrutiny.
competent supervision and publicity at
tendant upon the enjoyment of such a
charter.
Supplemental Legislation Needed.
The opportunity thus suggested for fed