The San Juan islander. [volume] (Friday Harbor, Wash.) 1898-1914, 1911-12-15

corporation to comply with their re-
ouirements so as to carry on business
in 4 number Of different states.
renew the Recommendation OF the
enactment of : general law providing
for the voluntary fOrmati01spf corpora
lions to engage in trade af@0 G0mmeIce
among the states and witHsfor(1gn n
lions. Every argument WISH W4s tnsn,
advanced for such law - evpry - rs.
planatfon which was at okat time of-s
fered to possible objections. have been
confirmed byspur experience since the
enforcement OF the anti-trust statute
has resulted in the actual dissolution
Of active commercial organizations.
Reereative Laws Urged. ~
It Is even more manifest now than II
was then that the denunciation OF con-
spiracies in restraint Of trade should
not and does not mean the denial OF
organizations large enough to be In,
trusted with our interstate and for.
eign trade. It has been made more
clear now than 1t was then that q
purely negative statute like the anti
trust law may we'll be supplemented
by specific provisions for the building
up and regulation OF legitimate Ma
tional and foreign commerce.
The drafting of the DEGREES In the
dissolution of the present trusts. with
a view OF their reorganization into
legitimate corporations. has made 1t
especially apparent that the courts are
not provided with the administrative
machinery to make the necessary In
quiries preparatory to reorgan1za-
ton. or to pursue such inquiries,
and they should be empowered
to invoke the aid Of the Bureau Of
Corporations in determining the suit
able reorganization Of the disintegrat-
ed parts. The Circuit Court and the
Acknowledgement were greatly aided
in framing the decree in the tobacco
trust dissolution by an expert from the
Bureau Of Corporations.
For Special Bureau.
I do not set forth in detail the terms
and sections of statute which might
supply the constructive legislation per-
hitting and aiding the formation of
combinations of capital into Federal
corporations. They should be subject
to rigid rules as to their organization
and procedure. including effective pub
licity, and to the closest supervision
as to the issue of stock and bonds by
an executive bureau or commission in
the Department of Commerce and La
Dor, to which in times Of doubt they
might well submit their proposed plans
for future business. 1t must be dis
tinctly understood that Incorporation
under Federal law could not exempt
the company thus formed and its in
cOrporators and managers from prose-
fj-fr a w
subsequent Illegal conduct, but the pub
licity of its procedure and the oppor-
tunity for frequent consultation with
the bureau or commission in charge of
the Incorporation as to the legitimate
purpose of its transactions would Of
fer great security against such success
full prosecutions for violations Of the
law as would be practical or wise.
Such bureau or commission might
well be invested also with the duty, al
ready referred to, of aiding courts in
the dissolution and recreation of trusts
within the law. It should be an execu-
tive tribunal of the dignity and power
the Interstate Commerce Commission,
which now exercise supervisory power
over important classes of corporations
under Federal regulation.
The drafting of such Federal incor-
poration law would offer ample oppor-
tunity to prevent many manifest evils
in corporate management today, includ-
ing irresponsibility of control in the
hands Of the few who are not the real
owners.
I recommend that the Federal char
tiers thus to be granted shall be volun-
tary, at least until experience justifies
mandatory provisions. The benefit to
be derived from the operation of great
businesses under the protection of such
a a oil uhn
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 II their failure Is ascribed to
unwillingness to submit their trans
actions to the careful official scrutiny,
competent supervision and publicity at
tendant upon the enjoyment Of such q
charter.
The opportunity thus suggested for
Federal Incorporation, it seems to me,
Is suitable constructive legislation
needed to facilitate the squaring of
great Industrial enterprises to the rule
Of action laid down by the antitrust
law. This statute as construed by the
Supreme Court must continue to be the
line of distinction for legitimate busi-
ness. It must be enforced, unless we
are to Danish individualism from all
business and reduce 1t to one common
system Of regulation or control of
prices like that which now prevails.
with respect to public utilities. and
which when applied to all business
would be a long step toward state SO.
cialism.
Efficacy Seen.
The antitrust act Is the expression
Of the effort Of q freedom-loving people
to preserve equality Of opportunity. It
is the result OF the confident determi-
nation of such q people to maintain
their future growth by preserving UNI
controlled and unrestricted the enter
prise Of the individual, his industry, his
ingenuity. his intelligence. and his in
dependent courage.
For 20 years or more this statute has
been upon the statute, book. All knew
its general purpose and approved. Many
OF Its violators were cynical over its
assumed impotence. It seemed impos-
sible Of enforcement. Slowly the mills
Of the courts ground, and only grad
ually did the majesty Of the law as
sert itself. Many Of its statesmen-au-
thors died before 1t became = living
force. and they and others saw the evil