FREE BOOKS

Author's List




PREV.   NEXT  
|<   177   178   179   180   181   182   183   184   185   186   187   188   189   190   191   192   193   194   195   196   197   198   199   200   201  
202   203   204   205   206   207   208   209   210   211   212   213   214   215   216   217   218   219   220   221   222   223   224   225   226   >>   >|  
from interruption for their accomplishment. For instance, no one would dare to assume personal responsibility for the debts of a railroad, nor could such an enterprise be managed if every transfer of interest dissolved the company. The desired limitation of responsibility and facility of transfer of interest are secured by the formation of _corporations_. Nature.--But responsibility there must be, or the combination could transact no business. And responsibility depends upon personality--a _thing_ cannot be held responsible. As this personality does not exist aside from the persons of those uniting their resources, it must be created. The creative power is the legislature. The personality created is the corporation. [Footnote: From the Latin _corpus, corporis,_ a body.] A corporation is, therefore, an artificial or fictitious person, created under general law or by a special act of the legislature, [Footnote: This special act defining the powers and duties of the corporation is called its _charter_.] and capable of acting within prescribed limits as if it were a natural person, but beyond those limits incapable of acting at all. Management.--The persons who contribute to the capital of the corporation, or company, receive certificates of stock, that is, pieces of paper certifying that said persons own so many shares in the company. The capital, be it remembered, is the property of the corporation, not of the individuals. The number of these stockholders may be large or small, a dozen or a thousand. The general management of corporate business is necessarily entrusted to a small number of persons called directors. These are elected by the stockholders, each share having one vote. The directors select from their own number a president, a secretary, and other necessary officers. These persons and the other agents of the corporation carry out the policy determined upon by the directors. Why Limited in Powers.--The question suggests itself, Why can a corporation do only certain things? The most obvious answer is, that this is consequent upon its mode of creation. Being a creature of the legislature, it can have only those powers which are specifically or impliedly granted to it. But pushing the matter farther, it may pertinently be asked, Why doesn't the legislature endow it with power to do anything that may properly be done by a natural person? Two reasons, at least, appear. First, from the corporation's standpoint, i
PREV.   NEXT  
|<   177   178   179   180   181   182   183   184   185   186   187   188   189   190   191   192   193   194   195   196   197   198   199   200   201  
202   203   204   205   206   207   208   209   210   211   212   213   214   215   216   217   218   219   220   221   222   223   224   225   226   >>   >|  



Top keywords:
corporation
 

persons

 

responsibility

 

legislature

 

company

 

directors

 

personality

 

created

 

number

 
person

acting

 

limits

 

special

 

business

 

general

 

called

 

powers

 
Footnote
 
capital
 
transfer

stockholders

 

interest

 

natural

 

individuals

 

agents

 

property

 

officers

 

elected

 
management
 

entrusted


necessarily
 
secretary
 

president

 
select
 
thousand
 
corporate
 

pertinently

 

pushing

 
matter
 
farther

properly
 

standpoint

 

reasons

 
granted
 
impliedly
 

suggests

 

remembered

 

things

 

question

 

Powers