Stanley Forman Reed

“ The Court holds that 'when the Government seizes assets of a corporation organized under the laws of a neutral country, the rights of innocent stockholders to an interest in the assets proportionate to their stock holdings must be fully protected.' Such a holding opens wide one door of escape from war damage claims of the United States and its citizens against foreign corporations, organized and controlled by enemies in neutral territory. ”

“ A stockholder has no present interest in the physical property of an unliquidated corporation. The corporation is responsible for the acts of the corporation. [7] The stockholder normally is not. By his contribution to capital and his participation in profits, he puts his investment at risk, according to the conduct of the corporation. He may have claims against management but those claims have nothing to do with corporate assets subject to the demands of creditors or governments. Those corporate assets grow or diminish because of corporate, not shareholder, conduct. ”

“ Corporations may recover on showing their nonenemy character, just as individuals may, but the corporate entity should not be disregarded without some evidence of such congressional intention. The language of § 9, 'interest * * * in (the) property * * * seized', could not normally be taken to mean a stockholder's interest in the administration and profits of the corporation; [9] in our opinion it means an interest in the assets actually seized. ”

“ But what these interests are, the extent of holdings necessary to constitute an enemy taint, what part of a friendly alien corporation's property may be retained where only a fractional enemy ownership appears, are left undecided. Since we assume from the allegations of the complaint that respondent is free of enemy taint and therefore is not within the definition of enemy or ally of an enemy, those problems are not now before us. ”

“ Not only is that so with regard to shareholders who might be citizens of the German Empire, but it is equally so if some of those shareholders happened to be, as they may be-I do not know-persons who are citizens of this country. ”