Public company

“ But, while the experience of any one office, taken by itself, furnishes a very imperfect criterion, each contributes its quota of knowledge and experience to the common stock, and the public get the benefit both of broad and trustworthy data and of that peculiar and intimate acquaintance with each different class of property or process which the conductors of one company or another are sure to possess. ”

“ Now, persons dealing with the managers of a corporation must take notice of the limitations imposed upon their authority by the act of incorporation. Their powers are conceded in consideration of the advantage the public is to receive from their discreet and intelligent employment, and the public have an interest that neither the managers nor stockholders of the corporations shall transcend their authority.' 21 How. ”

“ A clipped and regulated private ownership—a private company, for example, with completely published accounts, taxed dividends, with a public representative upon its board of directors and parliamentary powers—may be an infinitely more honest, efficient, and controllable public service than a badly elected or badly appointed board of governors of officials. ”

“ The private corporation whatever its public duties is organized for private ends and may be presumed to intend to make whatever profit the business will allow. The municipal corporation is allowed to go into the business only on the theory that thereby the public welfare will be subserved. ”

“ To consult the workmen of the company on technical questions within the range of their regular employment is one thing; to consider the commercial and fiscal policy of the company in its relation with competing companies, and with the consuming public, in a general conclave of all the establishment, would be quite another thing. ”

“ The public service corporation which is administered, not to render service to the public, but to permit stock speculators to reap a harvest, can hardly hope for the same brand of justice, and it is hardly to be expected that such a corporation will welcome publicity. ”

“ In another State, a single corporation held it, and yet again, it was often held by a corporate group acting together. In many States one individual dominated public affairs and more often for good than for evil. ”

“ We are also generally agreed in taking for granted the doctrine of public corporations, familiar since the Dartmouth College case, viz., that a public corporation is the legally recognized body of people in a given area; the body so constituted existing for the benefit of all its constituents; the constituents meanwhile, so long as they reside within the area, having no choice about membership of the corporation. ”

“ Whether we speak of private corporations or semi-public corporations, we are in reality using varied terms for what is essentially the same thing. The parish, the school district, the village, the county are public corporations. The legal persons not falling in this class are bodies that move and have their being within the societies making up the public corporations, and are properly distinguishable from each other only by the difference of degree in which their corporate conduct affects the public. ”

“ It by no means follows that because the action of a corporation may be beneficial to the public, therefore it is a public corporation. This may be said of all corporations whose objects are the administration of charities. ”

“ Religious and eleemosynary corporations are also included in this classification. The public corporation is such as is created for the purposes of government, such as cities, towns, villages, and institutions founded by the State, and managed by it for governmental purposes. ”

“ The reason for this is a general rule of public policy that in a partnership the corporation would be bound by the acts of persons who are not its duly appointed agents and officers. There may be any number of members in a firm, such matters being left to the choice and wisdom of those operating the business. ”

“ Those most generally known are business corporations; and though many of them are very large, legally they are private corporations. A railroad corporation, though performing a public service, nevertheless is a private corporation. ”

“ In our municipal life, for example, it is the aroused interest and zeal of the best business community for better government and better conditions that can alone produce important results. Happily, all over the country we find chambers of commerce, boards of trade, merchants' associations, and other bodies of men of practical business affairs, taking their stand for the transaction of public business upon high standards of character and efficiency. ”

“ Thus the growing legal usage bases distinctions between private and semi-public corporations on their relation to public interest. This view practically assumes that the difference between private business and public business is only one of degree. ”

“ Corporations no less than individuals of course have rights which should be scrupulously respected by both our Federal and State legislators. But one defect in corporation legislation by Congress, as well as the States, has often been that it failed to make a sufficient distinction between what may be called private and public corporations. ”

“ There are corporations of another sort, where the aggregate body of corporators meet and assemble to discharge corporate functions, and have authority also to perform certain acts and duties, by means of different agents, sometimes designated in the statutes creating them, and sometimes left to their own choice. Of this nature are the townships in New-England, where the inhabitants are corporators, and assemble to exercise corporate powers, and have authority to appoint various officers to perform public duties, under the guidance and direction of the corporation. ”

“ When the corporation is said, at the bar, to be public, it is not merely meant, that the whole community may be the proper objects of the bounty, but that the government have the sole right, as trustees of the public interests, to regulate, control and direct the corporation, and its funds and its franchises, at its own good will and pleasure. ”

“ You will find continually that private corporations, such as joint-stock banking companies, come to grief from not acting on this principle; and what holds of these small and, simple private administrations holds still more of the great and complex public administrations. ”

“ The corporation which is honestly and fairly organized, whose managers in the conduct of its business recognize their obligation to deal squarely with their stockholders, their competitors, and the public, has nothing to fear from such supervision. The purpose of this Bureau is not to embarrass or assail legitimate business, but to aid in bringing about a better industrial condition—a condition under which there shall be obedience to law and recognition of public obligation by all corporations, great or small." Message of the President to Congress, December 7, 1903. ”

“ It is clear that corporations created for quasi public purposes, clothed for that reason with the ultimate power of the state to take private property against the will of the owner, hold their corporate powers as carriers in trust for the fairly impartial service of all the public. ”

“ It is not like the butcher, who has his stall in the public market in a row of twenty similar stalls, and who competes for trade among the passing throng. The public service corporation has, in great degree, the character of a monopoly. The quasi-public element in the public service corporation is recognized originally and conclusively by the grant of any franchise carrying special privileges or providing for exclusion of other similar corporations. ”

“ A corporation which derived its profits from public franchises, or from a business transacted in many different states, found the purchase of a local or state machine well within its means and well according to its interests. ”

“ As the contest proceeded, public interest increased and the entire country watched to see which company would win the big government subsidies through the mountains. ”

“ It appears necessary, therefore, to consider briefly the relation which these interests bear to one another, to study the causes which have led to mutual misunderstandings, and to note the proper relations which should, if possible, be established and maintained between the people and those corporations organized to perform certain of the functions of the State. ”

“ Our duty plainly consists, first, in regarding a public service corporation as a public agent, and, second, in allotting such values that this public agent will receive a full and fair return for every dollar judiciously and honestly spent in building and developing its property. ”

“ His object is profit; and if industry is to become, as employers and workers in the building trade propose, an "organized public service," then its subordination to the shareholder whose object is profit, is, as they clearly see, precisely what must be eliminated. ”

“ We hear much about quasi-public corporations, and public opinion has gone a long way in taking away from the owner of public-service corporations the right to manage his own property, to name his own rates or prices, to decide about his methods, and has imposed on him the responsibility of providing safe and adequate public service from his private means, but so far has exerted little influence upon the men who have to make the quasi-public corporation of use to the public. ”

“ Each of the four types of government, national, State, county and city, is a corporation for public service, and the standard form provides for the nomination and election of an executive and legislative body by the people, these officers to be given full power of appointment and of removal and to be held responsible for the quality of public service just as the elective officers of private corporations are held responsible to the stockholders for quality in private service. ”

“ Justice Story says: 'Public corporations are generally esteemed such as exist for public political purposes only, such as towns, cities, parishes and counties; and, in many respects, they are so, although they involve some private interests ”

“ W. Anderson, A Dictionary of Law 127 (1893) ("most exact expression for a public corporation or corporation having powers of government") ; Black's Law Dictionary 143 (1891) ("body politic" is "term applied to a corporation, which is usually designated as a 'body corporate and politic' " and "is particularly appropriate to a public corporation invested with powers and duties of government") ; 1 A. Burrill, A Law Dictionary and Glossary 212 (2d ed. 1871) ("body politic" is "term applied to a corporation, which is usually designated as a body corporate and politic ") . ”

“ Diversified as the functions of the express companies have become, success has more than kept pace with their extension into varied fields, and a keen, wideawake public interest in the express business is demanded, not alone by the public and necessary character of the business itself, but still more by the extraordinary return which the companies receive for service performed. ”

“ As an interested party to any condition of business, labor also is claiming the right to be heard. The public in its direct dependence on certain classes of corporations for many of its necessities and most of its conveniences is also interested in the proper conduct of those businesses. ”

“ Every public service capable of returning direct profit was in the hands of private companies, and the shares of the private companies were in the hands of the members of the Corporation, and the members of the Corporation were in the hands of the four most able and intellectual of their number, Councillors Sweater, Rushton, Didlum and Grinder, each of whom was a director of one or more of the numerous companies which battened on the town. ”

“ There being a duty to the public on the one hand, there must be a duty incumbent upon the public on the other to see as far as possible justice done between the corporations referred to and their employés, so that the public interest may be enforced without wronging either of them. ”

“ Every corporation is composed of four parties: the stockholders, who supply the money with which to build the plant, pay the wages, and operate the business; the directors, whose duty it is to select executive [Pg 50] officers carefully and wisely, plan the larger and more important policies, and generally see to it that the company is prudently administered; the officers, who conduct the current operations; and the employees, who contribute their skill and their work. ”

“ The Corporation is surely dependent on the State and the good will of the people for its welfare. Mistakes have been made, no doubt, just because this common ground has not been reached, and the writer thinks that it is largely within the province of the Engineer to establish it. ”

“ Innumerable corporations are acting on the presumption that the public is a mine, to be worked for all it is worth till the lead runs out. A change of public opinion is unlikely, therefore, until there is an evident change of front in corporate management. ”

“ Before speaking of the plan of industrial representation to which our president has referred, I want to say just a few words outlining my views as to what different interests constitute a company or corporation.
Every corporation is made up of four parties: Stockholders, directors, officers and employees. ”

“ Corporations organized for private gain, and which serve some public purpose, are sometimes classified as quasi-public corporations. Express companies and telegraph and railway companies are common examples of the class. ”

“ Even as engineers, we are apt to be unconsciously influenced in our attitude toward public service corporations, not only because of the present public attitude, but because we are often put to great inconvenience by the ill-considered resistance of the corporations whose property we are called on to appraise for the public. ”