form each company is distinct from the other. But it is also true that all competition is at an end between these two systems, be cause it is also true that these roads are under one control. The situation in hold ing plan is in all substantial points the same as in the trust scheme. Therefore the final holding may with some confidence be predicted from the decision in the court below, where Mr. Justice Thayer said in substance: "The scheme which was thus devised and consummated led inevitably to the following results: First, it placed the control of the two roads in the hands of a single person, to wit, the Securities Com pany, by virtue of its ownership of a large majority of the stock of both companies; sec ond, it destroyed every motive for competi tion between the two roads engaged in inter state traffic which were natural competitors for business, by pooling the earnings of the two roads for the common benefit of the stockholders of both companies. It is our duty to ascertain whether the proof discloses a combination in direct restraint of interstate commerce, that is to say, a combination whereby the power has been acquired to sup press competition between two or more com peting and parallel lines of railroad engaged in interstate commerce. If it does disclose such a combination, and we have little hesita tion in answering this question in the affirma tive, then the anti-trust act as it has been heretofore interpreted by the court of last resort ha? been violated, and the government is entitled to a decree." It may well be maintained that the present form of organization of the great industrial companies is beyond all the law that has been brought forward, for the single corporation, the present form, is not a combination in the eye of the law. The case upon which the legality of a large proportion of the great corporations depend is Trenton Potteries v. Oliphant (58 N. J. Eq. 507). The general process there had been the usual one; a
single corporation had been formed which had bought outright the properties of the former companies. Mr. Chief Justice Magie held everything that was done valid: "Appellant is a corpora tion and not an individual. Corporations, however, may lawfully do any acts within the corporate powers conferred on them by legis lative grant. Under our liberal corporation laws, corporate authority may be acquired by aggregations of individuals, organized as prescribed to engage in and carry on almost every conceivable manufacture or trade. Such corporations are empowered to pur chase, hold and use property appropriate to their business. Under such powers it is ob vious that a corporation may purchase the plant and business of competing individuals and concerns. The Legislature might have withheld such powers or imposed limitations upon their use. In the absence of prohibi tion or limitaton on their powers in this re spect, it is impossible for the courts to pro nounce acts done under legislative grant to be inimical to public policy. The grant of the Legislature authorizing and permitting such acts must fix for the courts the charac ter and limit of public policy in that regard. It follows that a corporation empowered to carry on a particular business may lawfully purchase the plant and business of compet itors, although such purchases may diminish or, for a time at least, destroy competition. Contracts for such purchases cannot be re fused enforcement." 1 1 The following cases, among others, discuss the combination of corporations : (i) The pool, Hopkins -•. U. S., 171 U. S. 578; Addystone Pipe Co. г1. U. S. 175 U. S. 211; Boyd :•. American Carbon Co. 182 Pa. St. 206; Sabine Tram Co. v. Bancroft, 16 Tex. Cev. App. 170; (2) trust, Distilling Co. v. People, 156 Ill. 486; Fire Ins. Co. v. State, 75 Miss. 24; State 7'. Standard Oil Co., 49 Oh. St. 137; State v. Distilling Co., 29 Neb. 700; (3) holding corporation, Pearsall v. No. Pacific Co., 161 U. S. 646; Market St. Ry. v. Wellman, 109 Cal. 571; People v. Chicago Gas Trust, 130 Ill. 268; Grenville Press v. Planters Press, 70 Miss. 669; Marble Co. т. Harvey, 92 Tenn. 115; (4) new incorporation, U. S. v. E. C. Knight, 156 U. S. i; Harding v. Glucose, 182 Ill. 55*; Central Shade Co. r>. Cushman, 143 Mass. 353; Oakdale Mfg. Co. v. Garst, 18 R. F. 484.
