IMPRISONMENT OF CORPORATIONS and small pity is granted to the investors.1 Following the same analogy — why should persons investing in a corporation acting in defiance of law be protected when their investments are providing the means where by illegal transactions are carried into effect? Stripped of all emotional considerations the responsibility for corporate wrongdoing should be traced back as follows: Employes commit unlawful acts. They do this under orders which indirectly or directly have their source in the Board of Directors. The Board of Directors are elected by the stockholders. It is a fitting example of the popular mystery attached to a corpora tion's actions that this plain responsibility of stockholders receives so little general con sideration. Strip away the technicalities of corporate organization, and corporate crimes are committed in this manner — a number of men unite to carry on a criminal enterprise; they employ certain of their number or outside parties to act for them; these parties in turn employ others who do the physical acts prohibited by law. Can there be any plainer responsibility than that which is attached to the law-breakers who have conceived and provided the means for the committment of crimes? Have they any right to demand protection for money which they have used in defiance of law? If, from a sympathetic point of view, those stockholders who buy purely for in vestment, who know nothing of the manage ment of the company, are to be termed "innocent parties," is it possible for intel ligent lawyers to assert that they are legally innocent parties? Even the sympathetic appeal of innocence is in a large measure false. In the present state of general enlightenment as to great business combina1 Bishop, Criminal Law, Sixth Edition, Vol. 1, Sec. 819 et seq. "When a thing which is the subject of property passes into a situation antag onistic to the law, its owner may lose his owner ship in it, whether personally guilty of crime or not. because the thing has offended."
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tions the average man knows perfectly well the character of a corporation whose stock he is purchasing. If he does not know this, it is obviously his legal duty to obtain such knowledge. It can hardly be claimed, however, that a man who invests to-day in any one of our notorious law-breaking cor porations is ignorant of the fact that he is providing the means and assisting in em ploying men to break the laws of his state and nation. Such "innocent" parties as stockholders in illegal enterprises may ap peal for public sympathy in the newspapers, magazines or briefs of counsel, but in any court of real justice their claims can have but little standing.1 An endeavor has been made in numerous writings in reference to stockholders' respon sibility, to draw a distinction between a corporation which incidentally commits criminal offenses and a corporation organ ized for crime. Obviously few corpora tions would come under the latter category unless the somewhat radical view is taken that any business enterprise which expects a return of -over 20 per cent on the capital 1 To the defense that many persons would be injured by the punishment of a guilty corporation an effective reply was made in the case of Spokes v. Banbury Board of Health, L. R. 1 Eq. 42, by Wood, V. C: "I was told that the large and important town of Birmingham would be stifled and smothered and perhaps subjected to pestilence if the Board were not allowed to discharge the whole of their sewage into the river in which a private gentleman, the plaintiff, had certain rights of fishing, as well as of sending his cows to drink, and other benefits of that kind. But it appeared to me quite plain from the Act of Parliament that they had no right to discharge their sewage into the river; and I did not in the least regard the cir cumstance of their acting for 100,000 people any more than I should have regarded the circum stance of their acting for one. I think the prin ciple of law must be so. What difference can it possibly make as to the commission of an illegal act, whether a man acts on behalf of thousands or on behalf of himself only? The act is illegal and being illegal the party injured has a right to be protected. It does not signify whether the injury Is inflicted by many or by one."
