Latest Important Cases and neither their actual intent nor the rea sonableness of the restraint imposed may withdraw it from the denunciation of the statute. . . . The exchange of the stock or shares in the ownership of competitive corporations engaged in interstate or inter national commerce for stock or shares in the ownership of a single corporation, the necessary effect of which is a direct and sub stantial restriction of competition in that commerce, constitutes a combination in re straint of commerce among the states or with foreign nations that is declared illegal by this law. . . . “It was the granting of the power to prevent competition to the holding company, not the subsequent exercise of that power, that in the opinion of the Supreme Court brought the combination under the ban of the law,
Harriman v. Northern Securities Company, 197 U. S. 244, 297, and a similar but greater
power was vested in the principal company in this case by the trust of 1899. For some time, therefore, before the transfer in each
of these cases a group of stockholders con trolled a majority of the stock of potentially competitive corporations which they vested in the holding company, so that the latter had the power to operate them together with out competition, and the rule which governs one must control the other. . . . "Congress has plenary and indisputable power under the commercial clause of the Constitution to restrict and regulate the use of every instrumentality employed in inter state or international commerce so far as it may be necessary to do so in order to prevent the restraint thereof denounced by the anti trust act of 1890. . . . The purpose of the act of July 2, 1890, was to prevent the stifling and the substan tial restriction of competition in interstate and international commerce. The test under that act of the legality of a combination or conspiracy is its direct and necessary effect upon such competition. If its necessary effect is but incidentally or indirectly to restrict competition while its chief result is to foster the trade and increase the business of those who make and operate it, it is not violative of this law. Hopkins v. U. S., 171 U. S. 578, 592; Anderson v. U. S., 171 U. S. 604,
606; U. S. v. joint Traffic Association, 171 U. S. 505, 568; Addyston Pipe & Steel Co. v. U. 5.,175 U. S. 211, 245. "But if its necessary effect is to stifle, or
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directly and substantially to restrict, free competition in commerce among the states or with foreign nations, it is a combination
or conspiracy in restraint of that trade and it falls under the ban of the act. U. S. v. Trans-Missouri Freight Association, 166 US.
290, 339, 340, 342; Addyston Pipe 8: Steel Co. v. U. S., 175 U. S. 211, 234; U. S. v. joint Trafiic Association, 171 U. S. 505, 576, 577;
U. S. v. Northern Securities C0. 120 Fed. 721, 722. "And the power to restrict competition in interstate and international commerce vested in a person or an association of persons by a contract or combination is indicative of its character, for it is to the interest of the par ties that such a power should be exercised and the presumption is that it will be. . . . “There is much more probability that cor porations potentially competitive .will sep arate and compete when each of their stock‘ holders has a separate certificate of his shares of stock in each corporation which he is free to sell than when a majority of the stock of each of the corporations is held by a single corporation which has the power to vote the stock and to operate them. . . . “Because the power to restrict competition in interstate commerce granted to the Stand ard Oil Company of New Jersey by the trans fer to it of the stock of the nineteen com panies and of the authority to manage and operate them and the other corporations which they controlled was the absolute power to prevent competition among any of these corporations; because this power was greater, more easily exercised, more effective and more durable than that which the three thousand stockholders of these corporations previously had; because many of these corporations were potentially competitive and were en gaged in interstate commerce, and the neces sary effect of the transfer of the stock of the nineteen companies to the holding company was, under the decision in the case of the
Northern Securities Company, a direct and substantial restriction of that commerce; that transfer and the operation of the com panies under it constituted a combination or conspiracy in restraint of interstate and international commerce in violation of the anti~trust act of July 2, 1890. “Every sale and every transportation of an article which is the subject of interstate com merce evidences a successful attempt to monopolize that trade or commerce which
