shares be sold for "cash." No one may transact any may business for the corporation except a duly authorized officer or agent. The business of a corporation is in the hands of its officers. The assets of a corporation belong to the corporation as fully and completely as the moneys in the Treasury of the United States belong to the Government. A stockholder has as little right to appropriate assets and to attend to the business of the corporation as has a private citizen to take money from the public treasury or to attempt to do the business of the Government.

Stock certificates.

A stock certificate is the written evidence of a proportionate amount of the total capital which has been invested by a single stockholder in the stock of a corporation. The capital stock of a corporation is usually divided into shares having a fundsequivalent of $100 each. That is, if a company were organized with a capital of $100,000 they would have 1,000 shares of stock to sell. Each person who buys or subscribes for "stock" receives a "certificate" which indicates the number of shares which he has purchased by exchange of money or other property.

Difference between corporation and partnership.

The differences between a corporation and a partnership are many. In the first place, each partner may transact any business for which the partnership was organized, and each partner is liable for all the debts of the partnership. In a corporation, however, the stockholders have no right to transact any business of the concern, this being left to the properly appointed agents, and the stockholders are not liable for the debts of the company. With the death or withdrawal of a partner the partnership becomes dissolved, and the business of the partnership must be wound up. The death of a stockholder does not in any manner affect the life of the corporation. Its business may go on regardless of stock ownership. A partnership interest may not be sold without the consent of the other partners; a stock

Financial

certificate may be transferred at the pleasure of the owner. The responsibility of a stockholder is generally limited to the amount of his stock purchase. If the business is poorly managed he may not receive dividends on his stock; through the bankruptcy of the corporation he may even lose his invested capital; beyond this, however, he is seldom held liable. In some cases, as in banking concerns, stock liability is somewhat enlarged, and the stockholder is held responsible in double the amount of his investment. Aside from those above enumerated, the advantage of corporate organization is found in the amount of capital funds or funds-equivalent of property that may advantage of be secured in this way. So long as it is made to appear to the investor that he can obtain a fair return in dividends, there is practically no limitation to the amount of capital that may be drawn together by the sales of stock. Being assured of competent management, the man with $100 may contribute with the same degree of confidence and the same prospect of return as the man with $1,000 or $10,000. The only limit to capitalization is found in the limit of profits. The fact that the business itself is a local one, however, may so far confine the knowledge of its management and of its profitable character to its managers that but few persons having funds to invest will care to purchase shares; such an industry as milling, therefore, is usually confined to a local investing constituency.

the corporation.

Common stock.

The partners to the milling enterprise had found a market for 2,000 shares of stock. Besides, the old plant of the partners was turned into the corporation at a valuation equal to $100,000; in the new corporate concern each of the partners was given $50,000 worth of stock. This made the total capital stock $300,000. These contributions were all made under similar conditions and conferred on the purchaser similar rights. The common stock of a corporation is that repre

who are entitled to dividends and to exercise corporate senting the interest of contributors of properties or funds

powers without preference.

of wheat for milling fell so far short of former yields that wheat-growing region suffered a drought, and the supplies After the expenditure of the $200,000 contributed, the