But the law, in its wisdom, has provided that in justice courts the parties may appeal to a jury. The past twelve months I have learned that juries are well-nigh infallible. In the court over which I have the honor to preside, in twelve cases appealed the jury has sustained the court in every one. I can not help but believe that if other inferior courts and the Superior Court will get such men on the jury as I have had in my court they will always be able to do justice. With such men it was not until in the thirteenth appealed case did a jury reverse the court. How it erred in this one particular case will probably never be known, unless the unlucky number exerted some influence. I make these statements for no other reason than that they teach a lesson. I have been in the Superior Courts and observed juries of ignorant, dishonest men bring in verdicts acquitting defendants guilty of the most heinous offenses. Let every court select a jury of business men, men who reluctantly quit their regular employment, to serve on the jury, not men who, in the service, earn the only pennies they have earned in twelve months. With a jury of such men as these, such men as are summoned to serve on the jury in the court over which I preside, you will obtain just verdicts in nine cases out of ten-no, no, that's not the correct proportion, I meant in twelve cases out of thirteen. But perhaps the greatest menace to the justice court and its business of serving the people aright, is the justice court lawyer. I do not mean the law. yer who may do a thriving business in the justice court, but the fellow that lays around these courts, watching its customers as they come and go, like vultures waiting for some wounded, helpless beast to die; the fellow that gets an office nearby, where he is never out of sight of his prey; the fellow who, having no business of his own, prys into everybody else's, stirring up strife and litigation, bringing into court cases in which there is nothing involved except his fee; the fellow who makes long and tiresome speeches, pretending to be addressing the court, but is, as a matter of fact, playing to the grandstand, demonstrating to his client how fortunate the latter was in securing his services; the fellow who, in that same speech, talks all day on some elementary principle of law that the court learned the day he began reading law, and never refers to the legal questions that need elucidation; the fellow who loses his case and charges the court with ignorance and corrup tion-the invariable practice of a small lawyer-the fellow that oftener than any other lawyer represents the appellant and plaintiff in certiorari in the higher court; these are the justice court lawyers that make the law less respected and bring the courts of the State into disrepute. But the public may felicitate over the fact that the crop is small. Now, I shall go back to the beginning of my paper. I made two or three statements that are not true, and I shall at my own instigation swallow my own words. It is not true that my subject is a small, trifling one, and that I am ashamed of it. I am not any more ashamed of it than Patrick, my Irish friend, was on a certain occasion. Patrick was in a cemetery, reading the inscriptions on marble slabe that were about and over the graves. He read one which astonished him. This particular sentiment was one that the dead man directed, while in life, should be placed on the stone at the head of his grave. It was as follows: "I am not dead. I still live." "Faith and begorrah," exclaimed Patrick, "if I war dead I am sure I would not be ashamed of it." O no, I am not ashamed of my subject; I am even not ashamed of being one of these small, inferior courts. Why, one of the greatest presidents of the republic was a justice of the peace; a president, a memory of whose patriotism and of whose sacrifices and suffering for our country is lovingly cherished by every generation. We and you who have been justices of the peace, and who may yet attain to that high distinction, should glory in the memory that one of us was at one time president of our country. If you will consider for a moment, you will discover how insignificant is the difference between him and me, allowing, please, the personal allusion. He was justice of the peace after he was president; I am justice of the peace before becoming president. The disparity is so slight it is not worth mentioning. The fact is, I think I am one on him-I have showed better taste by being justice of the peace before being president. The tendency of the times is to despise what people denominate the little, the trifling and the insignificant. In the proceedings of this association I have never been able to find a reference to justice courts. The inferior courts of the State have re a ceived no consideration by the body. The importance of a court should not be judged by the maximum limit of the amount of its jurisdiction; court should not try the parties or the amount, but adjudicate rights for the sake of right and principle. The "principle of the thing," as litigants express it, is of as much importance in the justice court as in any other. In passing on what is small and insignificant, we are liable to err. Only the Great Creator can judge. To Him nothing is small and nothing great. He has no heroes. Every atom in the creation is as necessary in its place as Mount Shasta is in its place. The bacilli in milk is as necessary to its composition as the cow is to its production. Even the microbe in old Limburger is as necessary no to its formation as are the rocks to the mountains, and much stronger. The vagabond has a mission, as great, perhaps, as the splendid gentleman in the drawing-room. The star-crowned soldier is greater and grander than the surburnt farmer. The most distinguished statesman of the land renders no greater service to his country than the backwoodsman who, in obedience to the divine injunction, is multiplying and replenishing the earth, bringing up a dozen other backwoodsmen in the way they should go. The young lady, after a half dozen years in college, may sit at the piano in the parlor and execute the most difficult pieces of Beethoven, Mozart, Wagner and Strauss, gliding evenly from them to "Nearer, My God, to Three," yet she is not as near Him as the homespun girl in the kitchen assisting her old mother to prepare the noonday meal for father and "the boys." He who sang "Home Sweet Home was a greater benefactor of his race than he who wrote "Paradise Lost." An anxious mother had the idea, when she asked the father if he believed that, after all, the huge sum of money they had spent on Marie had really improved her. The father answered: "Why, sure; have you not noticed how much better she is now than we are, and how much more she knows than we know?" eggs. In the last great day I would rather be able to say that I made and gave her a chickencoop than announce I had built a public library in every city in the land. Let's, I beg, be not despisers of small things; let us not say that this and that, or he and she and they are inferior. If we believe they are, let us try to make them superior, and while we are here for the purpose of improving the law and the courts, let us include those that bear the opprobrious epithetinferior. : 0: The Thaw Case. There are two important reflections growing out of the Thaw case which may be expressed at this time, leaving perhaps for future consideration other incidents of the trial. for the defense in his final speech to the jury, with the result, as it appears, of its not having cut the slightest figure in the deliberation even of the five jurymen who would not concur for a conviction. We trust that the wide discussion which individual lynching has received will have an educative effect upon popular sentiment, so that, even in cases other than a "vulgar Tenderloin murder," New York juries will show no adventitious consideration for a cowardly sneak who, whatever his real or fancied griev ance, shoots another person in the back. First. We think it may fairly be said that the Thaw case, in connection with People v. Sexton, 187 N. Y. 495, discussed in this place on April 5, 1907, shows that the so-called "unwritten law" has little influence upon the average citizen in this section of the country. It is true that as to the Thaw case it was difficult for intelligent people to consider the "unwritten law" seriously, even conceding that in some cases that particular kind of lynch law may In this day values and worth, personal and other-justifiably be invoked. Nevertheless, dimentia Amerwise, are measured in dollars. A couple of capital- | icana was exploited for all it was worth by counsel ists, seeing that they are about to die, are trying to win favor with the Master before they appear at His judgment bar. They seem to have only a faint idea of charity. One builds a million-dollar library, the other gives a million to a university. If I could meet them I would advise that Carnegie give his millions to Rockefeller and Rockefeller his to Carnegie. That would please them, no doubt, and their gifts to each other would be as good charity as those they are making now to cities and universities. God pity them! Neither has yet done a charitable deed. This last work of theirs is not even decent philanthropy. Before God I would rather give a hungry child a square meal than to give to a city a milliondollar library. I would rather give a cold biscuit to a poor, hungry pickanniny on Georgia's old red hills than add ten million dollars to Yale's endowment fund. Yale never had a real poor boy within its portals. Should I give both, and after a while appear at the pearly gates where the Master would ask: 'Why should you demand entrance?" I would not have the presumption to refer to that gift of my millions to a university, but I would simply answer, Father, I fed the hungry." Down by the side of my own humble home there is another, possibly humbler. Its occupant lives and supports three little ones of her own blood by raising chickens and selling 66 Second. Some revision of the New York law as to the criminal liability of insane persons is imperatively demanded. The Thaw trial has evoked and intensified the usual condemnation of expert medical evidence. How far personal venality vitiates evidence of this kind may be passed over for the present, because the evil goes deeper. It is utterly anomalous and subversive of justice that a distinction between "legal insanity" and "medical insanity" should be recognized or discussed in the administration of a system that claims to be a science. Insanity properly is a question of medical science, and it is presumptious and absurd for the law to maintain a standard of responsibility which is at variance with the practically unanimous opinion of expert alienists. Probably the majority of mem bers of the legal profession are now prepared to concede that Guiteau was a paranoiac and should not have been held to the responsibility of a man of normal mentality. In the Thaw case it has appeared that a large number of leading alienists were of opinion that the defendant was insane, and yet at the same time they could consistently testify that he knew the nature and quality of the act he was doing when he shot Stanford White, and knew that the act was wrong. The experts called by the prosecution, and who believe that the defendant is a paranoiac, may not have had as full opportunity for examination as was desirable, but if they are right in their opinion the apparently abortive result of the present trial is not to be deplored. The change in the law should not be, as has been clamored for in many quarters, the limitation of expert witnesses to those officially designated. The strong difference of opinion among the experts in the present case emphasizes the probability of injustice to criminal defendants from not permitting them to call scientific witnesses to criticise the opinions of other experts. Not only do we believe that a defendant's privilege of summoning experts of his own should not be taken away; we go even further, and advocate the bill introduced in the present Legislature for payment out of the public treasury of experts for the defense in cases where an indigent person is on trial for his life. The essential remedy for the present situation is to adopt as a test of legal insanity something that medical experts will respect, and to do away with a criterion which is now held in universal scientific contempt. Probably the factor of mercenary motive can never be entirely eliminated, but the present state of the law affords a golden opportunity for experts of easy professional virtue to testify according to the interests of their pockets. In the view of the medical fraternity, whether a man knew the quality of his act and knew it was wrong, is a comparatively immaterial consideration. An expert may, therefore, quite readily bring himself to testify on this point as counsel for the defense desires, and because the law sets up that antiquated and discredited test of insanity there is no uniform scientific basis for the cross-examination of expert witnesses, whether for the defense or the prosecution. While the law continues as it is we may expect a continuation of the discordant and chaotic results of evidence on the question of insanity.-N. Y. Law Journal. : 0: The Abuse of the Corporation Charter. The wave of legislative reform, which has taken on such gigantic proportions within the last few years, has finally culminated in an active, aggressive and altogether too zealous campaign against the industrial corporation. We appear to have gone 64 reform mad," and in our efforts to curb the power of capital and allied corporate interests, we have failed, utterly, to realize that the trend of modern business makes the corporation an imperative necessity. This outcry is largely due to the fact that public policy has not taken the proper steps towards bringing about a regulation of corporate interests. The transformation from the partnership to the business corporation has been so rapid that we, who are vitally interested in legislative reform, have failed to see that the real danger lies, not so much in the corporation itself, as in the granting of the corporation's charter. To-day five men can sit around a table, put one dollar in the center, organize a corporation calling for a million dollars worth of capital, repocket the dollar, and go home, after sending a certificate of incorporation to the Secretary of State, with a million dollar enterprise ready to launch. Such are the laws of every State of the Union with the exception of Massachusetts. Some States have gone even a step farther. They have made their laws so general in character that companies have been organized for the express purpose of incorporating enterprises which do not intend to do business within the particular State. These States do not hesitate to put the great seal of the State upon a concern which lies, deliberately lies, the moment it leaves the office of the Secrtary of State. Such States are, in particular, New Jersey, Delaware, West Virginia, South Dakota and Nevada. There are many other States which favor corporations, more or less, but these States are the most bold, the most open in their methods, and the most eager to obtain corporation fees. In Delaware, the Secretary of State referred the writer's letter of inquiry concerning the laws of incorporation in that State to the Delaware Corporation Company, of Wilmington. Are not the laws of Delaware self-explanatory? Why is it necessary for the Secretary of State to refer such a general letter to a company making it a practice to “ guarantee incorporation," unless, perhaps, he was interested in some way with the company. In South Dakota, the Secretary of State has drawn up a letter of recommendation for the South Dakota Corporation Charter Company. He says, in part: "The company has organized a large number of corporations under the laws of this State, and I have had and now have frequent opportunity to examine incorporation papers prepared and filed in this office by said company and find that it is very particular in all cases to comply with the requirements of the statutes of this State." These are some of the open and above-board methods which are being used by officers of the States in order to further their own personal welfare. The incorporation companies in these several States have been over-anxious to secure the incorporation of companies within their respective States. The legal press is filled with advertisements, encouraging suspicious enterprises to avail themselves of the cheap cost, liberal laws and freedom from liability which the particular State in question offers. Such conspicuous phrases as, "Incorporate in South Dakota," "The corporation laws of the State of Nevada offer the greatest inducements," and "We beat New Jersey," are not uncommon advertisements of our enterprising Western States. pany incorporated under the laws of the State of Delaware may hold all of the meetings of its stockholders and directors outside of the State, wherever it provided in its by-laws, and furthermore, all of the original records of the company may be kept at its principal office outside of the State. The company may issue all the bonds it desires without any further authority from the State than that granted in its charter, and without being subject to tax thereon. All or any part of the capital stock may be made full paid for real or personal property, or for services as well as for cash, and stock that is once made full in this or any other manner is not subject to any further assessment, not even for wages and taxes. The private property of the stockholders is not liable for corporate debts to any extent whatever. Nothing is required to be paid in when the company is organized. Merely $1,000 has to be sub as above suggested, paid in one lump sum or paid in such amounts and instalments as called for by the board of directors after the company is organized. Charters once granted under the laws of the State of Delaware are absolutely perpetual and unalterable, except at the instance of the parties owning the franchise, and Delaware is the only State in the Union that grants such charters. A Delaware charter does not limit one to a single object, but one may have authority in the same charter to transact as many different branches of business as one may desire, in fact, one may carry on any and every branch of business except banking. The company may even have trust company powers. The New Jersey laws relating to business corporations began to show the influence of special interests in 1896, when the General Corporation Act was passed. This act makes it possible for any company, wherever located, to secure a charter through agents within the State. A residence office must be main-scribed, and this may be made full paid for property tained, and one director must be a legal resident of the State. The trust companies, organized for that specific purpose, act as the local agent, the home office, and furnish the required resident director. While it is necessary for the State director to hold three shares of stock, the organizing company generally gives such agent of the trust company the necessary stock, with the understanding, however, that it is to be transferred back to the owners, who are residents of other States in many instances. A complete set of forms, necessary for incorporation, including proxies, transfers of subscription, waiver of notice of meeting of incorporators and subscribers, etc., are furnished by the guarantee and trust companies. The New Jersey law requires that the corporation must place in a conspicuous place before its home office, which must be in the State, the name of the company. At the entrance of the New Jersey Corporation Agency, in Jersey City, there are over 700 such names. The stockholders' meeting must be held at the registered office in New Jersey, but inasmuch as the law allows absent stockholders to vote by proxy, this provision has little or no effect. The most striking provision in the New Jersey law is that foreign corporations must pay the same taxes, fines, penalties, licenses, fees and other obligations, as are required of New Jersey corporations in other States. In this provision, New Jersey has greatly favored her own corporations, and has practically silenced other States in their efforts to impose stringent requirements upon her corporations. The corporation laws of Delaware were revised some years after those of New Jersey went into effect, with the avowed purpose of outwitting the various corporation companies in New Jersey. It is clearly evident that the promoters of the present vicious law have succeeded in so doing. Any com The annual tax upon companies incorporated under the laws of Delaware are as follows: In the case of telephone, telegraph, oil, pipe line, railroad, electric light, heat, light and power, water power, canal, cable and express companies, there is no tax upon the capital stock or bond issues of the company, or on business done outside of the State. In the case of other companies, such as mercantile, mining and manufacturing companies, there is no tax upon the amount of capital authorized in the charter, nor upon the stock issued, but simply a tax of fifty cents on each $1,000 of capital actually paid in. The annual State tax is, therefore, just one-half that of New Jersey. The local trust companies maintain the Delaware office, the Delaware director, keep the company advised on all the requirements of the law, look after its annual report, and, in fact, perform all the duties incumbent upon a local representative. J. G. Gay, of the Delaware Trust Company, writes me as follows: "If you will send us on the enclosed form, entitled 'Memoranda for Preparing the Certificate of Incorporation and By-Laws,' the name of your proposed company, the names and addresses of at least three parties who will act as incorporators (none of whom need be residents of this State), the amount of authorized capital you desire, par value of the shares, and a brief statement of the object and purpose of the company, we will prepare you a charter and all the papers connected with the organization of your company, and forward to you for execution by your parties. After they are executed and returned to us, we will have the charter granted, organize your company by proxy here, electing the board of directors whom you will designate, and then forward the records of organization to you, with a draft of directors' minutes outlining the action necessary to be taken by your directors at their first meeting, which may be held wherever you desire. This will complete the organization of your company." The prime movers in such procedure believe that a corporation organized in Delaware commences business with a charter entitled to respect; that the laws are based upon the experience of all States affording opportunity to form corporations, and are framed so as to invite confidence and investment. Broad and liberal powers are conferred upon corporations, at a minimum cost," making it possible for them to do business in any part of the world. This is essential from the incorporation company's point of view. The general corporation laws of West Virginia are more elaborate than either those of New Jersey or Delaware, but their character and purport is about the same. The present Secretary of State, if he is in league with corporation-promoting companies, has succeeded in "covering his tracks to good advantage." Inasmuch as the tone of the West Virginia law runs parallel to those of the two States just mentioned, it will not be necessary to go into details concerning the law and its workings. In Nevada, where the State Bank and Trust Company of Carson City is the chief exponent of liberal laws, there is no franchise tax. In this respect the Nevada law differs from the laws of New Jersey, Delaware and West Virginia. The annual franchise tax on a capitalization of $1,000,000 in West Virginia is $410; Delaware, $500; New Jersey, $1,000; Nevada, nothing. Corporate purposes are unlimited; annual meetings may be held outside of the State, if an office and resident agent is maintained within the State; the right to consolidate incorporations or merge their interests is permitted, the fee being simply on the amount of gross capital above that of the combined incorporations; the duration of corporations is unlimited; the capital stock may be made absolutely non-assessable. "The important consideration," says the Mercantile and Financial Times, of November 2, 1901, "after the value of incorporation is, what States offer the best inducements, in the questions of protection and expense, for obtaining charters? When these two important matters are thoroughly consid ered, we would say South Dakota." This statement seems to be borne out when, during the very year 1901, 1,013 companies were incorporated in South Dakota. "In nineteen cases out of twenty," writes the president of the South Dakota Corporation Charter Company, we are able to get the charter into the mails within ten hours after the application is received here." South Dakota has an eye for busi ness. The main points of advantage, from the incorporator's point of view, are: 1. There is absolutely no tax of any kind, unless the company owns property in the State. This is of no inconsiderable importance, when, for example, the annual franchise tax on a company organized with an authorized capitalization of one million dollars varies from $410 in West Virginia to $1,250 in New York. 2. The cost of incorporation varies from $150 in Delaware to $3,333.33 in Pennsylvania. In South Dakota the entire expense, including the maintenance of such office as may be required, rarely exceeds $75. 3. Branch offices may be maintained outside of the State, where all business may be transacted. 4. Stock need not be subscribed before securing a charter. 5. Charters may be renewed indefinitely. Is it any wonder, then, that the people who are suffering from the present lawlessness of the corporations should begin to ask for legislative reform? It is their savings that are being taken to promote enterprises which are not organized upon a sound business basis, and it is justice that the State should protect these unfortunates, who are unable to see the weakness in such organizations. But in our zeal for reform we must not lose sight of the fact that the corporation as such is not an evil. The law must be reorganized. The law must compel every corporation to limit its advertised capital to the actual value of its assets. The facts must not be juggled in such a manner as to cause confusion. The company must be forced to tell the truth from beginning to end. We cannot longer tolerate annual reports to the Secretary of State which consist of four or five general statements. Such action upon the part of the State will not inspire confidence in corporate enterprises. Many of the malpractices, so general and widespread at the present moment, must be done away with. It is never good policy to deprive the States of power, but in the matter of incorporating business enterprises the State cannot act freely and independently. This power, therefore, must be delegated to the national government, for, if several States enact good, fair and just laws, other States may place barriers of such a nature that it will be impossible for the cor |