State v. Simmons Hardware Co.

• Court: Missouri Supreme Court
• Writing for the Court: Barclay, J.
• Citation: State v. Simmons Hardware Co., 18 S.W. 1125, 109 Mo. 118, 15 L.R.A. 676 (Mo. 1892)
• Decision Date: 14 March 1892
• Parties: STATE ex rel. ATTORNEY GENERAL v. SIMMONS HARDWARE CO.

18 S.W. 1125

109 Mo. 118

STATE ex rel. ATTORNEY GENERAL v. SIMMONS HARDWARE CO.

Supreme Court of Missouri, Division No. 1.

March 14, 1892.

CONSTITUTIONAL LAW — CRIMINATING TESTIMONY — PUNISHMENT OF TRUSTS.

1. Section 6 of the act of 1889 "for the punishment of pools, trusts, and conspiracies," requiring some officer of every corporation to inform, under oath, the secretary of state (under penalty of fine, imprisonment, etc.) whether such company has violated said act, is in conflict with the constitutional declaration that "no person shall be compelled to testify against himself in a criminal cause," and it is therefore void.

2. The constitutional provision quoted protects an individual from being compelled to furnish a link to a chain of evidence by which his conviction of a criminal offense may be secured.

3. A statute should not be declared unconstitutional unless very clearly so, and every reasonable intendment should be made to sustain it.

(Syllabus by the Judge.)

Original information in the nature of a quo warranto on the relation of the attorney general against the Simmons Hardware Company, charging an unlawful exercise of its corporate franchise. Judgment for defendant.

The other facts fully appear in the following statement by BARCLAY, J.:

The proceeding is grounded upon the act of the general assembly of Missouri of 1889 "for the punishment of pools, trusts, and conspiracies, and as to evidence in such cases." The information presents two distinct states of facts for the action of the court, upon each of which, it is claimed, a forfeiture of defendant's franchise as a corporation should be adjudged, viz.: (1) It is charged that defendant has been and is a member of several pools, trusts, and conspiracies with other corporations and individuals to regulate the price of hardware, and has violated in divers ways the commands of section 1 of the act. The particulars of these alleged unlawful proceedings of defendant are set forth quite fully. (2) It is then charged that the defendant, being a corporation organized under and subject to the laws of this state, its managing officers, named in section 6 of the act in question, failed, neglected, and refused to make answer under oath to the letter of inquiry of the secretary of state duly sent as provided by that section. This is the substance of the case made by the information, stripped of all formalities. The defendant met these charges by an answer in which it denied the facts alleged in the first cause of action. As to the second it challenged the right to demand the answer under oath in reply to the secretary of state, upon various grounds of constitutional objection, which will be indicated later. Thereupon the attorney general filed a "motion for judgment upon the return," (or answer,) which has been fully argued by counsel, and submitted to the court for decision. All other material facts appear in the opinion of the court.

The Attorney General, for the relator. Boyle, Adams & McKeighan, for respondent.

BARCLAY, J., (after stating the facts.)

This case involves the constitutionality of that section or part of the act of 1889 for the punishment of pools, trusts, etc., (Sess. Acts 1889, p. 97, § 6,) which requires the president, secretary, treasurer, or director of an incorporated company to make answer under oath as to whether that corporation "has merged all or any part of its business or interest in or with any trust, combination, or association of persons or stockholders, as named in the preceding provisions" of that act. As now submitted, this appeal presents that issue alone. A motion for judgment on the pleadings, after answer filed, must be dealt with on the assumption that the facts stated in the answer are true. Such a motion is in the nature of a demurrer, and raises an issue of law only. No question of its regularity in the present case is made; but both parties have availed themselves of it to discuss the broad merits of the controversy, and have now submitted the cause, as we under stand, for final action. As defendants have denied totally the first charge of the information, (relating to the alleged violation of the first section of the act,) and have thereby raised an issue of fact upon which the burden of proof rests on the plaintiff, it is manifest that as to that charge, unsupported by any evidence, the ruling must be for defendant, as both parties concede. The gist of their difference is found in a consideration of the second charge or cause of action.

The section whose validity is questioned is this: "Sec. 6. Any corporation created or organized by or under the laws of this state, which shall violate any provision of the preceding sections of this act, shall thereby forfeit its corporate right and franchises, and its corporate existence shall thereupon cease and determine; and it shall be the duty of the secretary of state, after the passage of this act, to address to the president, secretary, or treasurer of each incorporated company doing business in this state a letter of inquiry as to whether the said corporation has merged all or any part of its business or interest in or with any trust, combination, or association of persons or stockholders, as named in the preceding provisions of this act; and to require an answer, under oath, of the president, secretary, treasurer, or any director of said company. A form of affidavit prescribed by the secretary of state shall be inclosed in said letter of inquiry; and on refusal to make oath in answer to said inquiry the secretary of state shall immediately revoke the charter of said company, and make publication of such revocation in four newspapers of general circulation in the four largest cities of the state." It is, moreover, necessary to quote a prior section, — the third, — the terms of which have a material bearing upon the litigation, viz.: "Sec. 3. If a corporation, or a company, firm, or association, shall be found guilty of a violation of this act, it shall be punished by a fine of not less than one per cent. of the capital stock of such corporation, or amount invested in such company, firm, or association, and not to exceed twenty per cent. of such capital stock or amount invested. Any president, manager, director, or other officer or agent or receiver of any corporation, company, firm, or association, or any member of any company, firm, or association, or any individual found guilty of a violation of the first section of this act, shall be punished by a fine of not less than five hundred dollars nor to exceed five thousand dollars, and, in addition thereto, may be imprisoned in the county jail not to exceed one year." The defendant here does not attempt to assert any exemption from regulation or modification of its charter powers within the proper limits of constitutional authority, so that question need not be discussed; but it insists...