State v. Standard Oil Co.

• Decision Date: 23 December 1908
• Citation: 116 S.W. 902,218 Mo. 1
• Parties: STATE ex inf. HADLEY, Atty. Gen., v. STANDARD OIL CO. et al.
• Court: Missouri Supreme Court

116 S.W. 902

218 Mo. 1

STATE ex inf. HADLEY, Atty. Gen., v. STANDARD OIL CO. et al.

Supreme Court of Missouri.

December 23, 1908.

On Rehearing, March 9, 1909.

1. COURTS (§ 207)—SUPREME COURT—ORIGINAL JURISDICTION—INFORMATION IN THE NATURE OF QUO WARRANTO.

Const. art. 6, § 3 (Ann. St. 1906, p. 214), conferring on the Supreme Court original jurisdiction of writs of quo warranto, does not confine such jurisdiction to a quo warranto proceeding proper, but extends the same to proceedings by information in the nature of quo warranto.

2. COURTS (§ 207)—SUPREME COURT—ORIGINAL JURISDICTION—INFORMATION IN THE NATURE OF QUO WARRANTO.

An information by the state, at the instance of the Attorney General, in the nature of quo warranto to forfeit the licenses of foreign corporations and the charter of a domestic corporation for misuser, is a civil and not a criminal proceeding, and is therefore within the original jurisdiction of the Supreme Court, under Const. art. 6, § 3 (Ann. St. 1906, p. 214), authorizing that court to issue and determine writs of quo warranto.

3. CORPORATIONS (§ 592)—FORFEITURE OF FRANCHISE—MISCONDUCT—STIFLING COMPETITION—INTENT.

Where a corporation is guilty of misconduct in the exercise of its franchises, which by its results restricts or stifles competition, such acts will be regarded in law as incompatible with public policy and ground for forfeiture, without proof of evil intent or injury to the public on the part of the corporation; the inquiry being, not as to the degree of injury inflicted, but whether the inevitable tendency of the act is injurious to the public.

4. CORPORATIONS (§ 592)—FRANCHISES—CONDITIONS—MISUSER.

That the franchises of a corporation are subject to forfeiture at the instance of the state for misuser or nonuser is a tacit condition attached to the granting thereof.

5. MONOPOLIES (§ 26)—COMBINATIONS IN RESTRAINT OF TRADE—FRANCHISES—FORFEITURE—ILLEGALITY—CRIMINAL ACTS.

The Legislature having power to declare that acts of a corporation which will work a forfeiture of its charter shall also constitute a crime, and subject the corporation and its agents and servants to punishment under the criminal laws of the state, it was no defense to a proceeding to forfeit the franchises of a corporation for engaging in an illegal trust in restraint of trade, in violation of Rev. St. 1899, c. 143 (Ann. St. 1906, §§ 8965-8992), that such acts constituted a violation of the criminal laws of the state.

6. MONOPOLIES (§ 26)—COMBINATIONS IN RESTRAINT OF TRADE—FRANCHISES—FORFEITURE—STATUTES—REMEDIES.

Rev. St. 1899, § 8971 (Ann. St. 1906, p. 4153), providing for the forfeiture of a corporation's franchise or privilege to do business within the state for violating sections 8965, 8966 (pages 4150, 4152), prohibiting pools, trusts, and combinations in restraint of trade, did not afford an exclusive remedy available to the state to correct abuses or usurpation of corporate powers.

7. MONOPOLIES (§ 26)—COMBINATIONS IN RESTRAINT OF TRADE—FRANCHISES—FORFEITURE—STATUTES—CONSTRUCTION.

Rev. St. 1899, c. 143, arts. 1, 2 (Ann. St. 1906, §§ 8965-8982), prohibiting pools, trusts, and conspiracies in restraint of trade and agreements to regulate prices, must be construed together, under the rule that it must be presumed that a Code or statute relating to one subject was intended to be consistent and harmonious in its several parts, and, as so construed, indicates a legislative intention to provide for the forfeiture of the franchises of all corporations for the violation of either or both of such articles.

8. MONOPOLIES (§ 26)—COMBINATIONS IN RESTRAINT OF TRADE—FRANCHISES—FORFEITURE.

Rev. St. 1899, § 8971 (Ann. St. 1906, p. 4153), is contained in chapter 143, art. 1, prohibiting pools, trusts, and conspiracies, and declares that any domestic corporation violating any of the provisions of the article shall forfeit its franchise, and any foreign corporation licensed to do business violating the article shall forfeit such license. Section 8978 (page 4157) is a part of chapter 143, art. 2, prohibiting agreements to regulate prices and limit trade, and declares that every pool, trust, and agreement made and entered into to fix and maintain prices of any article of merchandise, etc., shall be illegal, and any person or corporation entering such pool, trust, combination, etc., to control or limit the trade in any such article of merchandise, shall be guilty of a violation of article 2. Held that, since section 8971 should be treated prospectively and construed in connection with section 8978 as parts of a single act, corporations entering into a pool, trust, or agreement to fix and maintain prices are guilty of a misuser, abuse, and usurpation of power justifying a forfeiture of their franchises or licenses.

9. MONOPOLIES (§ 10)—COMBINATIONS IN RESTRAINT OF TRADE—FRANCHISES—FORFEITURE—STATUTES.

Rev. St. 1899, §§ 8965, 8966, 8971, 8978 (Ann. St. 1906, pp. 4150, 4152, 4153, 4157), prohibiting pools, trusts, and agreements to fix and maintain prices and to limit trade, and providing for the forfeiture of charters and the revocation of licenses of corporations violating them, are in aid of and supplementary to the common law, remedial in purpose, and not in derogation thereof, and hence should not be strictly construed.

10. MONOPOLIES (§ 26)—COMBINATIONS IN RESTRAINT OF TRADE—FRANCHISES—FORFEITURE—DEFENSES—EFFECT.

In proceedings to forfeit corporate charters and licenses for engaging in a trust or combination to fix and maintain prices of a commodity in restraint of trade, in violation of Rev. St. 1899, §§ 8965, 8966, 8971, 8978 (Ann. St. 1906, pp. 4150, 4152, 4153, 4157), it was not material that heavy losses might be sustained by respondents in consequence of an adjudication of ouster.

11. QUO WARRANTO (§ 39)—CORPORATE FRANCHISES—PARTIES DEFENDANT—JOINDER.

Two or more corporations may be joined in a proceeding in the nature of quo warranto on petition of the Attorney General to forfeit their franchises and licenses to do business within the state for abuse or usurpation of corporate powers.

12. QUO WARRANTO (§ 48)—FORFEITURE OF FRANCHISES—COMBINATIONS TO REGULATE PRICES—STATUTES—INFORMATION.

Since Rev. St. 1899, § 8978 (Ann. St. 1906, p. 4157), prohibiting all combinations, to fix, regulate, or control prices, is to be construed together with sections 9865, 9866 (pages 4150, 4152), relating to the same subject, an information in the nature of quo warranto against certain corporations to forfeit their franchises and licenses, as authorized by section 8971 (page 4153), alleging a combination to regulate, control, and fix prices, was not fatally defective for failure to charge a combination to "maintain" prices, for the reason that sections 8965, 8966, did not in terms prohibit combinations to "fix, regulate, or control prices."

13. QUO WARRANTO (§ 48)—FRANCHISES—LICENSES —FORFEITURE—INFORMATION.

An information in the nature of quo warranto against certain corporations to forfeit their franchises and licenses, charging defendants in general terms with forming a pool, trust, or combination, constituting a usurpation of corporate powers, was sufficient, without specifically charging the facts showing the pool, trust, or combination; the state not being required to allege or prove in detail the facts constituting the mode or manner in which the corporations violated the law or usurped powers not granted.

14. QUO WARRANTO (§ 50)—CORPORATE FRANCHISES—LICENSES—FORFEITURE— DEFENSE.

In quo warranto against corporations to forfeit their franchises and licenses, a respondent must either deny the charge of usurpation, or, if it is exercising the authority complained of, it must justify its conduct by showing that it possesses charter power to do so.

15. QUO WARRANTO (§ 48)—CORPORATE FRANCHISES—LICENSES—FORFEITURE— INFORMATION.

Where an information in the nature of quo warranto to forfeit corporate franchises and licenses for entering into an illegal combination to fix and control prices of a commodity charged respondents with acts which were unlawful per se, the information was not defective for failure to charge the means by which such acts were accomplished, even if required to comply with the rules governing indictments.

16. CONSTITUTIONAL LAW (§ 206)—EQUALITY —UNEQUAL PUNISHMENTS.

Rev. St. 1899, §§ 8965, 8966, 8971, 8978 (Ann. St. 1906, pp. 4150, 4152, 4153, 4157), providing for forfeiture of corporate franchises and licenses on conviction of the corporation of violating chapter 143, arts. 1, 2, prohibiting pools, trusts, conspiracies, and agreements to regulate prices and limit trade, are not unconstitutional, as abridging the privileges and immunities of citizens of the United States guaranteed by the first section of the fourteenth amendment of the federal Constitution, in that greater and different punishment is imposed on corporations than on individuals.

17. CONSTITUTIONAL LAW (§ 247)—EQUAL PROTECTION OF LAW.

Rev. Laws 1899, §§ 8965, 8966, 8971, 8978 (Ann. St. 1906, pp. 4150, 4152, 4153, 4157), providing for forfeiture of corporate franchises and licenses on conviction of the corporation of violating chapter 143, arts. 1, 2, prohibiting pools, trusts, and conspiracies, and agreements to regulate prices and limit trade, are not in violation of the equality clause of the federal Constitution, because providing different punishment for corporations and individuals violating the same; such constitutional provision not being intended to prevent legislation in accordance with reasonable classification.

18. CONSTITUTIONAL LAW (§ 240)—POOLS AND COMBINATIONS—DISCRIMINATION.

Rev. St. 1899, §§ 8965, 8966, 8971, 8978 (Ann. St. 1906, pp. 4150, 4152, 4153, 4157), prohibiting pools, trusts, and conspiracies, and agreements to regulate prices and limit trade, are not violative of the equality clause of the federal Constitution, in that they unjustly discriminate against property by embracing...