Western Cartridge Co v. Emmerson

• Decision Date: 19 May 1930
• Docket Number: No. 375,375
• Citation: 281 U.S. 511,74 L.Ed. 1004,50 S.Ct. 383
• Parties: WESTERN CARTRIDGE CO. v. EMMERSON, Illinois Secretary of State
• Court: U.S. Supreme Court

281 U.S. 511

50 S.Ct. 383

74 L.Ed. 1004

WESTERN CARTRIDGE CO.

v EMMERSON, Illinois Secretary of State.

No. 375.

Argued April 21, 1930.

Decided May 19, 1930.

Mr. Colin C. H. Fyffe, of Chicago, Ill., for petitioner.

Mr. Bayard Lacey Catron, of Springfield, Ill., for respondent.

Mr. Justice BUTLER delivered the opinion of the Court.

Petitioner, a Delaware corporation licensed to do business in Illinois, brought this suit in the circuit court of Sangamon county to enjoin payment to the state treasurer of the amount of a license fee or franchise tax that respondent as secretary of state collected from petitioner under section 105 of the General Corporation Act of that state (Smith-Hurd Rev. St. Ill. 1929, c. 32, § 105). The suit was based upon the claim that, as construed and enforced by respondent, the section violates the commerce clause of the Federal Constitution. Article 1, § 8, cl. 3. After hearing upon bill, answer, and an agreed statement of facts, the court dismissed the bill. The State Supreme Court (335 Ill. 150, 166 N. E. 501) affirmed the decree following our decision in Hump Hairpin Co. v. Emmerson, 258 U. S. 290, 42 S. Ct. 305, 66 L. Ed. 622, which affirmed 293 Ill. 387, 127 N. E. 746.

Section 105 provides: 'Each corporation for profit, * * * except insurance companies, * * * organized under the laws of this State or admitted to do business in this State, * * * shall pay an annual license fee or franchise tax * * * of five cents on each one hundred dollars of the proportion of its issued capital stock * * * represented by business transacted and property located in this State. * * *'

Petitioner operates factories and has its principal office in Illinois. It there receives, upon forms furnished by it, orders for its products from persons in Illinois and elsewhere and by sending written acceptance consummates contracts of sale. In accordance with the directions contained in the orders, petitioner delivers the goods at its factories to common carriers for transportation to purchasers at various destinations in Illinois, other states, and foreign countries.

Petitioner had issued capital stock of the par value of $5,701,800; it had property valued at $6,924,804.92, of which $6,894,903.27 was situated in Illinois; its business for the year in question amounted to $11,670,925.51, of which $1,919,822.73 represented products shipped to purchasers in Illinois; and.$9,751,042.78, reported as interstate commerce, was made up of shipments to customers outside the state.

Respondent treated all of petitioner's business as having been transacted in Illinois and based the tax on such proportion of its outstanding capital stock as its business plus its Illinois property was of such business and all its property. The tax so calculated amounted to $2,808.03, a substantial part of which resulted from the inclusion of the transactions reported by petitioner as interstate commerce.

All of the goods sold were manufactured by the petitioner in Illinois and the manufacturing was business carried on in that State. The receipt and acceptance of orders, the packing, giving shipping directions, and delivery to common carriers also constituted business in that state; these things were common to all sales whether the goods sold were sent to destinations within or without the state, but as to products shipped to other States or foreign countries the acceptance of orders and what was subsequently done by petitioner became component parts of interstate or foreign commerce. Dahnke-Walker Co. v. Bondurant, 257 U. S. 282, 290, 42 S. Ct. 106, 66 L. Ed. 239; Lemke v. Farmers' Grain Co., 258 U. S. 50, 54, 42 S. Ct. 244, 66 L. Ed. 458; Flanagan v. Federal Coal Co., ...