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INDUSTRIAL COMBINATIONS IN EUROPE.

A report prepared under the direction of the Industrial Commission by JEREMIAH

W. JENKS, Ph. D., expert agent.

PREFACE.

This volume contains the result of a two months' study made in Europe, with Government officials of England, France, Austria, and Germany, with scientific students of economics and other publicists, and with people connected with industrial combinations. This study on the ground has been supplemented by a careful review of much of the European literature on industrial combinations.

While an effort has been made to consider practically all the main authorities, especial mention should be made of R. Liefmann, "Die Unternehmerverbände (Konventionen-Kartelle), ihr Wesen und ihre Bedeutung;” the special report "Über wirtschaftliche Kartelle in Deutschland und im Auslande," made by the Verein für Socialpolitik and published in their publications for 1894, volume 60; also a special report on combinations made by the Chamber of Commerce of Prague in 1896 (Denkschrift der Handels- und Gewerbekammer in Prag . in Betreff der staatlichen Regelung des Cartellwesens, and a report accompanying.) These volumes have been used so freely in parts that it is probable that not all cases are cited, although many citations will be found. For the countries not visited, the above-mentioned publications of the Verein für Socialpolitik; Janshul's “Industrial Syndicates," a Russian book compiled by Professor Janshul under the direction of the Russian minister of finance; and the United States Special Consular Report on "Trusts and Trade Combinations in Europe,” Volume XXI, Part III, have been chiefly used, as will be indicated by special citations.

It is a pleasure to express appreciation of the cordial aid granted by many persons in furtherance of the investigation. Not only did scientific students of economics and publicists give their opinions and furnish information freely, but Government officials put official material at our disposal, and business men without exception gave liberally of their valuable time to explain their methods of organization and work. They also furnished a large part of the most valuable material, in the shape of reports and statistical data, which in some cases were especially compiled for this report. When it was explained that the information sought was not for competitive business use, but for scientific purposes to furnish data for the Government, from which possible aid for legislation could be secured, all possible assistance was freely given. Without such aid the report must bave been very much less complete.

JEREMIAH W. JENKS.

TABLE OF CONTENTS.

CHAPTER I.-INTRODUCTION AND SUMMARY

CHAPTER II.-ENGLAND

Extent of Combination Movement.

Public Sentiment regarding Combinations.

Reasons for Combination

Extent and Forms of Combinations.

Promotion

Savings..

Degree of Control

Prices ..

Tariff on Imports

The English Law regarding Combinations and Corporations.

Appendix I-Prospectus of the Calico Printers' Association, Limited.

Appendix II. —Prospectus of the Bradford Dyers' Association, Limited.

Appendix III.—Prospectus of the Wall Paper Manufacturers, Limited...

Appendix IV.-Bleachers' Combination-

a. Prospectus

b. Agreement for Purchase of Business

c. Agreement for Purchase of Business for a Lump Sum

Appendix V.-Form Adopted for Estimating Good Will...

CHAPTER III.-FRANCE.

Extent of Combination Movement-Late Development

Public Sentiment.

Reasons for Combination.

Forms of Combinations

Promotion

Savings

Prices

The Tariff

The French Law regarding Combinations

Appendix.- Articles of Association of Comptoir Metallurgique De Longwy.

CHAPTER IV.-AUSTRIA

Extent of Combination Movement.

Public Sentiment...

Reasons for Combination

Forms of Combinations

Promotion.

Savings

Prices

The Tariff and Prices.

Industrial Progress

Law regarding Combinations.

The Incorporation Law

Appendix I.—The Trust Bill Proposed by the Government

Appendix II.-Explanation of Bill relating to Austrian Trusts

CHAPTER V.-GERMANY.

Development and Extent of Combination Movement

Public Sentiment...

Reasons for Combination

Forms of the Combinations

Promotion..

Savings..

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PART II.-FOREIGN LEGISLATION REGARDING CORPORATIONS AND INDUSTRIAL

COMBINATIONS.

CHAPTER I.--INTRODUCTION

205

CHAPTER II.-ENGLAND

209

A. Capitalization and Methods of Paying in Capital

209

B. Methods of Promoting and Liability of Promoters.

209

C. Liability of Stockholders

210

D. Duties and Responsibilities of Directors.

211

E. Restrictions upon Directors in dealing in Stocks, and Otherwise .

213

F. Regulations regarding Prices of Products...

213

G. Regulations regarding Profits and Dividends.

213

H. Regulations regarding Ownership of Stock in Other Corporations or

the Combination of Different Companies

213

I. Reports to be made to the Government.

213

K. Reports to be made to the Stockholders..

216

L. Privileges of Stockholders regarding Examination of Books and Over-

sight of Business...

217

M. Methods of Taxation of Corporations

219

N. Special Methods of Control by the Government

219

0. Special Laws regarding Monopolies...

220

CHAPTER III.-BRITISH COLONIES

223

Canada-

A. Capitalization and Methods of Paying in Capital

223

B. Methods of Promoting and Liability of Promoters

224

C. Liability of Stockholders

225

D. Duties and Responsibilities of Directors.

225

E. Restrictions upon Directors in dealing in Stocks, and Otherwise.. 226

F. Regulations regarding Prices of Products

226

G. Regulations regarding Profits and Dividends .

226

H. Regulations regarding Ownership of Stock in other Companies or

the Combination of different Companies

226

I. Reports to be made to the Government.

227

K. Reports to be made to the Stockholders

227

L. Privileges of Stockholders regarding Examination of Books and

Oversight of Business.

227

M. Methods of Taxation of Corporations.

228

N. Special Methods of Control by the Government.

228

0. Special Laws covering Monopolies ..

228
Page.

CHAPTER III.-BRITISH COLONIES—Continued.

Ontario

A. Capitalization and Methods of Paying in Capital

B. Methods of Promoting and Liability of Promoters.

C. Liability of Stockholders

D. Duties and Responsibilities of Directors..

E. Restrictions upon Directors in dealing in Stocks, and Otherwise..

F. Regulations regarding Prices of Products

G. Regulations regarding Profits and Dividends.

H. Regulations regarding Ownership of Stock in other Companies

or the Combination of different Companies

I. Reports to be made to the Government

K. Reports to be made to the Stockholders.

L. Privileges of Stockholders regarding Examination of Books and

Oversight of Business.

M. Methods of Taxation of Corporations.

N. Special Methods of Control by the Government.

0. Special Laws covering Monopolies

Victoria-

A. Capitalization and Methods of Paying in Capital..

B. Methods of Promoting and Liability of Promoters.

C. Liability of Stockholders..

D. Duties and Responsibilities of Directors.

E. Restrictions on Directors in dealing in Stock, and Otherwise.

F. Regulations regarding Prices of Products..

G. Regulations regarding Profits and Dividends..

H. Regulations regarding Ownership of Stock in other Companies or

the Combination of different Companies.

I. Reports to be made to the Government

K. Reports to be made to the Stockholders.

L. Privileges of Stockholders regarding Examination of Books and

Oversight of Business

M. Methods of Taxation of Corporations..

N. Special Methods of Control by the Government.

0. Special Laws regarding Monopolies

New South Wales

New Zealand

A. Capitalization and Methods of Paying in Capital.

B. Methods of Promoting and Liability of Promoters.

C. Liability of Stockholders....

D. Duties and Responsibilities of Directors

E. Restrictions upon Directors in Dealing in Stocks and Otherwise..

F. Regulations regarding Prices of Products.

G. Regulations regarding Profits and Dividends.

H. Regulations regarding Ownership of Stock in other Corporations

or the Combination of Different Corporations.

I. Reports to be made to the Goverrment

K. Reports to be made to the Stockholders

L. Privileges of Stockholders regarding Examination of Books and

Oversight of Business ...

M. Methods of Taxation of Corporations.

N. Special Methods of Control by the Government.

CHAPTER IV.-GERMANY

A. Capitalization and Methods of Paying in Capital..

B. Methods of Promoting and Liability of Promoters.

C. Liabilities of Stockholders.

D. Duties and Responsibilities of Directors.

E. Restrictions upon Directors in Dealing in Stocks and Otherwise.

G. Regulations regarding Profits and Dividends..

H. Regulations regarding Ownership of Stock in Other Corporations or

the Combination of Different Corporations

I. Reports to be made to the Government

K. Reports to be made to Stockholders..

L. Privileges of Stockholders regarding Examination of Books and Over-

sight of Business

M. Methods of Taxation of Corporations

N. Special Methods of Control by the Government

0. Special Laws Regarding Monopolies

255

255

255

256

258

261

261

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