Page:Henry Osborn Taylor, A Treatise on the Law of Private Corporations (5th ed, 1905).djvu/463

 chap, vm.] CORPORATION AND STATE. [§ 458. formation, in the nature of a quo warranto, ' for a grant of corporate franchises is always subject to the implied condition that they will not be abused. 2 The proper officer to tile the information or make application for the writ is the attorney- general. In New York, for instance, the attorney-general may maintain an action upon his own information, or upon the complaint or relation of a private person, against one or more persons who act as a corporation within the state without being duly incorporated ; or who exercise within the state any corporate rights, privileges, or franchises not granted to them by the law of the state. 3 § 458. It is a rule generally recognized, that a legislature cannot itself declare a forfeiture of the franchises of a corporation ; for a forfeiture should be enforced decree through some judicial proceeding. 4 But, where it nec(>ssar y- The attorney-general may maintain an information in equity to restrain a corporation possessing the right of eminent domain from any abuse or perversion of its powers that might create a public nuisance or endanger public interests. Attorney-General v. Jamaica Pond Aqueduct, 133 Mass. 361. By their attorney-general the people may enjoin an attempted il- legal consolidation. People v. Bos- ton, etc.. Ry. Co., 12 Abb. N. C. (N. Y. ) 230. The jurisdiction, however, of a court of equity is questionable, in the absence of special statutory enablement. See Pixley v. Roanoke Nav. Co., 75 Va. 320 ; Attorney-Gen- eral v. Utica Ins. Co., 2 Johns. Ch. (N. Y.)371. 1 People v. Utica Insurance Co., 15 Johns. 358 ; People v. Pittsburgh R. R. Co., 53 Cal. 694 ; Golden Rule v. People, 118 111. 492. "In its rela- tions to the government, and when the acts or neglects of a corporation, in violation of its charter or the gen- eral law, become the subject of pub- lic inquiry with a view to a forfeiture of its charter, the wilful acts and neglects of its officers are regarded as the acts and neglects of the corpo- ration, and render the corporation liable to a judgment or decree of dissolution." Angell and Ames on Corp., § 310 ; see Bank Commis- sioners v. Bank of Buffalo, 6 Paige, 497 ; Ward v. Sea Insurance Co., 7 Paige, 294 ; Bank Commissioners v. James Bank, 9 Paige, 457. " To a writ of quo warranto, or an information in the nature of one, the defendant must either disclaim or justify, and the state is bound to show nothing." Angell and Ames on Corp., § 756 ; State v. Vanderbilt, 37 O. St. 591. 2 Chicago Life Ins. Co. v. Needles, 113 U. S. 574. Compare Cbincle- clamouche Lumber Co. v. Common- wealth, 100 Pa. St. 438. 3 Code of Civil Procedure, § 1948. It is competent for the legislature to confer on private parties the right to institute proceedings to forfeit a charter. Stater. Consolidation Coal Co., 46 Md. 1. 4 Bruffett v. Great Western R. R. Co., 25 111. 353; and a court of law 443