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be carried on in this state, and an authorized agent or agents, residing at its principal place of business, upon whom process may be served,” is sufficiently complied with by a certificate naming the town in which the business is to be carried on and stating “ that the general manager of said corporation residing at the said principal place of business, is the agent upon whom
process may be served,” but not giving the name of the general manager. A foreign corporation does not, by doing a single act of business in another state, as for instance, by contracting to sell machinery, come within the provisions of a statute of that state forbidding foreign corporations to “ do any business ” within the state. Every one who deals with a foreign corporation impliedly subjects himself to the laws of the foreign government which chartered the corporation, so far as those laws affect the powers and obligations of the corporation or the validity, enforcement, or discharge of its contracts; thus, for instance, a holder in the United States of bonds, issued by a railway corporation of Canada, but negotiated, and stipulated to be paid, in the United States, is bound by the terms of a statutory scheme of arrangement enacted by the Parliament of Canada subsequently to the issue and sale of the bonds.3 On the same principle, a holder in Louisiana of a policy of life insurance issued in that state by a Missouri corporation is chargeable with notice of the insurance laws of Missouri substituting the insurance commissioner of that state as the representative of insolvent insurance companies.
119. The XIII Amendment declares that “neither slavery nor involuntary servitude except as a punish
1 Goodwin v. C. M. Ins. Co., 110 U, S. 1.
Cooper Manfg. Co. v. Ferg'ison, 113 U. S. 727. * C. S. Ry. v. Gebhard, 109 U. S. 527. • Relfe v. Rundle, 103 U. S. 222.
ment for crime, whereof the party shall have been duly convicted, shall exist within the United States or any place subject to their jurisdiction,” and that “Congress shall have power to enforce this article by appropriate legislation,” and being intended to abolish involuntary slavery in all its forms, the word “servitude" is used therein with that signification, and is not to be construed to be a constructive prohibition of the creation of monopolies by a state, such as the exclusive right of providing a place for the slaughtering of cattle. Nor does the amendment warrant congressional legislation declaring it to be a crime to conspire to deprive others of the equal protection of the laws. The amendment invalidates an express warranty made in March, 1861, upon the sale of a slave warranting the chattel sold to be a slave for life and the warrantor's title to him to be clear and perfect. The warrantor's title having been divested under the operation of the amendment by vis major, he can recover on a note given for the price of the slave;3 and a promissory note made before the adoption of the XIII Amendment, the consideration for which note was the price of a slave, is enforcible after the adoption of that amendment, slavery having been lawful by the lex loci contractus at the time the note was given.
120. The XIV Amendment declares, that “no state shall make or enforce any law which shall abridge the privileges or immunities of citizens of the United States ; nor shall any state deprive any person of life, liberty, or property, without due process of law, nor deny to any person within its jurisdiction the equal protection of the laws.” The purposes of the XIV Amendment are
Slaughter House Cases, 16 Wall. 36.
to define citizenship of the United States and of thie states, to confer citizenship upon negroes, and to protect against hostile legislation of the several states those . privileges and immunities of citizenship which are common to citizens of the United States, and the amendment extends its protection to all natural persons within the territorial jurisdiction of the United States, without regard to difference of race, colour, nationality, or citizenship, and, within any state, to corporations created by that state, but not to corporations created by other states.4 The rights of citizenship which are protected by the amendment being those which are common to the citizens of the United States, it does not confer the right of suffrage on women, for the right of suffrage is not necessarily a privilege or immunity of citizenship ;) nor does it confer upon women the right to practice law in the state courts.6 Nor does the amendment interfere with a state's exercise of the police power." A state may, notwithstanding the amendment, prohibit a white and a negro from living together in adultery or fornication under more severe penalties than those to which the parties would be subjected were they of the same race and colour, for there is in such legislation no discrimination against any persons of a particular race or colour, but only a discrimination against the designated offense. A purchaser of premises, under and subject to a legally defective mortgage cannot complain of an act validating the mortgage on the ground that it deprives him of property without due process of law."
1 The Slaughter House Cases, 16 Wall. 36.
8 Pace v. Alabama, 106 U. S. 583. Gloss v. U. S. Mortgage Co., 108 U. S. 477.
The power of enforcement by appropriate legislation vested by the amendment in Congress, does not authorize congressional legislation with regard to individuals, for the amendment restrains state and not individual action; it has, therefore, been held that Section 5519, R:vised Statutes of the United States, declaring it to be a crime punishable by fine and imprisonment for any two or more persons to conspire to deprive any person of the equal protection of the law is unconstitutional.' It has also been held that the Civil Rights legislation of Congressa declaring that all
that all persons within the jurisdiction of the United States shall be entitled to the full and equal enjoyment of inns, transportation facilities, etc., and subjecting to fine and imprisonment, and also to a liability to damages in an action at law, any person violating the provisions of the statute, is unauthorized by the amendment, the ground of decision being that the amendment is prolibitory of state legislation and action, and that, therefore, it is not in the power of Congress to directly legislate for the protection of individual rights against wrong doing by individuals.3
121. The police power is that function of government, by the exercise of which, all persons, who are subject to the sovereignty of the government exercising the power, are, for ends of public policy, restrained in their use or enjoyment of some right of person or of property. The police power may attain its end by absolutely prohibiting the exercise of a particular right, or by so regulating the exercise of that right as to permit its use under conditions, and, if the power exists, the extent to which it may be exercised in any case is limited only by the will of the government, or
i United States v. Ilarris, 106 U. S. 629. • Act 1 March, 1875, 18 Stat. 335. 3 Civil Rights Cases, 109 U. S. 3.
the department thereof, in which the power may be vested, unless further restraint be imposed by the state Constitution. It is clear that the relation between the United States and the states forbids the United States to exercise within the territory of a state any portion of the police power. Thus in United States v. De Witt, the facts were, that Congress, by the statute of 2 March, 1867, having made it a misdemeanour to offer for sale illuminating fluid inflammable at less than a specified temperature, and DeWitt, having been indicted and convicted under that statute in a court of the United States, it being proven that the offense had been committed at Detroit in the state of Michigan, and the cause having been certified on a division of opinion between the judges of the court of the first instance, the court held that the statute, as a police regulation relating exclusively to internal trade, could have no constitutional operation within state limits, and could only have effect in the territories and in the District of Columbia. There are many cases in which the exercise of the police power by the states has been sustained by the court. It has been held, that a state may require, under a penalty, the master of every passenger-carrying vessel, on arriving at any port within the state, to report to the state authorities the name, place of birth, last legal settlement, age, and occupation of every passenger;: that a state may prohibit or restrain the sale of wines, or liquors, imported from foreign countries, or brought within its territory from another state, or manufactured within the state;o that a state may regulate the 19 Wall. 41.
2 14 Stat, 434. 3 New York v. Miln, 11 Pet. 102.
The License Cases, 5 How 504; Bartemever r. Iowa. 18 Wall. 129; Beer Co. v. Massachusetts, 97 U. S. 25; Foster v. Kansas, 112 U. S. 201 : Mugler v. Kansas, 123 U. S. 623.