e or franchise? The power
to tax involves the power to destroy.[1] If Congress can impose a tax of
one per cent., it can impose a tax of ten per cent. or fifty per cent.,
and thus impair or destroy altogether the value of corporate charters
for business purposes. Does Congress possess such a power? The
Constitution puts no express limitation on the right of Congress to levy
excises except that they shall be "uniform throughout the United
States." But there are certain implied limitations inherent in our dual
system of government. The sovereignty and independence of the separate
states within their spheres are as complete as are the sovereignty and
independence of the General Government within its sphere.[2] Neither may
interfere with or encroach upon the other.

[Footnote 1: _McCulloch vs. Maryland_, 4 Wheat., 316.]

[Footnote 2: _The Collector vs. Day_, 11 Wall., 113, 124.]

The right to grant corporate charters for ordinary business purposes is
an attribute of sovereignty belonging to the states, not to the General
Government. The United States is a government of enumerated powers. The
Constitution nowhere expressly confers upon Congress the right to grant
corporate charters, and it is well settled that this right exists only
in the limited class of cases where the granting of charters becomes
incidental to some power expressly conferred on Congress, e.g., the
power to establish a uniform currency, or the power to regulate
interstate commerce. On the other hand, the right of the separate states
to grant charters of incorporation is unquestionable. By the Tenth
Amendment of the Constitution it is expressly provided: "The powers not
delegated to the United States by the Constitution nor prohibited by it
to the states are reserved to the states respectively or to the people."
The Supreme Court long ago said: "A state may grant acts of
incorporation for the attainment of those objects which are essential to
the interests of society. _This power is incident to sovereignty._"[1]

[Footnote 1: _Briscoe v. Bank of Kentucky_, 11 Peters, 257, 317.]

The power to grant the franchise of corporate capacity being therefore
inherent in the sovereignty of the states, will not a tax imposed by
Congress upon the exercise of the franchise constitute an interference
with the power? If so the tax is unconstitutional.

The Supreme Court has repeatedly held, that the National Government
"cannot exercise its power of taxation so as to d