n. For many years this conception of a
corporation, that it could not commit many of the well-known wrongs,
could not slander a person for example, led to perplexing
consequences. Finally the principle was established that through its
agents or servants a corporation could do wrong quite like an
individual. Thus a corporation may be guilty of malice, and may be
punished for slander or libel, for a malicious prosecution, false
representation, for trespass should its agents unlawfully enter on the
land of another, for maintaining a nuisance and the like. A national
bank is forbidden to certify the check of a depositor unless he has
the amount of money stated in the check in the bank. And if this is
done the certifying official and all others who participated with him
in disregarding the law are made criminally liable, and on several
occasions the law has been enforced.
Again, a corporation is liable for the negligence of its servants in
performing their duties, and are constantly sued for their failures. A
railroad company is sued for injuries to its passengers caused by the
improper running of its trains; for its failure to carry and deliver
freight in accordance with its obligations or agreements. Street
railways are constantly sued by passengers who are injured through the
negligence of its officials.
By statutes corporations are required to do many things and, if they
fail, are liable for the consequences. These duties may be divided
into two classes, those toward the public and those that affect their
stockholders. Their public duties may again be divided into those that
are imposed on them by statute, and a still larger number by the
common law. As we have seen, stockholders confide necessarily the
management of their corporation to directors, who in most cases must
necessarily have a largely discretionary power, and who, in turn, must
appoint other agents to execute the details of the corporate business.
These not infrequently fail through incompetence or neglect to perform
their duties properly, and consequently corporations are subjected to
lawsuits in which redress is sought by the injured parties. Some of
these wrongs for which they are liable to the public have been
mentioned, it would require too much space to mention all.
The injuries done to stockholders by their directors remain for
consideration. Unless directors are restricted by action of the
stockholders at a stockholders' meeting, they have the
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