Banks-Corporations--and Other Mysterious Entities
DLaycock at law.utexas.edu
Thu Aug 31 16:20:55 PDT 2006
Congress creates instrumentalities like the TVA and the FDIC (Federal Deposit Insurance Corporation after all), and some that are publicly traded, private corporations designed to serve government purposes, and with implicit government financial backing, like Fannie Mae, Ginnie Mae, and Sallie Mae.
And I have to believe that if Congress chose, it could charter any private corporation that planned to engage in interstate commerce, or even do business in or affecting interstate commerce. Surely it is tradition, and general satisfaction with state corporate charters (and more and more powerful people happy with what Delaware does than unhappy or appalled at what Delaware does), and not any lack of federal power, that keeps corporation law mostly a state-law matter.
In 1819, there were no railroads, no telegraphs, and no paved roads. The scope of interstate commerce was very different in fact as well as in common understanding. But I would think that if Congress had wanted to charter an interstate steampship company, or an interstate bridge company, the Marshall Court would have upheld the power to do it. But the opponents of the bank and the opponents of internal improvements (probably the same people for the most part) would have opposed such a plan, and states were doing it. If any such proposals were afoot, I don't know about them.
Alice McKean Young Regents Chair in Law
The University of Texas at Austin
Prof. Douglas Laycock
University of Michigan Law School
625 S. State St.
Ann Arbor, MI 48109
From: conlawprof-bounces at lists.ucla.edu on behalf of rjlipkin at aol.com
Sent: Thu 8/31/2006 5:50 PM
To: CONLAWPROF at lists.ucla.edu
Subject: Banks-Corporations--and Other Mysterious Entities
What other entities, at the time of McCulloch, would count as a corporation which Congress could create pursuant to the Necessary & Proper Clause besides banks? What entities can be created through the Clause now? I need to know by 8 PM tonight, so let's get cracking. Seriously, I'd be grateful for an answer. Thanks.
Robert Justin Lipkin
Professor of Law
Widener University School of Law
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