the several Superior Courts and the office of the Secretary of State, where many papers are required to be filed.

By Act of October 1st, 1883, P. L. 148, all railroad companies doing business in this State were required to file with the Secretary of State within twenty (20) days after notification from the Governor a full and complete copy of the charter and all amendments thereto, under which they operate.

A proclamation from the Governor was duly issued on the 21st day of January, 1884, in compliance with this Act.

By Act of October 12th, 1885, P. L. 132, this Act of October 1st, 1883, was amended so as to require the publication of the returns with the Acts and Resolutions of the General Assembly and also to require the publication of all certificates of organization or agreements of association by the purchasers of any railroad companies pursuant to the Act approved February 27th, 1876, to enable the purchasers of railroads to form corporations and the Act providing for a general law for the incorporation of railroads approved September 27th, 1881. No publication was ever made in conformity to this Act.

On the 28th of February, 1876, P. L. 12, an Act was passed providing for keeping a record of all bonds issued in this State which required returns to be made by all public and private corporations to the Secretary of State, showing the amount and character of all bonds issued or endorsed by such corporation.

On the 28th day of January, 1890, the Governor of the State issued his proclamation reciting the Acts of October 1st, 1883, and February 28th, 1876, and after stating that "the records in the office of the Secretary of State show that the Act of 1883 and that of 1876 have not been strictly complied with," ordered a compliance therewith within twenty (20) days, and that when such publication has been completed the penalties prescribed in the said Acts be immediately enforced against every public and private corporation which may still neglect or refuse to comply with their provisions and against every person who, after the expiration of twenty (20) days from that day may violate the provisions of the Act of 1876.

As to all papers filed with the Secretary of State, our Supreme Court have held they will take judicial notice thereof, so that it behooves the public to have knowledge in some way of what these various corporations admit liability for and the authority under which they claim to act.

To no one person or authority are they subject to inspection except in the case of banks by the State Treasurer or by suit brought asking the court to exercise its visitorial power, and no appropriate legislation has been enacted to carry out the provisions of the article of the Constitution as to the exercise of the police power over the conduct of their business or prohibition against authorizing the purchase of shares in other corporations in this State or elsewhere. If such be the case with our own State corporations, what shall we say in reference to foreign corporations?

By our Code, $1675, they are recognized only by comity, and so long as the same comity is extended to Georgia corporations.

The laws of other States and nations have no force here other than provided by the Constitution of the United States and recognized by the comity of States, which our courts enforce until restrained by the General Assembly, so long as its enforcement is not contrary to the policy or prejudicial to the interest

of the State.

This policy in Georgia is to be found in the Constitution, which declares that the exercise of the police power of the State shall never be abridged, or so construed as to permit corporations to conduct their business in such a manner as to infringe the rights of individuals or general well-being of the State, and makes illegal and void all contracts to defeat or lessen competition or encourage monopoly.

The Supreme Court of the United States, in 101 U. S. 356, say, "In harmony with the general law of comity obtaining among States composing the Union, the presumption should be indulged that a corporation of one State, not forbidden by the law of its being, may exercise within any other State the general powers conferred by its own charter, unless it is prohibited from so doing either in the direct enactments of the law of the State, or by its public policy to be deduced from the general course of legislation, or from the settled adjudications of its highest court." In a recent case decided by the Court of Appeals of Texas, 15 S. W. 505, it construed a late Act authorizing the organization of mercantile organizations as a direct prohibition against the operation of foreign corporations in that State, holding that the rule of comity does not extend so far as to make valid the charter of another corporation obtained in another State for the

sole purpose of evading the law of and doing business in Texas, the court citing 6 Kansas, 254, which states that "comity was never accorded for the purpose of giving any State unlimited power to dispose of the franchises of acting in a corporate capacity in another State, or to "spawn corporations" for that purpose.

Further, that it is not necessary that a State should, by express enactment, exclude foreign corporations in order to indicate that they shall not be allowed to act within its jurisdiction; the will of the State may be implied from its general policy and legislation.

Our own Supreme Court, in 66 Ga. 529, say, while they recognize the rule of comity by which foreign corporations are permitted to exercise the privileges in this State which are granted to them in other States, that courtesy to the foreign State "extends no farther than to permit her child to do here what the child may do at home." What shall we say then in reference to foreign corporations which are granted privileges to be exercised in other States and not in the State creating them, yet such is the language in the charter of a foreign corporation now controlling to a great extent the railroad interests of this State. Is not the exercise of this authority uncontrolled contrary to the public policy of our State, and should not some law be enacted, either in the exercise of the police power of the State or otherwise, pursuant to the provisions of the Constitution, which, while giving full protection to corporations of our sister States, shall grant to them the right to exercise only such privileges as our own corporations shall have and exercise amongst us, and which their own State may grant to them, to be exercised therein, and require at the hands of all corporations, and not only foreign insurance companies, to take out a license in this State before doing any business here, filing statements of their assets and liabilities, and holding themselves, as to the business done in this State, amenable to her Constitution and laws, and liable to suit "in personam."

VI. On the 19th of June, 1215, through the instrumentality of the church and Barons of England, the Magna Charter was signed; to have produced which, and preserved it to maturity, "constitutes the immortal claim of England on the esteem of mankind."

The clause that "no freeman shall be affected in his person or property save by legal judgment of his peers or by the law of the land, has well been called the bulwark of liberty, but is now, to a great extent, practically set at naught. Has not the time come. to modify it at least as to the rendition of verdicts in civil cases? At our last session an admirable address was delivered on this subject, upon which you will doubtless take action, but I cannot refrain from presenting to you the summary of the report of the Imperial Commission of China, upon what is facetiously called the "Melican man's Jury," wherein they name three objections thereto.

"1. While the weighing of evidence requires a trained mind, the jurors are chosen at random and are chiefly uneducated men.

"2. The verdict is required to be unanimous, making conviction next to impossible in cases that admit of a difference of opinion.

"3. To secure impartiality they are required to declare beforehand that they have formed no opinion on the subject; they are accordingly men whe either do not read or do not reflect."

Over the signature of Idler, a Georgia journal said recently: "Just look at the progress in science, and art, and journalism, and dentistry, and railroads, and surgery, and architecture, and Statecraft, and machinery, and almost everything else, and then turn and gaze upon the law. There you are, the same old cobwebs, the same old hair-splitting technicalities, the same old ridiculous forms, the same old ridiculous ramifications, the same old entangled labyrinths and the same old a good many other things, not forgetting the same old law's delays which Shakespeare made Hamlet lament over four hundred years ago." This is the language of a laymen who can find fault like the China Commission; but must we not improve and simplify the law and its procedure, must we not make it more certain and less uncertain, is it not wisest to lessen the power of the jury and exalt the position of the judge? The law must be supreme, and not capable of being defeated by inattention or disregard of the charge of the court, and where the plaintiff cannot recover under the law, why should he be allowed to recover through the prejudice of the jury; why allow a recovery through the prejudice of a jury, when, by law, he ought not to recover; shall the reiterated prejudice or affirmance of juries be permitted to over

ride the majesty of the law? I trow not. The jury is to aid the court, not govern it; and ceasing to be an aid, its large discretion should be curtailed and the judge allowed to give direction in civil matters. At least after the abolition of differences between suits at law and equity, except as to the prayers for relief, should not the jury in every case be required to find only the facts to which the court should apply the law?

In the North American Review of February, 1891, appears an article entitled "Can Lawyers Be Honest?” This closes with the question, "Who will rescue a most honorable calling from its present unfortunate environment?" This author, from his many questions, fails to appreciate the different positions a lawyer is required to assume in the progress of events. He has been styled "Why? Why?" and his article has called forth many replies, among which is one in the April number of the same Review, the author of which says, among other things, "Whenever Utopia shall come and every one employ his time in standing at the door of his hut descanting upon the virtues of his neighbor and his own infirmities, then the lawyer will be relieved of a large part of his duties, but not before."

"Sir," said Dr. Johnson to Sir William Forbes," a lawyer has no business with the justice or injustice of the cause which he undertakes, unless his client asks his opinion, and then he is bound to give it honestly. The justice or injustice of the cause is to be decided by the judge. Consider, sir, what is the purpose of the courts of justice. It is that every man may have his cause fairly tried by men appointed to try causes. A lawyer is not to tell what he knows to be a lie; he is not to produce what he knows to be a false deed; but he is not to usurp the province of the jury and of the judge and determine what shall be the effect of evidence, what shall be the result of legal argument. If, by a superiority of attention, of knowledge, of skill and a better method of communication, a lawyer hath the advantage of his adversary, it is an advantage to which he is entitled. There must always be some advantage on one side or the other, and it is better that the advantage should be by talents than by chance." Our own Chief Justice has said (Journal, 1886, 118), "The truth or the justice of a case as a whole is not upon the conscience of counsel for either of the parties. Such a burden would be inconsistent with the very work appointed for him to do.”