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In an article in the February number of this magazine1 the writer discussed the need of a national incorporation law. The following is proposed as such; its object is to set forth what, perhaps, may be possible under such a law; what some will think necessary or desirable; what some will think unnecessary and undesirable; and what others will undoubtedly think is all wrong, if not vicious. Whatever view is taken the writer's purpose will be accomplished if consideration and discussion of the proper details of such a law, are provoked. There are two classes who desire a national incorporation law, those who believe such is necessary for the proper regulation of the large corporations engaged in national commerce, in order to promote the general welfare, and those engaged in such commerce who wish to be relieved from the inconvenience and unequal or unjust burdens arising from conflicting state regulations; the former will be inclined to favor a law something similar to this, and the latter only such a national law as would give all the rights and powers the most liberal state law now gives, and relieves from all the restraints that more rigid state laws impose. As between these two the former have been in minid, rather than the latter. There are probably also two classes opposed to a national law,---those who believe such a law would shift the balance of powers from the states to the national government, and be disastrous; and those who find opportunity for floating fraudulent schemes, or securing powers and privileges that enable them to enrich themselves at the expense of others, without danger of punishment,--reap all the benefits and escape all the burdens. As between these two, the latter have been in mind rather than the former.