the differences cannot be said to be outside of the constitutional power of the legislature. Orient Ins. Co. v. Daggs, 172 U. S. 557. German Alliance Ins. Co. v. Lewis, 233 U. S. 389.

§ 441. Forfeiture of charter of corporation for failure to file affidavit of innocence not required of individuals. The charter of a Missouri corporation was forfeited by the supreme court of the state for failure of its officers to file with the proper state officer the affidavit prescribed by a statute of the state setting forth the nonparticipation of the corporation in any pool, trust, agreement, combination, etc., under penalty of forfeiture of the charter, or certificate of incorporation, even though the company may never have entered into any such pool, trust, conspiracy or combination. It was insisted on behalf of the corporation that to require an affidavit of innocence by the managing officers of corporations is an unjust discrimination against them, and hence repugnant to the equal protection provision, because individuals, partnerships, and associations of individuals, although equally within the statute against monopolies are not required to make similar exculpatory affidavits. The question, the court states, is whether, for the purpose of such a disclosure as is required by the law in question, corporations may be placed in one class and individuals in another. The answer is declared to be not at all difficult. Corporations may not arbitrarily be selected in order to be subjected to a burden to which individuals would as appropriately be subject. Classification must be reasonable; that is to say, it must be based upon some real and substantial distinction having a just relation to the legislative object in view. When questions arise of alleged conflict with constitutional requirements, every reasonable intendment is in favor of the validity of the legislation under attack. Corporations, unlike individuals, derive their very right to exist from the laws of the state; they have perpetual succession; and they act only by agents,

and often under circumstances where the agency is not manifest. The legislature may reasonably have concluded that, for these and other reasons, corporations are peculiarly apt instruments for establishing and effectuating those trusts and combinations against which the prohibition of the statute is directed, that their business affiliations are not so easily discovered and traced as those of individuals, and that there was therefore a peculiar necessity and fitness in annually requiring from each corporation a solemn assurance of its nonparticipation in the prohibited practices. The act is, in this respect, fairly within the wide range of discretion that the states enjoy in the matter of classification. Mallinckrodt Chemical Works v. Missouri ex rel Jones, 238 U. S. 41.

§ 442. License tax on foreign corporation. The Pennsylvania revenue act of 1879 is not in conflict with the clause of the Federal Constitution vesting in Congress the power to regulate commerce; nor with the clause declaring that the citizens of each state are entitled to the privileges and immunities of citizens in the several states; nor with the clause in the Fourteenth Amendment declaring that no state shall deny to any person within its jurisdiction the equal protection of the laws. The inhibition of the amendment, that no state shall deprive any person within its jurisdiction of the equal protection of the laws, was designed to prevent any person or class of persons from being singled out as a special subject for discriminating and hostile legislation. Under the designation of persons there is no doubt that a private corporation is included. The equal protection of the law which these bodies may claim is only such as is accorded to similar associations within the jurisdiction of the state. The plaintiff in error is not a corporation within the jurisdiction of Pennsylvania. The office it hires is within such jurisdiction, and on condition that it pays the required license tax it can claim the same pro

tection in the use of the office that any other corporation having a similar office may claim. It would then have the equal protection of the law so far as it had anything within the jurisdiction of the state, and the constitutional amendment requires nothing more. The state is not prohibited from discriminating in the privileges it may grant to foreign corporations as a condition of their doing business or hiring offices within its limits, provided always such discrimination does not interfere with any transaction by such corporations of interstate or foreign commerce. It is not every corporation, lawful in the state of its creation, that other states may be willing to admit within their jurisdiction or consent that it have offices in them. And even where the business of a foreign corporation is not unlawful in other states the latter may wish to limit the number of such corporations, or to subject their business to such control as would be in accordance with the policy of governing domestic corporations of a similar character. The states may, therefore, require for the admission within their limits of the corporations of other states, or of any number of them, such conditions as they may choose, without acting in conflict with the concluding provision of the first section of the Fourteenth Amendment. Pembina Con. Silver Mining, etc., Co. v. Pennsylvania, 125 U. S. 181.

§ 443. State restrictions on foreign corporations. Section 1 of the Fourteenth Amendment to the Constitution, declaring that no state shall "deny to any person within its jurisdiction the equal protection of the laws,” does not prohibit a state from imposing such conditions upon foreign corporations as it may choose, as a condition of their admission within its limits." See also, Philadelphia F. Ass'n v. New York, 119 U. S. 110. Norfolk & Western R: Co. v. Commonwealth of Pennsylvania, 136 U. S. 114.

§ 444. Tax on capital of a corporation. The equal protection of the laws is not denied to a foreign corporation

which manufactures goods in other states and sends them into the state for sale, by a tax on the amount of capital employed by it within the state, because of an exemption of corporations which are wholly engaged in manufacturing within the state, when the statute makes no discrimination between foreign and domestic corporations. It is contended that all corporations which manufacture their goods wholly in other states and send them for sale in New York are discriminated against in favor of such corporations, whether foreign or domestic, as manufacture their goods within the state of New York. If the object of the law was to impose a tax upon products of other states while exempting similar domestic goods from taxation, there might be room to contend that such a distinction was constitutionally objectionable as tending to affect or regulate commerce between the states. But, obviously, such is not the purpose of this legislation.

The tax is prescribed as well for New York corporations as for those of other states. The exemption in favor of manufacturing or mining corporations wholly engaged in carrying on manufacture or mining ores within the state is not restricted to New York corporations, but includes corporations of other states as well, when wholly engaged in manufacturing within the state. So it is apparent that there is no purpose disclosed in the statute either to distinguish between New York corporations and those of other states to the detriment of the latter, or to subject property out of the state to taxation. People ex rel. Parke, Davis & Co. v. Roberts, 171 U. S. 658.

§ 445. Corporation, when not within jurisdiction of state. A corporation not created by the laws of a state, nor doing business in that state under conditions that subject it to process from the courts of that state, is not within the jurisdiction of that state, within the meaning of the constitutional provision that no state "shall deny to any person within its jurisdiction the equal protection

of the laws." The Tennessee statute of March 19, 1877, so far as it subordinates the claims of private business corporations of other states, who are creditors of a corporation doing business in that state under that statute, to the claims against the latter corporation of creditors residing in Tennessee, is not a "denial of the equal protection of the laws," secured by the Fourteenth Amendment to the Federal Constitution to persons within the jurisdiction of the state. A Virginia corporation not doing business in Tennessee was denied the right to participate upon terms of equality with Tennessee creditors in the distribution of particular assets of another foreign corporation doing business in that state. It is clear the Virginia corporation cannot rely upon the clause declaring that no state shall "deny to any person within its jurisdiction the equal protection of the laws." That prohibition manifestly relates only to the denial by the state of the equal protection of the laws to persons "within its jurisdiction." The prohibition against the deprivation of property without due process of law is not qualified by the words "within its jurisdiction," while those words are found in the succeeding clause relating to the equal protection of the laws. The Supreme Court declared it could not assume that those words were inserted without any object, nor was it at liberty to eliminate them from the Constitution and to interpret the clause in question as if they were not found in that instrument. It is safe to say that a corporation not created by Tennessee, nor doing business there under conditions that subjected it to process issuing from the courts of Tennessee at the instance of suitors, is not, under the above clause of the Fourteenth Amendment, within the jurisdiction of that state. The Virginia corporation does not appear to have been doing business in Tennessee under any statute that would bring it directly under the jurisdiction of the courts of the state. Nor did it come within the jurisdiction of Tennessee, within the meaning of the amendment, simply by presenting its claim in the state court and thereby