Killing Korporations: Charter Revocation as a Remedy

Corporate Charters are legal instruments granted by a state, which grant special privileges, (limited liability), and legal rights, (corporate person-hood), which are defined by legislation of the states that granted this charter. In short, a corporation is statutory grant of existence, and that existence is subject to the statutes that define its existence.

What can be granted by the state can be revoked by the state

What exactly is a state?

As a noun, a people permanently occupying a fixed territory bound together by common habits and custom into one body politic exercising, through the medium of an organized government, independent sovereignty and control over all persons and things within its boundaries, capable of making war and peace and of entering into international relations with other states. The section of territory occupied by one of the United States. The people of a state, in their collective capacity, considered as the party wronged by a criminal deed; the public; as in the title of a case, "The State v. A. B." The circumstances or condition of a being or thing at a given time.

We the People comprise a state. People are the state, not governments. All people have the inalienable right to a redress of grievances, and access to the organized government they established in which to seek a remedy.

When the people are faced with rogue corporations that have harmed them through indisputable evidence, the people need not wait for government officials to act on their behalf, and the people can at all times, and should, act on their own behalf. A rogue corporation, given their grant of corporate personhood, is tantamount to a criminal, and any crimes that "person" commits against the people is liable for prosecution, and can be expected to to be held accountable to justice.

In modern times, all to often, the actions of "justice" are regulated by administrative agencies such as; the SEC, FDA, USDA, FCC, as well as both federal and state Attorney Generals, who will turn to both state and federal prosecutors to hold accountable actual real "persons" who work within a corporate structure, leaving the corporation itself intact to continue operating as if that structure itself was not guilty of any crime, even though that structure has been granted a right of personhood. However, there is, as there always has been, another option. That option is revocation of corporate charter, which is tantamount to the death penalty for corporations:

Throughout the nation's history, the states have had -- and still have -- the authority to give birth to a corporation, by granting a corporate charter, and to impose the death penalty on a corporate wrongdoer by revoking its charter. Activist-author Richard Grossman points out that in 1890, for example, New York's highest court revoked the charter of the North River Sugar Refining Corporation -- referring to the judgment explicitly as one of ''corporate death.'' It was once widely understood that the states had this power. ''New York, Ohio, Michigan and Nebraska revoked the charters of oil, match, sugar and whiskey trusts'' in the 1800s, Grossman wrote in the pamphlet, ''Taking Care of Business: Citizenship and the Charter of Incorporation,'' co-authored with Frank Adams.

One of the legal strategies of revoking a corporate charter is:

In accordance with the strict legislative control exercised over corporations who sought the privilege of incorporation and following in the path of centuries of English commonlaw (case made law), the states codified (made into written law) the power to revoke the charters of corporations who "misused" or "abused" their charter powers. The English foundation for these statutes can be traced to the theory of quo warranto, which literally means that the state is asking the corporation, "By which grant of right do you exercise the powers you are exercising?" The extensive history of quo warranto theory to revoke charters adds credence to its contemporary use.

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One of the problems is that the quo warranto statutes give only the Attorney General the power to bring a corporate charter revocation action. Many times, the state statute gives the Attorney General the discretion to bring such an action. The language is usually couched as "the Attorney General may" initiate proceedings to revoke the corporation's charter. This "may" is very difficult for citizens to enforce because it grants broad discretion to the Attorney General that the courts are reluctant to enforce. To attempt to force the A.G. to take action in this situation is a losing proposition unless a massive citizen movement can be launched that convinces him/her that his/her political future rests upon his/her decision to take action against the corporation.

Here is a link to a more extensive definition of Quo Warranto

Why is it that Attorney Generals are not using their authority to revoke a charter for a corporations right to exist?

Although state and federal courts have consistently recognized the authority of attorneys general to revoke corporate charters, attorneys general have rarely chosen to exercise this option against large corporations. And no attorney general has even raised the possibility of using charter revocation as a remedy during the recent corporate crime wave.

Observers attribute this reluctance to the strong influence corporations have come to wield over state governments, as well as the severe nature of the penalty.

Is it simply because most Attorney Generals are bought and paid for by corporate influence? What the hell is going on? What can we do about it? We who would act as citizen lawyers must act, but how? First we must understand that Attorney Generals have the right of prosecutorial discretion in making a decision to not revoke a corporate charter. This means if an A.G. is retaining the right of prosecutorial discretion in such a matter, then before we the people can have a corporate charter revoked, we must first hold accountable the A.G. refusing to revoke that charter.

Loyola Law School professor Robert Benson has this to say about the matter:

"Legal publishers routinely describe it in their manuals that keep lawyers up to date on the law," Benson explains. "In California, the very same statutory words that authorize revocation of corporate charters also authorize revocation of governmental power unlawfully usurped, and those words have been used for the latter purpose scores of times over the years."

Arguably the people could use the same process by which they would have a corporations charter revoked to also place pressure on an Attorney General to do their job and revoke that charter under threat of removal. This would require relying upon the courts and their authority of judicial review, which is yet another problem the people face in attempting to destroy a corporation. Courts are famously hesitant to impose upon Attorney Generals such a requirement because of prosecutorial discretion. There is also the matter of burden of proof if we the people are to rely upon the courts to use their power of judicial review in holding an Attorney General accountable.

Those activists who have made the effort to first petition the A.G. for a redress of grievances in the matter of charter revocation, and have failed to find a remedy by this effort, if they are to file a law suit, must be able to prove that the A.G. was "arbitrary and capricious." in their decision to not revoke a corporations charter. Proving such arbitrary and capriciousness is not at all easy, and could simply just be on more brick wall the people find themselves banging their heads against when demanding justice. However, because the State of Delaware is a well known corporate haven, this means that most corporations in the U.S. have been chartered in Delaware. The good news here is that Delaware also has the strongest quo warranto statute of any state.

Under Delaware law, the Attorney General "shall" bring a charter revocation suit if requested to do so by a "proper party." The statute, therefore, is not discretionary, but mandatory. This area of the law offers a new opportunity-a lawsuit that requires the issuance by the court of a writ of mandamus-this type of law is used to force state employees who have refused to take a non-discretionary action. CELDF believes that this gives citizens the necessary opening to force the Attorney General to bring a corporate charter revocation lawsuit against a corporation that has "misused" or "abused" its charter powers. Courts are much more willing to force the Attorney General to act in a "shall" situation than a "may" situation, because the legislature has specifically spoken about the activities that they wish the A.G. to pursue.

sonic.net...

What precisely is a misuse, or abuse of charter powers? In the next post we will look at that a little closer to better determine how we the people can ensure justice is done and corporations who have abused their privilege be not just fined or censured, but destroyed.

Continued...

Continuing...

How does a corporation "misuse" or "abuse" its charter powers? One needs to look to prior case law to discover what activities fall into this category. Obviously, illegal activity falls outside of any charter powers that could be granted by the state. In Delaware law, as with many other states, corporate charter revocations were commonplace until around 1950. The drop-off of charter revocation actions can be blamed on the rise of the "regulatory state," in which regulation in the corporate area was passed to administrative state agencies established for these purposes. These revocation cases have defined "misuse" and "abuse" as a consistent history of statutory violations that caused public harms. CELDF believes that many of the largest U.S. corporations, including WMX Technologies Corporation, Weyerhauser Corporation, Monsanto Corporation, Union Carbide Corporation, and CSX Transportation Corporation fall into those categories of companies that have misused and abused their charter powers.

sonic.net...

Many members in this site have used ATS as a forum in which to express their outrage and even sense of helplessness, or powerlessness against the rise of corporatism, but few have offered a solution outside demanding more regulation, which is demonstrably as much a part of the problem as is corporatism. I am sure many members will disagree with that assessment, as there are several in this site who hold a strong distrust for free market principles, and believe that in order for the people to be protected from any malfeasance or criminality of business, that regulation is necessary. However, regulation is very much a part of the U.S. market place, and even with "de-regulation", there is still regulation, and with regulation comes regulatory agencies that all too often operate upon their own rules, rarely operating within the confines of federal or state Constitutions.

The biggest problem lies in the fact that we the people have become lazy and have relied too heavily on administrative agencies that have put more effort in regulating our daily lives than in regulating corporations. This is why so many people have come to believe that corporations have "more rights" than the average person does. It is, however, quite simply not true that corporations have more rights than people do, they have simply put more effort forth, and done their due diligence in jealously protecting, and zealously asserting their rights. The corporation often times has much more money to ensure their legal rights are protected than do most average people have to ensure their inalienable rights are protected, but the average person is not without avenues in which to assert and protect their rights, and when it comes to destroying a corporation, they are not without avenues in which to make this happen.

Of course, while the power of one can be quite powerful, facing the corporation all alone can be a daunting task. An individual attempting to bring down a corporation would have to, on their own, study a myriad of case law, and exhaust all available remedies before relying on the doctrine of quo warranto, and who among us has that sort of time? Indeed, I have intended to create this thread long before now, but just getting the necessary information to inform the reader of this much takes time and effort not always available to me, but we are not alone. There are organizations out there, such as; Community Environmental Legal Defense Fund, CorpWatch, and Citizen Works' Corporate Reform Campaign, among others, where we can either join and actively help to accomplish this goal of destroying abusive corporations, or at the very least donate money to, so that they may continue to work on our behalf. Beyond this, we can do, as many of us all ready are, continuing to document the misuse and abuse of a corporate charter by a corporation as our small effort in defeating the corporatist agenda.

It should be noted that corporations, are only a part of the problem, and their are powerful unions, and other PAC's in existence that have used their power of organization to influence the political process. We are as heavily regulated as we are as individuals because organizations have lobbied Congress to do so. The AMA, ADA, and other medical organizations have lobbied Congress to keep "alternative medicines" from entering the mainstream, and their efforts have been aided greatly by the corporate pharmaceuticals. It is not just multinational corporations such as Phizer and Monsanto that need to be destroyed and have their charters revoked, non-profit organizations need to face the same justice as well. Both the SPLC and ADL have, of late, greatly abused and misused their charter privilege, and smugly believe they can do so because you or I could not afford to fight them in court. They are mistaken, and while as individuals we may not be able to go toe-to-toe with these Leviathan's, we can form our alliances and do what we must to destroy them by relying upon the law that exists to protect our individual rights and freedom.

This inherent political power we possess doesn't stop with business and non-profit organizations, and we can also use the very same tactics we would use to destroy a corporation, to destroy the Federal Reserve, and a myriad of other administrative agencies that have arrogantly deigned to tell us that we serve them, and must surrender our rights in order to obey them, but, for now, and given the atrocities perpetuated most recently by BP, we can, and should use our inherent political power as best we can to kill those corporations who have stupidly assumed they could control us. We can fight or surrender, but I would suggest the terms of surrender being offered are completely unacceptable, and the only viable option available to us is to fight.

Well presented. But this would potentially put many, many people out of work. You'd be punishing the part-time cashier at one Wal-mart store because you've dissolved the entire company.

What's your plan to offset the loss of work for so many people who arguably had little or no impact on their corporation's decision-making?

reply to post by Blender Ace


And what of the countless small businesses such as mom and pop grocery stores that have been put out of business by mega-chains such as Wal-Mart? Wal-Mart does strategically place its stores to compete with as much local business as possible, and the far majority of the time drives them out of business. The same can be said for fast food chains, Starbucks, etc.

reply to post by Blender Ace


For years I have listened to people complain how Walmart put out of business mom and pop hardware stores across the nation, now I listen to people defend Walmart as necessary for jobs. Besides, I am not so sure Walmart is a corporation that has misused and abused their corporate charter, but that is beside the point.

It is a sort of neurosis with people today that they will complain about banking institutions and continue to do business with them. I operate my own business as a freelance writer and I would much prefer to be paid cash for my services than by a check, but it is difficult to get people to pay in cash, and here's the kicker; Because of my efforts to boycott banks, I do not want to do business with them, so when people insist they want to pay by check, I ask them to go get a money order and most agree to this. The irony of this, is that a money order takes more effort to get than simply paying me with cash. How ridiculous is that? It seems most people only do business with banks so they complain about them.

Of course, it would be argued that it is the system, and if we want to function in the system we have to do business with banks, but banks created that system that "forces" you to do business with them. It has only been roughly two decades since most people paid strictly with cash for goods and services, but now, there are businesses that actually refuse to accept cash.

In terms of jobs, I have long held that working for the man was never The American Dream, and working for oneself, and owning their own business was The American Dream. Of course, not everyone wants to own their own business, but small businesses employ people just the same as corporations do. The difference is that a small business is far less likely to outsource a job to India or somewhere else than a big business is. The sham of "Too Big To Fail" is a corporate sham, where your tax dollars are used to bail out businesses that all ready have failed. This is why they require a bailout, but when a small business goes under, nobody is concerned with bailing them out.

Massive competition is in the best interest of all buyers, but corporations do everything they can to destroy competition instead of compete. Massive competition would mean massive small to mid-size businesses all competing with each other to bring you the best possible goods or services at the best possible price, and these small to mid-sized businesses, those that succeed, will certainly be hiring people to work for them. Kill the corporation and the corporatist agenda and the free market will have a much better chance of flourishing than it does today.

Great thread. You have compiled some very insightful information. I think I'm going to have to read over this again.

To all of the people that don't want to pay taxes dig deep. This might be the direction for your ticket out. Find a solution to the corporate person.

ETA: I've looked at all states Secretary of State web portals and cannot find where the FEDERAL RESERVE is incorporated. My guess is Puerto Rico, but can't seem to find anything.

[edit on 24-6-2010 by belidged]

reply to post by Jean Paul Zodeaux


JPZ, I agree wholeheartedly with what you have posted here. The idea of the corporation is not only antithetical with both traditional free market economics and socialist abstraction, but also a construct that is morally bankrupt. It is a system designed to not generate competition but to eliminate, to eat it up and exert as much market control as possible to gain as much money as possible.

Corporatism took a step further after it generated bloated behemoths through a combination of government skulduggery, questionable business ethics and an outright violation rights worldwide, and began to suck the lifeblood from the American taxpayer. However, this is not necessarily American phenomena; all across the world corporations have leached onto states for life support (as has the state, onto the corporation) while pushing the idea that they are still operating in the realm of 'free market economics'. It is through keeping this lie active via the long propaganda arm of the allegedly forward-thinking business schools that the corporate states of the world trample, and exploit and keep the third world for their resources.

We better watch out or we too will soon be going to route of a failed state, all for the coffers of some legal entity that has gotten too big for its own good.

reply to post by Someone336


It is always a pleasure to read your word, my most respected friend, and I am honored you took the time to read this thread and offer your wisdom here. We must fight this atrocity known as corporatism and we have options available to us in order to do so. I took the time to create this thread for a few reasons, one sadly being that work has been too slow for me lately and I quite simply had the time to create this thread. However, I am also getting tired of being accused of being a rich fat cat that is a corporate shill, simply because I defend free market principles.

It cuts to the bone and hurts deeply that I am dismissed as being some rich guy when at the moment I fear for my survival, and how I will manage to pay my rent and other bills. So, since this lack of work lately has granted me free time, I chose to address this problem that so many want to complain about. It remains to be seen if they will join this thread and offer their support, or if they will just continue to dismiss me as a rich guy out of touch with the common people.

Thanks for your support, I have missed you.

Great Thread!
For the second time today, Time stops, worlds collide. I agree with this completly!
This is very worthwhile, I hope people will read it!
thanks.

reply to post by Jean Paul Zodeaux


JPZ, it is indeed good to talk to you again. I haven't had much time to dabble in ATS as of late due to work - after a cold and dismal winter, summertime seems to be looking upwards and thus less time for long internet musings and debates. I have missed them though.

I hope that those who have dismissed you see this thread and understand, though I am at a loss at how anyone who has read the words you have written has confused you as an insensitive "rich guy."

I hope everything works out for you and your business! I'll be popping my head back in this thread from time to time.

I wholeheartedly agree. This sort of offers an actual solution if you can pressure the ag into pressing charges.

People are scared the choice is we give up everything little by little or gain everything back. It is worth the risk, these soulless corporate vampires will only forever demand more blood until the Wells run dry, so to speak

Now is a time for courage, a time for strength and change. If you fall back into the old ways we will indeed fall. I for one would rather push forward.

Originally posted by Someone336
reply to post by Blender Ace

 

And what of the countless small businesses such as mom and pop grocery stores that have been put out of business by mega-chains such as Wal-Mart?

Perhaps a shame, but at least those mom & pop stores are being replaced with more jobs. What you're proposing is to simply eliminate jobs -- again, punishing workers who have nothing to do with a corporation's leadership failures. This is hardly practical.

reply to post by Blender Ace


Don't let the term mom and pop fool you into believing only mom and pop ran the store. These hardware stores that were put out of business employed people who lost jobs, and some of them went to work for Walmart for a lower wage. Don't kid yourself, you are defending corporatism for no better reason than employment when it is corporatism that has created a large portion of the unemployment that exists today. Shortsightedness is not the path to success.

reply to post by Jean Paul Zodeaux
I am not defending corporations. I am asking what your plan is to replace the jobs that you propose to eliminate.

By the way, that employee working for the mom & pop store probably doesn't receive any benefits nor is entitled to any because the business is so small.

reply to post by Blender Ace


Jobs existed before the advent of Wal-Mart, and as JPZ points out below, it is the fault of a great number of the mega-chains that unemployment is widespread. And have you even stopped to consider the moral ramifications of sweatshop labor?

I don't know how you expect to have a fair, balanced competitive marketplace with corporate monopolies.

Originally posted by Blender Ace
reply to post by Jean Paul Zodeaux

 

I am not defending corporations. I am asking what your plan is to replace the jobs that you propose to eliminate.

By the way, that employee working for the mom & pop store probably doesn't receive any benefits nor is entitled to any because the business is so small.

Yes you are defending corporatism, and I did answer your question when you asked what my "plan" was to "replace" jobs lost by destroying a corporation. You claim not to be defending corporatism but I quoted your last post because in one sentence you make the claim you are not defending corporation and in the very next sentence you turn around and defend corporatism by dismissing mom and pop stores as not having any validity as an employer because they don't receive the same benefits they would at a corporation, but I don't know how great the benefits at Walmart are, do you? Do you work for Walmart? Walmart is not famous for its killer benefits, that is for sure.

Further, a big reason corporations "downsize" and "outsource" is because they can a cheaper employee and cut costs in terms of benefits by doing so. Look, if your greatest ambitions are to be an employee and get great benefits, this is fine with me, but the minute you start telling me that it isn't a good idea to handle a criminal corporation by revoking their charter because they provide jobs, I certainly begin to have a problem with your ambition. Hell BP's oil leak problem has created a whole new field of jobs. Yea! Hoorah for BP!!!! What a glorious corporation! More jobs...whew!

[edit on 24-6-2010 by Jean Paul Zodeaux]

So your solution for the workers whose jobs you've eliminated is to "go get a job"? Help me understand the logic behind this:

Mom & Pop Store employee loses job, finds work at "evil corporation" = bad

Same employee loses corporate job, no Mom & Pop Store to fall back on = good

ALSO, all those sweatshop workers supplying product to the corporation lost their jobs too = good

Of course I despise all the bad business practices a corporation is capable of, but you are not offering a solution. You are offering an impractical slash & burn approach.

Given your "plan" versus reality, then yes I'm absolutely defending corporatism.

Oh, yeah, and I have worked for Wal-mart. I was a night stock-person. This was more than 10 years ago, but at the time
-the pay was far better than anything I could get elsewhere
-afforded me the opportunity to go to college
-and provided acceptable benefits (health care) which saw me through several medical emergencies.

On the same note, I have worked for small business owners. The work may have been more "spiritually gratifying" but the pay was awful, no benefits, and no room for advancement.

Originally posted by Blender Ace
Given your "plan" versus reality, then yes I'm absolutely defending corporatism.

At least now you are finally being honest. It is also telling your post above the one I am quoting when you ask:

So your solution for the workers whose jobs you've eliminated is to "go get a job"?

You want solution for the "workers" because of your Marxist dogma. This is precisely why I spelled corporation with a K in the title of this thread, because while Marxists love to point to corporations and scream that this is what is wrong with capitalism, korporations are Marxist in their ideology. You further offer your ignorance as Marxist wisdom with this crack:

Same employee loses corporate job, no Mom & Pop Store to fall back on = good

Pretending that a free market wouldn't provide jobs. You are no doubt a corporatist, and where I am often accused of being a corporate shill for defending free market principles, at least in this thread we finally have a genuine corporate shill, and it ain't me buddy.