license, and when the classification is in its nature not arbitrary, but just and fair, there can be no constitutional objection to it. . . . . Here, foreign insurance corporations are classified by the States from which they come; and when we consider the purposes of such classification, it cannot be held that there is anything arbitrary or unjust therein. But, doubtless, this charge is not to be considered as within the constitutional restrictions as to taxation, but rather in the nature of a license or condition of entering this State and transacting business within its limits." § 7931. Distinction between Statutes of Retaliation and Statutes of Reciprocity. In the construction of these statutes a distinction has been taken between them and statutes of reciprocity, in that while the statutes of reciprocity are to be liberally construed, these statutes of retaliation are to be strictly construed; and it has been said that a statute of the latter kind is "not applied to a case that does not fairly fall within its letter." Upon this principle of strict construction, it has been held that a judgment of ouster, in a proceeding by quo warranto against a foreign corporation which has complied with the laws of Minnesota, will not be granted, as a uniform. It is not, for instance, in violation of a constitutional provision which empowers the legislature to lay certain taxes "in such manner as it shall, from time to time, direct by general law, uniform as to the class upon which it operates." Const. Ill., art. IX, § 1; Home Ins. Co. v. Swigert, 104 Ill. 653, 658. 1 Phoenix Ins. Co. v. Welch, 29 Kan. 672, 678. See also State v. Insurance Co., 115 Ind. 257, 267, where this language is quoted with full approval. State v. Insurance Co., 49 Ohio St. 440, 444; 8. c. 34 Am. St. Rep. 573. In respect of the difference between a reciprocal and a retaliatory statute, the statute above quoted was held to be a statute of the latter kind, the court saying: "Reciprocity expresses the act of an interchange of favors between persons or nations; retaliation, that of returning evil for evil, or disfavors for disfavors. Accurately speaking, we reciprocate favors and retaliate disfavors. This, then, is a retaliatory statute. It treats the companies of other States as Ohio companies are treated in those States; but the moment it is made to appear that Ohio companies are not treated with the same favor in another State that companies of that State are treated in Ohio, a case is made for the application of its provisions, and retaliation follows as a result." State v. Insurance Co., 49 Ohio St. 440, 444; 8. c. 34 Am. St. Rep. 573. measure of retaliation, upon the ground that the laws of the State where it was created would exclude corporations of Minnesota from doing business there, unless it is clearly apparent that such is the effect of the foreign law. Upon the same principle, it has been held that to make a case for the application of the reciprocity statute above quoted, it must be made to appear that a company has been formed in the State of Ohio to do substantially the same kind and line of insurance of the foreign corporation which it is sought to oust of the exercise of its franchises within the domestic State, and that such Ohio corporation would, by the laws of the foreign State, be precluded from transacting the same business therein, or be subjected to burdens not imposed by the laws of Ohio on such foreign company. So, it is held in other courts that the contingency which renders these retaliatory statutes operative, arises when the laws of another State impose the additional burdens and conditions upon corporations of the State enacting the statute, and is not delayed until some corporation of the domestic State is actually subjected to such burdens and conditions." 1 State v. Fidelity &c. Ins. Co., 39 Minn. 538; 8. c. 41 N. W. Rep. 108; 26 Am. & Eng. Corp. Cas. 11. State v. Insurance Company, 49 Ohio St. 440; 8. c. 34 Am. St. Rep. 573; 31 N. E. Rep. 655; 21 Ins. L. J. 673; 20 Wash. Law Rep. 485. Phoenix Ins. Co. v. Welch, 29 Kan. 672. Where the retaliatory statute provided that, "when, by the laws of any other State, any taxes, fines, penalties, licenses, fees, deposits of moneys or of securities, or other obligations or prohibitions, are imposed or would be imposed, on insurance companies of this State, doing, or that might seek to do, business in such other State, or upon their agents therein, so long as such laws continue in force, the same obligations and prohibitions, of whatever kind, shall be imposed upon all insurance companies of such other State doing business within this State, or upon their agents here" (Code Iowa, § 1154),-it was held that an insurance company organized in the State of New York, with power to make several different kinds of insurance, cannot do business in Iowa, and would be ousted of its privilege of so doing by quo warranto, where it appeared that an Iowa company would not be permitted, in New York, to make more than one line of insurance; and this although no Iowa company may have attempted to make more than one line of insurance in the State of New York. "It is not important nor necessary," said the court, "to the existence of the law here, that an Iowa company should go to New York to test the sincerity of the people in the enforce § 7932. Restrictions upon Exercising the Right of Emi. nent Domain. - The power of a private corporation to acquire private property for the public purposes for which it may have been chartered, is a power which comes to it alone through the delegation of the State of its sovereign right of eminent domain. The power cannot, therefore, be exercised by a foreign corporation on a mere principle of comity, because it will never be presumed, in the absence of affirmative legislation, that the State delegates any part of its sovereignty to a foreign corporation. It may be stated with confidence in every case that this power cannot be exercised by a corporation created under the laws of one State or country, within the limits of another State or country, without the consent of the legislature of that other State or country, affirmatively expressed. Nor will the power to take land by the right of eminent domain which has been granted by the legislature of a State to a domestic corporation, pass to a foreign corporation, which succeeds by deed to the rights and powers of the domestic corporation, without the assent of the legislature of the domestic State. But it is not necessary that such assent should be expressed in a single statute. It may be gathered by implication from a series of acts of the domestic legislature. ment of her laws; nor is such a step necessary to the enforcement of the law in this State. A spirit of comity between the States should induce a belief that their laws are made in good faith, and for observance. The sting of the adder may be necessary in some cases, to avoid encroachments, but such necessity is not the result of a law or rule of action." State v. Fidelity &c. Ins. Co., 77 Iowa 648, 653. That the New York statutory provision that where any other State shall impose any obligation on New York corporations doing business in such other State, the like obligations are imposed on similar corporations of such other State transacting business in New York, applies only to obligations, and not to prohibitions or limitations upon the powers of such corporations, such as a denial of the right to insure persons over sixty years old, - see Griesa v. Massachusetts Ben. Asso., 15 N. Y. Supp. 71. 1 Ante, § 5587, et seq. Abbott v. New York &c. R. Co., 145 Mass. 450. Ibid. The constitution of Arkansas, in a section imposing restrictions upon foreign corporations, adds: "Nor shall they have power to condemn or appropriate private property." Ark. Const. of 1874, art. XII., § 11. The constitution of Nebraska, 87933. Statutes Requiring Foreign Corporations to File Charter, Certificate of Incorporation, Articles of Association, etc.-Statutes exist in many of the States requiring any foreign corporation, seeking to do business within the State, to file a copy of its charter, certificate of incorporation, or articles of association, by whatever name called, with the Secretary of State, before doing any business in the State.' This is one of in like manner, provides that no foreign corporation shall exercise the right of eminent domain, or acquire the right of way, etc., in that State. Const. Neb., art. XI, § 8. This provision cannot be evaded by the act of one foreign corporation, which has not become a corporation under the laws of Nebraska, availing itself of the services of another corporation: State v. Scott, 22 Neb. 628; Koenig v. Chicago &c. R. Co., 27 Neb. 699; s. c. 43 N. W. Rep. 423. But a foreign railroad company must, before it can proceed, become incorporated under the laws of the State: State v. Scott, supra. Until which time a land-owner is entitled to an injunction against the appropriation of his land: Koenig v. Chicago &c. R. Co., supra. But where a railroad company, incorporated under the laws of another State, and operating a railroad to a point on the boundary line of the domestic State, consolidates, under the laws of the domestic State, with a domestic corporation operating a railroad from that point, so that the two become one corporation, the consolidated company becomes a domestic corporation, and not within the above constitutional prohibition: State v. Chicago &c. R. Co., 25 Neb. 156; s. c. 41 N. W. Rep. 125; State v. Missouri Pac. R. Co., 25 Neb. 164; 8. c. 41 N. W. Rep. 127; State v. Chicago &c. R. Co., 25 Neb. 165; 8. c. 41 N. W. Rep. 128; ante, §§ 319, 320, 7891. And it becomes a "domestic corporation," within the meaning of statutes regulating the condemnation of land: Re St. Paul &c. R. Co., 36 Minn. 85; 8. c. 30 N. W. Rep. 432. In the Nebraska cases first above cited, the domestic railroad company had leased its property to a foreign railroad company; and the substance of the decisions was that the foreign company could not thereafter employ the domestic company as the means of effecting a condemnation of land to acquire depot facilities: State v. Scott, 22 Neb. 628; Koenig v. Chicago &c. R. Co., 27 Neb. 699; 8. c. 43 N. W. Rep. 423. But contrary to this, it has been held in New York that the fact that a railroad corporation has leased its road for the full term of its corporate existence to a foreign corporation, does not prevent it from acquiring land by proceedings in invitum: Re New York &c. R. Co., 35 Hun (N. Y.), 220; s. c. affirmed, 99 N. Y. 12. That foreign railroad companies are entitled to the benefit of New York Laws 1881, ch. 249, amending N. Y. Act, April 2, 1850, relating to the condemnation of land, -see Re Marks, 6 N. Y. Supp. 105. 1 See, for instance, Gen. Laws Tex. 1887, ch. 128, p. 116; Gen. Laws Tex. 1889, ch. 78, p. 87; Code Wash., § 2480. Where the statutory provision is that before foreign corporations shall do business in the State or Territory, they shall "file for record with the Secretary of the State or Territory, and also with the recorder of the county in which the modes adopted by some of the States for domesticating foreign corporations. Some of the statutes under consideration not only impose penalties upon the foreign corporation neglecting to comply with their provisions, but also declare that all their acts and contracts made within the State during the period of their default shall be void. If the Secretary of they are carrying on business, the charter or certificate of incorporation, duly authenticated, or a copy of said charter or certificate of incorporation," and the foreign corporation is created in a State, under whose laws the evidence of its incorporation is a certificate issued by the Secretary of State, it is held that, for the purposes of an action in the State in which it thus engages in business, it proves its incorporation by producing a certificate of its incorporation, acknowledged before a notary public of the State issuing it, authenticated by the certificate of the Secretary of such State, under his official seal, as being a correct copy of the duplicate original on file in his office, and also by a certificate under seal of a commissioner of the State or Territory within which the corporation thus engages in business, resident within the State creating it, to the effect that the copy has been found by him to be a correct copy after comparing the same with the original, in the absence of any statute prescribing the mode of proof in such a case. Hammer v. Garfield Mining &c. Co., 130 U. S. 291. The code of the State of Washington prescribes in careful language the manner in which such a certificate shall be authenticated: Code Wash., § 2480, as amended Feb. 3, 1886. 1 Thus, a statute of Iowa, relating to railroad companies, provides that such a company, organized under the laws of another State, owning and operating a line of road within the State of Iowa, "shall have and possess all the powers, franchises, rights, and privileges, and be subject to the same liabilities, of railroad companies organized and incorporated under the laws of this State, including the right to sue, and the liability to be sued, the same as railroads organized under the laws of this State." Iowa Acts, 18th Gen. Assem., ch. 128. See State v. Chicago &c. R. Co., 80 Iowa, 586; 8. c. 46 N. W. Rep. 741,-where, in the absence of evidence that a foreign railroad company had complied with the statute, the court held that it was not entitled to personal service of notice of a proceeding to establish a road across its track. Even if domestic corporations were entitled to such notice, the foreign corporation could not claim the rights of a domestic corporation without showing compliance with the statute. See, for instance, Code Wash., § 2485, making the agents of foreign corporations so acting guilty of a misdemeanor. 'It was held, under a statute containing such provisions, that a domestic citizen could not maintain an action against a foreign corporation, on behalf of himself and others similarly situated, to enjoin it from erecting certain telephone poles in a city, on the ground of its failure to comply with the statute, unless otherwise the petition showed a right to an injunction. Hershfield v. Rocky Mountain Bell Tel. Co., 12 Mont. 102; s. c. 29 Pac. Rep. 883. The decision does not |