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of incorporation from this State, and whose principal place of business or chief works are located within this State shall pay an annual license tax as follows:

If the authorized capital stock be not more than ten thousand dollars, ten dollars.

If the authorized capital stock be more than ten thousand dollars and not more than twenty-five thousand dollars, fifteen dollars.

If the authorized capital stock be more than twenty-five thousand dollars and not more than fifty thousand dollars, twenty dollars.

If the authorized capital stock be more than fifty thousand dollars and not more than one hundred thousand dollars, twenty-five dollars.

If the authorized capital stock be more than one hundred thousand dollars and not more than one million dollars, twentyfive dollars, and an additional five cents on each and every one thousand dollars or fraction thereof in excess of one hundred thousand dollars.

If the authorized capital stock be more than one million dollars, seventy dollars, and an additional ten dollars on each and every million dollars, or fraction thereof, in excess of the first million dollars.

Every corporation which has heretofore obtained or which shall hereafter obtain a charter or certificate of incorporation from this State, and whose principal place of business or chief works are located outside of this State . . . shall pay an annual license tax as follows:

If the authorized capital stock be not more than twentyfive thousand dollars, twenty dollars.

If the authorized capital stock be more than twenty-five thousand dollars and not more than one hundred thousand dollars, fifty dollars.

If the authorized capital stock be more than one hundred thousand dollars and not more than one million dollars, fifty dollars, and an additional forty cents on. each and every one

thousand dollars, or fraction thereof in excess of one hundred thousand dollars.

If the authorized capital stock be more than one million dollars and not more than two million dollars, four hundred and ten dollars, and an additional thirty cents on each and every one thousand dollars, or fraction thereof, in excess of one million dollars.

If the authorized capital stock be more than two million dollars and not more than three million dollars, seven hundred and ten dollars, and an additional twenty cents on each and every one thousand dollars, or fraction thereof, in excess of two million dollars.

If the authorized capital stock be more than three million dollars and not more than four million dollars, nine hundred and ten dollars, and an additional ten cents on each and every one thousand dollars, or fraction thereof, in excess of three million dollars.

If the authorized capital stock be more than four million dollars, one thousand and ten dollars, and an additional fifty dollars on each and every one million dollars, or fraction thereof, in excess of four million dollars.416

This discrimination between resident and non-resident corporations with respect to taxation was attacked as unconstitutional; first, because it violated the Constitution of West Virginia, which required taxation to be uniform; second, because it violated the Constitution of the United States. The Supreme Court of Appeals, however, held it constitutional.417 In answer to the first argument, that the State in so discriminating was taxing the privilege of doing business in another State, which it did not grant, Poffenbarger, J., said:

"The state in so doing does not grant, nor attempt to grant, any such privilege. It is merely dealing with its own creatures, and distinguishing between those of them which substantially confine themselves, in the transaction of their business, to the

416 Ibid. ch. 32, §§ 86, 87, as amended, 1903, ch. 3.

417 Blue Jacket Consol. Copper Co. v. Scherr, 50 W. Va. 533, 40 S. E. 514.

limits of the state, and those which signify their desires not to so confine themselves, but substantially to remove their business and property holdings and the residence of their officers and stockholders into that broad field of operation permitted by the law of comity. In so doing the state does not pretend to confer any right of its creation, but simply extends to its own creatures the right to go beyond its own limits in these respects. The power of the state is sovereign and unlimited in its control in respect to what corporations it will create and what it will permit them to do, in respect to what privileges it will confer and what it will withhold. . . .

"Corporations being mere artificial persons, which the legislature has the right to call into existence or not to create at all, why may it not impose any restrictions or conditions it pleases. upon the creation, or annex any condition subsequent for the purpose of forfeiting their charter upon their failure to comply with such conditions? Who can inquire into the reason which the legislature shall deem sufficient for imposing such conditions and restrictions? In the interest of the state's own development the legislature may deem it proper to say that every corporation created by it shall maintain its plant, its principal office, and hold its property within the state. If it should determine so to do, who can complain of this exercise of its sovereign power in the premises? . . . From what has already been said it must be apparent to all that there is a material and substantial, and not a mere fanciful, distinction between these two classes of corporations. One class pays taxes upon its franchise and also upon its property, both to the state and to the counties, districts, cities, and towns in which the property is located. The other class pays no taxes upon any property, but only upon its franchise. If, therefore, the franchise tax upon both classes were the same, there would be a vast difference in the burden of taxation resting upon the two classes of corporations as regards this state. . .

"One class contributes to the wealth and development of the state; the other contributes nothing in that respect. One

class subjects its property to ordinary taxation within the state; the other does not. To make each bear its proper share of the burden of taxation of the state of the citizenship of each it becomes necessary to make this classification, and it is made for that purpose, and no other. That is the only reason for the classification of other privileges and franchises in the matter of taxation."

Foreign corporations are to report to the auditor annually the number of its shares and their par value; the amount of property owned and used in West Virginia and where it is situated; the value of its property owned and used outside the State; and the proportion of its capital stock represented by property owned and used in West Virginia. The auditor shall then fix its license tax according to the proportion of its capital stock which is represented by its property owned and used within the State, according to the rates prescribed for resident domestic corporations, but not less than one hundred dollars a year.418

§ 563. Wisconsin.

There is no franchise tax, and no peculiar corporation tax. A corporation is taxed upon all its property,419 and this property includes the intangible as well as the tangible property of the corporation; 420 such as franchises.421 Foreign corporations pay a tax on all property within the State.422

564. Wyoming.

There is no franchise tax. The property of corporations is taxed like that of individuals. Property subject to taxation includes "all real and personal property within this State of every kind and description not heretofore enumerated, be

418 W. Va. Code, ch. 32, § 88, as amended 1903.

419 Wis. Stat. § 1034.

420 State v. Anderson, 90 Wis. 550, 63 N. W. 746.

421 Washburn v. Washburn Waterworks Co., 98 N. W. 539. 422 Wis. Stat. § 1040.

longing to or claimed by any incorporated company, whether incorporated in this State or not." 423

The method of assessment is to find and tax the value of the capital stock as a whole. "The paid-in capital stock of all incorporated companies or associations doing business in this State, together with the accumulated surplus, not including real estate situated in any other State than this, shall be assessed to the company or association issuing the same, and the persons holding the capital stock of such companies or associations shall not be assessed therefor. . . . The capital stock of domestic corporations shall not be taxed." 424 The revisers appear to have used "capital stock" in two separate senses in this section; the last clause seems to represent an earlier provision that "the capital stock of [domestic] corporations, representing as it does simply the interests of the owners thereof in the property of such corporations, shall not be taxed." 425 The law therefore appears to be that the property of the corporation is assessed as a whole as its capital stock, but the shares are not taxed.

§ 565. England.

There is neither a franchise nor a property tax. The only general direct tax assessed in England upon English companies is the income tax. An English company must pay an income tax upon its entire income, although the whole of its profits may be derived from property situate abroad,426 and although the company may also be registered where the property is situate and its business may be conducted there by a resident committee of the board of directors.427 And this

423 Wyo. Rev. Stat. § 1763.

424 Ibid. § 1775.

425 Wyo. 1895, ch. 87.

426 Calcutta Jute Mills Co. v. Nicholson, 1 Ex. D. 428; Alexandria Water Co. v. Musgrave, 11 Q. B. D. 174; San Paulo Brazilian Ry. v. Carter, [1896] A. C. 31.

427 Lindley, Companies, 6th ed., p. 612; Casena Sulphur Co. v. Nicholson, 1 Ex. D. 428; London Bank of Mexico v. Apthorpe, [1891] 2 Q. B. 378,

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