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State Regulation of Corporations in the Late Nineteenth Century: A Critique of the New Jersey Thesis

Published online by Cambridge University Press:  04 May 2007

Jonathan Chausovsky
Affiliation:
State University of New York, Fredonia

Abstract

The transformation from nineteenth-century proprietary capitalism to twentieth-century corporate capitalism involved fundamental changes in the rights of business corporations as market actors. At the end of the Civil War, corporations were controlled by individuals and families. At the turn of the twentieth century, corporations were in the midst of a merger movement that resulted in firms with concentrated capital, large numbers of shareholders, and control residing in management. New legal rights needed to be put in place to support this more advanced level of capitalist development. Most scholarship on the transformation of business corporation rights has focused on changes in the courts and in Congress, principally in regard to antitrust regulation. In addition, however, there was another locale essential to transforming the shape of the business organization: state legislatures developed and allocated corporate rights. Nineteenth-century state laws sought not only to enable the corporation to exist, but also to regulate its place within the state economy. With the advent of corporate capitalism at the turn of the twentieth century, state capacity to regulate through statutory law waned.

Type
Research Article
Copyright
© 2007 Cambridge University Press

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