of the states, both with the bank, and with John James this might be but a minor consideration. It is truly an alarming circumstance, if it be in the power of an aspiring corporation, and an unknown and obscure individual, thus to elicit opinions, compromiting the vital interests of the states that compose the American Union.

It is not however either in theory or in practice the necessary consequence of a decision of the supreme court, that all, who claim rights of the same nature with those decided by the court, are required to acquiesce. There are cases, in which the decisions of that tribunal have been followedby no effective consequence.

In the case of Marbury vs. Madison, the su-. preme court of the United States decided, that William Marbury was entitled to his commission as a justice of the peace for the District of Columbia; that the withholding of this commission by President Jefferson, was violative of the legal vested right of Mr. Marbury. Notwithstanding this decision, Mr. Marbury never did obtain his commission: the person appointed in his place continued to act his acts were admitted to be valid, and President Jefferson retained his standing in the estimation of the American people. The decision of the supreme court proved to be totally impotent and unavailing.

So, in the case of Fletcher vs. Peck, the supreme court decided, that the Yazoo purchasers from the state of Georgia, were entitled to the

lands. But the decision availed them nothing, un less as a make-weight in effecting a compromise.

These two cases are evidence, that in great questions of political rights, and political powers, a decision of the supreme court of the U. States, is not conclusive of the rights decided by it. If the United States stand justified, in withholding a commission, when the court adjudged it to be the party's right; if the United States might, without reprehension, retain possession of the Yazoo lands, after the supreme court decided that they were the property of the purchasers from Georgia, surely the state of Ohio ought not to be condemned because she did not abandon her solemn legislative acts, as a dead letter, upon the promul gation of an opinion of that tribunal.

This opinion is now before us, and the committee conceive that it is the duty of this General Assembly, calmly to examine the principles and reasoning upon which it is founded. Much deference is due to the respectable individuals by whom it was formed; and more to the high station they oscupy in the government. Although their opinion is not admitted to have the force of absolute authority, yet a course of proceeding pronounced by such eminent statesmen and lawyers to be unconstitutional, ought not to be lightly and unadvisedly adopted.

It is not perceived, that the power of the state to tax the officers of the bank of the United States established within their jurisdiction, is necessarily

connected with the question, whether congress have, or have not, the constitutional

power to create a corporation. This power may safely be admitted, if, at the time of making this admission, we clearly comprehend the principles upon which the corporation is to be instituted.

"A corporation," says chief justice Marshall, in the case of Dartmouth College, “is an artificial "being; invisible, intangible, and existing only in " contemplation of law. Being the mere creature "of law, it possesses only those properties, which "the charter of its creation confers upon it, either "expressly, or as incidental to its very existence. "These are such as are supposed best calculated "to effect the objects for which it was created. "Among the most important, are immortality, and, "if the expression may be allowed, individuality: properties by which a perpetual succession of 'many persons are considered as the same, and "may act as a single individual. They enable a "corporation to manage its own affairs, and to hold property without the perplexing intricacies, the "hazardous and endless necessity of perpetual con"veyances for the purpose of transmitting it from "hand to hand. It is chiefly for the purpose of clothing bodies of men, in succession, with these

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qualities and capacities, that corporations are in“vented and are in use. By these means a per

petual succession of individuals are capable of "acting for the promotion of the particular object, "like one immortal being. But this being does

"not share in the civil government of the country, "unless that be the purpose for which it was cre"ated. Its immortality no more confers on it "political power, or a political character, than im"mortality would confer such power, or charter, upon a natural person. It is no more a state in"strument than a natural person exercising the "same powers would be."

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To this definition of a corporation, the commit. tee see no reason to object: and when the true character of a private banking company is correctly understood, there seems to be no cogent reason why it may not be incorporated by congress upon the principles here defined.

Banking, where the capital is owned by an association of individuals, is a private trade, carried on by the individuals constituting the company, for their own profit. A mercantile company trade in produce and merchandize: a banking company trade in money, promissory notes and bills of ex. change. Both may carry on their trade without a charter of incorporation: the trade of both may be regulated by the law of the state, in which they are located; and a charter of incorporation may be conferred upon either, without changing the character of their business, or clothing them with any portion of political power.

It is competent for the government of the United States to make contracts with an association of individuals, as well as with a single person. The Secretary of the treasury may be authorised to

employ an unincorporated banking company, to take charge of, and transmit from place to place, the public revenue. For the performance of this service, he may stipulate a compensation; but he cannot be authorised to barter a privilege inconsistent with the laws of the state, where the company is located, by way of compensation for services to be performed. If such banking association be prohibited by the laws of the state, a contract with the general government cannot suspend the operation of those laws. If such banking association be subject to state taxation, they cannot be exempted from their responsibility by a contract with the United States. But a capacity to transact its associate concerns in a legal and artificial name; a capacity to exist by perpetual succession, notwithstanding the natural death of the individuals; a capacity to sue, and a liability to be sued, without abatement, by the death of any one of the parties; an exemption from personal responsibility for the company debts,and conferring a separate character upon the company funds, so as to preserve them distinct from the individual property of the members of the company, are not privileges incompatible with state laws. And if investing a private company with these privileges, may conduce to the public convenience and the public safety, in making contracts to receive and transmit the public monies; conceding that congress are empowered, under the constitution, to confer these privileges, as a consideration for the

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