1440 NORTH ATLANTIC COAST FISHERIES ARBITRATION. 



870 p. 574 I am reading from the third edition of Cooley the 

 subject is considered with reference to contracts between indi- 

 viduals; and then, at p. 575, the learned author continues in this 

 way: 



" Perhaps the most striking illustrations of the principle here 

 stated will be found among the judicial decisions which have held 

 that the rights insured to private corporations by their charters, and 

 the manner of their exercise, are subject to such new regulations as 

 from time to time may be made by the State with a view to the 

 public protection, health, and safety, and in order to guard properly 

 the rights of other individuals and corporations. Although these 

 charters are to be regarded as contracts, and the rights assured by 

 them are inviolable, it does not follow that these rights are at once, 

 by force of the charter-contract, removed from the sphere of State 

 regulation, and that the charter implies an undertaking, on the part 

 of the State, that in the same way in which their exercise is per- 

 missible at first, and under the regulations then existing, and those 

 only, may the corporators continue to exercise their rights while the 

 artificial existence continues. The obligation of the contract by no 

 means extends so far ; but, on the contrary, the rights and privileges 

 which come into existence under it are placed upon the same footing 

 with other legal rights and privileges of the citizen, and subject in 

 like manner to proper rules for their due regulation, protection, and 

 enjoyment. 



" The limit to the exercise of the police power in these cases must 

 be this: the regulations must have reference to the comfort, safety, 

 or welfare of society; they must not be in conflict with any of the 

 provisions of the charter; "- 



They must not be inconsistent with the treaty, we would say 

 here 



" and they must not, under pretence of regulation, take from the cor- 

 poration any of the essential rights and privileges which the charter 

 confers. In short, they must be police regulations in fact, and not 

 amendments of the charter in curtailment of the corporate franchise. 

 The maxim, Sic utere tuo ut aZienum non loedas, is that which lies at 

 the foundation of the power; and to whatever enactment affecting 

 the management and business of private corporations it cannot fairly 

 be applied, the power itself will not extend. It has accordingly been 

 held that where a corporation was chartered with the right to take 

 toll from passengers over their road, a subsequent statute authorising 

 a certain class of persons to go toll free was void. This was not a 

 regulation of existing rights, but it took from the corporation that 

 which they before possessed, namely, the right to tolls, and conferred 

 upon individuals that which before they had not, namely, the privi- 

 lege to pass over the road free of toll. ' Powers,' it is said in another 

 case, 'which can only be justified on this specific ground [that they 

 are police regulations], and which would otherwise be clearly pro- 

 hibited by the Constitution, can be such only as are so clearly neces- 

 sary to the safety, comfort, and well-being of society, or so impera- 

 tively required by the public necessity, as to lead to the rational and 

 satisfactory conclusion that the framers of the Constitution could 

 not, as men of ordinary prudence and foresight, have intended to 

 prohibited their exercise in the particular case, notwithstanding the 



