Public Control of Corporations.—The right of risiting a corporation, conferred by charter or legislative appointment, is that of exercising legal superintendence and control over its actions. It is an absolute, summary power which is not reviewable by the courts, unless its arbitrary exercise would result in gross injustice. it is strictly applicable only to ecclesiastical and elee mosynary corporations; the visitor of the former being the bishop of the diocese, and of the latter, the founder and his heirs, or persons appointed by the founder. in the United States the visi tors of charitable corporations are usually their trustees, the right of visitation being determined wholly by statute. Civil corporations are subject to the general law, and are amenable to the process of the courts; and for misuse of powers or flagrant wrongs may be dissolved by proceed ings instituted in behalf of the State.
A corporation may be dissolved by legislative act; by judicial decree: by surrender of its fran chise and acceptance of the same by the State; or by the death of so many members that enough are not left to elect new members pursuant to its charter. The power to dissolve by legis lative act is unlimited in England, but in the United States it is restricted as pointed out above. A judicial decree dissolves for the viola tion of the conditions of the charter or the law under which it exists. Upon dissolution, the property of the corporation becomes a trust fund for the benefit of the State or the stockholders, usually the latter. If the institution were chari table, this fund is administered by new trustees appointed by the court.
Strictly, a corporation can have no legal exist ence outside the jurisdiction of the sovereignty under which it was created. By a legal fiction,
however, a corporation is held to exist legally whenever it is doing business, and it may sue and be sued, acquire property, etc., outside of the State of its creation.
Citizenship of a Corporation.—Under the Constitution of the United States, a corporation is deemed not to be a citizen of a State. so that it cannot as a foreign corpr.ration claim equal protection of the law with the citizen of a State other than the State of its creation. It follows that a State may impose any terms as a con dition of a foreign corporation doing business within the State, provided it does not interfere with the corporation's constitutional right to carry on interstate commerce. A corporation, how ever. is a citizen within the meaning of the clause of the Constitution conferring jurisdiction on the Federal courts, and it may site or he sued in the Federal courts, and may in a proper case remove a cause front a State to a Federal court. Con sult: Angell and Ames, Treatise on the Lair of Private Corporations (Boston, 1882) ; Cook, Treatise on the Lair of Corporations Haring a Capital Stock (Chicago, 189S) ; Thompson, Com mentaries on the Lao of Corporations (San Francisco, 1895-99) : Clark and Marshall, Treatise on the Law of Private Corporations (St. Paul, 1901). See CHARTER; CERTIFICATE; DARTMorTII COLLEGE CASE; CONTRACT; CITIZEN, etc. For a discussion of municipal corporations, see the article on MUNIelEAL CoRPORATIONS and its bibliography; and for the ,treatment of the subject of corporations in its relation to civil and Roman law, see article on CIvIL LAW. Con sult also such general treatises as those of Kent and Blackstone.