TRENDS IN MODERN CORPORATION LEGISLATION

Any discussion of trends and developments in modem corporation legislation must assume some understanding of the historical antecedents of that legislation and the judicial approach to its interpretation. As a practical matter the outline of modern legislation has emerged within the memory of living men, but "in order to know what it is, we must know what it has been, and what it tends to become." The state is less concerned today than long ago about the corporation becoming a state within the state and usurping political power, although such concern could and does evidence itself from time to time. The state now is solicitous of minority shareholder interests in ways formerly unknown. Corporate legislation is in the ascendant relative to judge-made corporate law.

It no longer presents a bare outline for organization, but prescribes the detail and fills in the gaps, with the result that large segments of decision law are becoming obsolete. The large unincorporated association is passing from the scene. The reasons for such trends lie deep in our economic, political and legal development.