Department
of State,
Washington, February 10,
1880.
No. 208.]
[Inclosure in No. 208.]
Mr. Merrill to Mr.
Evarts.
New
York, December 17,
1879.
Dear Sir: Mr. Homans, the European director of
the New York Life Insurance Company, has telegraphed and written me from
Paris, requesting me to go to Washington and ask you to instruct General
Noyes to press the demand made by the Hon. E. B. Washburne in June,
1876, for the legislation by the French Government of the status of
American companies in France.
* * * * * * *
The facts of the case are briefly these, viz, that, as a general rule, a
foreign corporation has no legal status in France, at least not such as
to enable it to protect its own interests. In other words, it can claim
no standing as plaintiff, while it may be held responsible in suits
brought against it by Frenchmen.
- 2d.
- The disability of many foreign corporations is removed either by
treaty stipulations or by executive decrees, covering certain
specified corporations or classes of corporations, the general
principle upon which the action of the French Government is based
being that of reciprocity.
- 3d.
- This last fact constitutes a practical difficulty in our efforts
to secure treaty protection for American companies in France, owing
to the absence of a general United States law and the diversity of
State laws on the subject of operations.
- 4th.
- But it is manifestly a hard state of things that American
companies presenting the highest guarantees of solvability in law
and fact, as does the New York Life Insurance Company, should find
themselves at a great disadvantage as regards their operations in
France when compared with English, Belgian, German, Italian, and
other foreign companies, and also when compared with French
companies, which latter are not
[Page 356]
only permitted by the laws of most, if not all
of our States, to carry on their operations within their borders,
but receive the same protection under those laws as do their own
native companies.
I would take the liberty, therefore, of suggesting that a treaty should,
if possible, be made, whereby the French Government should accord full
legal protection to any American company which shall claim it, and shall
deposit with the proper French bureau a duly authenticated copy of the
charter or general laws under which said company was organized, unless
such charter or laws should not, in the opinion of such bureau, present
sufficient guarantees for the protection of parties dealing with the
company, in which case the reasons for refusing the application shall be
set forth in writing by the said bureau, the president agreeing to
recommend to the States to remove all disabilities under which French
companies may be placed by their laws, and the French Government
reserving to itself the right to govern its action as regards the
corporations of any State by the rule of reciprocity, this clause being
in fact similar to the one relating to real estate in the treaty of 1848
(if my memory serves me).
The interests of both countries seem to me to require that something
should be done in this matter through the medium of a treaty. At all
events, some very important American interests would doubtless be placed
in a much more just and satisfactory position if our government would
urge upon the French the issuing of executive decrees according a
perfect legal status to any American company which shall present
reasonable guarantees for the protection of French citizens doing
business with the same.
Yours, &c.,
GEORGE MERRILL,
Attorney and
Counsellor.
