Management.—­The persons who contribute to the capital of the corporation, or company, receive certificates of stock, that is, pieces of paper certifying that said persons own so many shares in the company.  The capital, be it remembered, is the property of the corporation, not of the individuals.  The number of these stockholders may be large or small, a dozen or a thousand.  The general management of corporate business is necessarily entrusted to a small number of persons called directors.  These are elected by the stockholders, each share having one vote.  The directors select from their own number a president, a secretary, and other necessary officers.  These persons and the other agents of the corporation carry out the policy determined upon by the directors.

Why Limited in Powers.—­The question suggests itself, Why can a corporation do only certain things?  The most obvious answer is, that this is consequent upon its mode of creation.  Being a creature of the legislature, it can have only those powers which are specifically or impliedly granted to it.  But pushing the matter farther, it may pertinently be asked, Why doesn’t the legislature endow it with power to do anything that may properly be done by a natural person?  Two reasons, at least, appear.  First, from the corporation’s standpoint, it is a matter of business prudence to have its purpose and powers defined:  (a) to enable it to secure subscribers to its stock, as no one would like to risk his money blindly; and (b) because thus only can the directors be held to accountability.  Second, from the standpoint of the public, for whom the legislature acts, the defining is necessary in order that corporations may be controlled and dangerous combinations prevented.

In this connection it may be noted that corporations are granted some privileges not possessed by individuals.  For instance, private property such as land may be taken, even against the wishes of the owner, to permit the building of a railroad.  This can be done, however, only on the ground of public good, and by giving the owner just compensation.

Responsibility.—­A corporation, like any other person is responsible for any contracts that it makes, within its charter.  It necessarily acts entirely through agents, hence the law of agency has an important bearing upon all contracts with a corporation.

Debts incurred lie against the corporation, not as a rule against the stockholders individually.  Sometimes stockholders are by the charter made liable to limited extent, say to an amount equal to the par value of their stock.

Dissolution.—­Some companies are incorporated so that they may last forever.  Others are incorporated for a specified time.  The latter expire by limitation or by becoming insolvent.  A corporation of either kind may secure dissolution by voluntarily surrendering its charter.  And sometimes the legislature reserves in the charter the right to dissolve the company under certain conditions.