The ferry boats of a corporation incorporated in one state and
carrying passengers, &c., forward and back across a river to a
city situated in another state are not taxable under a law taxing
boats "within the city" in a case where the relation of the boats
to the city was simply that of contact, as one of the termini of
their voyage, and the place where they were laid up when not in
use, and where their pilots and engineers resided, and where the
real estate of the corporation including a warehouse was situated,
was on the opposite shore and in another state. This is not altered
by the facts that the boats were enrolled in pursuance of our
navigation acts at the city; that the ferry company had an office
there; that its president, vice-president, and other principal
officers lived there; that the stockholders mainly resided there,
and none in the state opposite; that there the ordinary business
meetings of the directors
Page 78 U. S. 424
were held, and its moneys received and disbursed, and the
corporate seal kept.
A statute of Missouri enacts that "shares of stock and all other
interests held in steamboats, keel boats, wharf boats, and all
other vessels," shall be taxable for state purposes, and by its
charter, the City of St. Louis has authority to tax all property
within the city so taxable.
In this state of statutory enactment, the city authorities of
St. Louis laid a tax on the value of all ferry boats used by the
Wiggins Ferry Company in ferrying passengers and cargo on the
Mississippi River between the City of St. Louis, Missouri, and East
St. Louis, in Illinois, on the opposite shore. The ferry company
refused to pay the tax on the ground that these boats were not
"property
within the city," and the question was whether
they were so or not.
The case as found by the court below (to which it had been
submitted under the act of March 3, 1865) [
Footnote 1] was this:
The ferry company was incorporated by the laws of Illinois, and
had its principal office in St. Louis, Missouri. There its
president, vice-president, treasurer, superintendent, and other
chief officers resided; there the ordinary business meetings of the
directors were held, and there the seal of the corporation was
kept. The company's minor officers, such as engineers and pilots on
its ferry boats, resided in Illinois, opposite the City of St.
Louis, where its real estate was situated, also its warehouse and
some other property. The ferry boats, when not in actual use, were
laid up by the Illinois shore, and were forbidden by a general
ordinance of the City of St. Louis regulating ferries and ferry
boats to remain at the St. Louis wharf or landing longer than ten
minutes at a time. The city exacted from the company an annual
ferry license, which was paid. It permitted the company to erect
landing or wharf boats at its wharf or public landing, for the
convenience and exclusive use of its
Page 78 U. S. 425
ferry boats, for which wharf boats the city charged the company
a stipulated annual wharfage, which was also paid. The company was
assessed and taxed for the value of these wharf boats within the
city limits, in addition to the ferry license and wharfage.
The stockholders of the ferry company resided mainly in St.
Louis. Some, however, resided in Ohio, some in New York, and some
elsewhere, but none in Illinois. The meetings of the company as a
corporation for the election of directors had been generally held
in Illinois, but the meetings of the directors for the election of
its officers and appointment of its employees had been generally
held in St. Louis, Missouri. All the principal business of the
company done by its directors, superintendent, and other agents,
had been transacted in St. Louis. The money collected and received
by it for ferriages and other dues were kept in St. Louis, and the
books of the company were kept there, and some of the disbursements
of the company were there made by its treasurer. The personal
property belonging to the company, assessed for taxes by the city,
for which these suits were brought, consisted solely of its already
mentioned ferry boats. On these as well as on its other property it
was duly assessed in Illinois, and paid taxes there. The ferry
boats were enrolled at St. Louis under the laws of the United
States; that is to say, under the acts of 1789 and 1792, which
require every vessel to be registered in the district to which she
belongs, and declare that her home port shall be that at or near to
which her owner resides.
Upon this same state of facts, the Supreme Court of Missouri, in
City of St. Louis v. Wiggins Ferry Company, [
Footnote 2] had adjudged that the company was
bound to pay the tax.
The court below decided that the ferry company, being a
corporation created by the State of Illinois, and the ferry boats
not being within the limits of St. Louis except as they habitually
touched at its wharf for the delivery of passengers and cargo, was
not taxable for its boats by the city, as property
Page 78 U. S. 426
within it. The fact that the principal business office of the
company was in St. Louis, and that the ferry boats were enrolled at
the port of St. Louis, under the United States laws, did not, as
the court below considered, essentially change the case. Judgment
having been accordingly entered for the ferry company, the city
excepted to the law as declared by the court upon the facts, and
tendered its bill of exceptions, which was signed and sealed.
Page 78 U. S. 428
MR. JUSTICE SWAYNE delivered the opinion of the Court.
The plaintiff in error instituted five suits in the St. Louis
Circuit Court for the recovery of taxes alleged to be due from the
ferry company to the city. Upon the petition of the company they
were removed into the circuit court of the United States for that
district. In that court, by the consent of the parties, the causes
were consolidated and thereafter proceeded to trial as one case.
The counsel upon both sides entered into a written stipulation
waiving a jury, and the cause was submitted to the court, pursuant
to the act of Congress of March 3, 1865. The court found the facts
specially, and the finding is a part of the record. Judgment was
given for the defendant. The city excepted and has brought the case
here for review.
The bill of exceptions was unnecessary. The facts having been
specially found by the court, they are before us for examination as
if they were embodied in the special verdict of a jury. The
question presented for our consideration, as prescribed by the
statute, is whether they are sufficient to support the judgment.
The bill of exceptions gives them no effect which they would not
have had without it and raises no question which would not have
been as well presented if it had not been taken.
The controversy relates to taxes imposed by the city upon the
ferry boats of the defendants, used in conveying freight
Page 78 U. S. 429
and passengers across the Mississippi River between the City of
St. Louis and the opposite Illinois shore. The company was required
to pay a specific sum for a license, and a tax was imposed upon its
wharf boat, attached to the city landing. Both were duly paid.
Payment of the taxes upon the ferry boats was refused, and the
several suits, consolidated into the one before us, were instituted
by the city to recover the amount claimed to be due.
In the jurisprudence of the United States, a corporation is
regarded as in effect a citizen of the state which created it. It
has no faculty to emigrate. It can exercise its franchises
extraterritorially only so far as may be permitted by the policy or
comity of other sovereignties. By the consent, express or implied,
of the local government, it may transact there any business not
ultra vires, and, "like a natural person, may have a
special or constructive residence, so as to be charged with taxes
and duties or be subjected to a special jurisdiction." [
Footnote 3] It is for the local
sovereign to prescribe the terms and conditions upon which its
presence by its agents and the conducting of its affairs shall be
permitted. [
Footnote 4]
It has been said that the power of taxation for the purposes of
the commonwealth is a part of all governmental sovereignty and is
inseparable from it. It is for the legislature to decide what
persons and property shall be reached by the exercise of this
function and in what proportions and by what processes and
instrumentalities taxes shall be assessed and collected. The
authority extends over all persons and property within the sphere
of its territorial jurisdiction. When called into activity, there
can be no limit to the degree of its exercise except what is found
in the wisdom of the lawmaking power and the operation of those
conservative principles which lie at the foundation of all free
government. [
Footnote 5]
Page 78 U. S. 430
Where there is jurisdiction neither as to person nor property,
the imposition of a tax would be
ultra vires and void. If
the legislature of a state should enact that the citizens or
property of another state or country should be taxed in the same
manner as the persons and property within its own limits and
subject to its authority, or in any other manner whatsoever, such a
law would be as much a nullity as if in conflict with the most
explicit constitutional inhibition. Jurisdiction is as necessary to
valid legislative as to valid judicial action.
In the eye of the law personal property, for most purposes, has
no locality.
Mobilia sequuntur personam; immobilia situm.
Mobilia non habent sequelam. In a qualified sense it
accompanies the owner wherever he goes, and he may deal with it and
dispose of it according to the law of his domicile. If he die
intestate, that law, wheresoever the property may be situate,
governs its disposal, and fixes the rights and shares of the
several distributees. [
Footnote
6] But this doctrine is not allowed to stand in the way of the
taxing power in the locality where the property has its actual
situs, and the requisite legislative jurisdiction exists. Such
property is undoubtedly liable to taxation there in all respects as
if the proprietor were a resident of the same locality. [
Footnote 7] The personal property of a
resident at the place of his residence is liable to taxation,
although he has no intention to become domiciled there. [
Footnote 8] Whether the personal
property of a resident of one state situate in another can be taxed
in the former, is a question which in this case we are not called
upon to decide. [
Footnote
9]
Upon looking into the enactments under which the taxes in
question were assessed, it is obvious that their purpose
Page 78 U. S. 431
was not to tax the property through the proprietor, but to tax
the things themselves by reason of their being "within the city."
The point for us to decide, therefore, is whether they are covered
by the legal provisions under which the taxes were imposed. If the
taxing officer acted without authority the taxes were invalid, and
the city is not entitled to recover in this action.
The boats were enrolled at the City of St. Louis, but that
throws no light upon the subject of our inquiry. The act of 1789,
section 2, [
Footnote 10] and
the act of 1792, section 3, [
Footnote 11] require every vessel to be registered in the
district to which she belongs, and the fourth section of the former
act, and the third section of the latter, declares that her home
port shall be that at or near which her owner resides. The solution
of the question, where her home port is, when it arises, depends
wholly upon the locality of her owner's residence, and not upon the
place of her enrolment. [
Footnote 12]
The company has an office in Illinois. Its minor officers, such
as engineers and pilots, lived in Illinois, where its real estate,
including a warehouse, was situated. The company had also an office
in St. Louis. Its president and vice-president and other principal
officers lived in the city, and there the ordinary business
meetings of the directors were held and the corporate seal was
kept. The court found that the boats,
"when not in actual use, were laid up by the Illinois shore and
were forbidden, by a general ordinance of the City of St. Louis
regulating ferries and ferry boats, to remain at the St. Louis
wharf or landing longer than ten minutes at a time."
A tax was paid upon the boats in Illinois. Their relation to the
city was merely that of contact there, as one of the termini of
their transit across the river in the prosecution of their
business. The time of such contact was limited by the city
ordinance. Ten minutes was the maximum of the stay they were
permitted to make at any one time. The owner was, in the eye of the
law, a citizen of
Page 78 U. S. 432
that state, and from the inherent law of its nature could not
emigrate or become a citizen elsewhere. As the boats were laid up
on the Illinois shore when not in use and the pilots and engineers
who ran them lived there, that locality, under the circumstances,
must be taken to be their home port. They did not so abide within
the city as to become incorporated with and form a part of its
personal property. [
Footnote
13] Hence they were beyond the jurisdiction of the authorities
by which the taxes were assessed, and the validity of the taxes
cannot be maintained. [
Footnote
14] In our opinion, the facts found are sufficient to support
the judgment.
It has been insisted ably and learnedly by the counsel for the
defendant in error that the taxes in question are taxes upon the
tonnage of vessels engaged in interstate commerce, and are
prohibited by the Constitution of the United States. No argument as
to this aspect of the case has been submitted by the counsel upon
the other side. We have not found it necessary to consider the
subject, and we express no opinion upon it.
Judgment affirmed.
[
Footnote 1]
The reader who does not recall the provisions of this act may
see then
supra, towards the bottom of page
78 U. S.
141.
[
Footnote 2]
40 Mo. 580.
[
Footnote 3]
Glaize v. South Carolina Railroad Co., 1 Strobhart 72;
Cromwell's Executors v. Charleston Insurance and Trust
Co., 2 Richardson 512.
[
Footnote 4]
Bank of Augusta v.
Earle, 13 Pet. 588;
Lafayette Insurance Co. v.
French, 18 How. 405.
[
Footnote 5]
McCulloch v.
Maryland, 4 Wheat. 428;
Providence Bank v.
Billings, 4 Pet. 563.
[
Footnote 6]
Story's Conflict of Laws § 379; Broom's Maxims 501, 502;
In re Ewin, 1 Crompton & Jervis 156.
[
Footnote 7]
International Life Assurance Company v. Commissioners of
Taxes, 28 Barbour 318;
Hoyt v. Commissioners, 23
id. 228; Story's Conflict of Laws 550.
[
Footnote 8]
Finley v. Philadelphia, 32 Pa.St. 381.
[
Footnote 9]
Wilson v. Mayor of New York, 4 E.D.Smith 678;
Hoyt
v. Commissioners, 23 N.Y. (Court of Appeals) 228.
[
Footnote 10]
1 Stat. at Large 55.
[
Footnote 11]
Ib., 287.
[
Footnote 12]
3 Kent 133, 170;
Hill v. Golden Gate, Newberry 308;
S.B. Superior,
ib. 181;
Jordan v. Young, 37 Me.
276.
[
Footnote 13]
Hays v. Pacific Steamship
Company, 17 How. 596;
City of New Albany v.
Meekin, 3 Ind. 481.
[
Footnote 14]
Railroad Company v.
Jackson, 7 Wall. 262.
