MINNESOTA I. TRUSTS, COMBINATIONS, MONOPOLIES A. GENERAL ANTITRUST LAWS CONSTITUTIONAL PROVISIONS No provisions. STATUTORY PROVISIONS Sec. 10463. Trusts and combinations in restraint of trade prohibited. No person or association of persons shall enter into any pool, trust agreement, combination, or understanding whatsoever with any other person or association, corporate or otherwise, in restraint of trade, within this state, or between the people of this or any other state or country, or which tends in any way or degree to limit, fix, control, maintain or regulate the price of any article of trade, manufacture, or use bought and sold within the state, or which limits or tends to limit the production of any such article, or which prevents or limits competition in the purchase and sale thereof, or which tends or is designed so to do; provided, however, that it shall be lawful for any person, firm, corporation, or association of persons conducting or carrying on a lawful business, to purchase the business and property of a competitor and thereafter consolidate such business and the property used in connection therewith under the sole management of and control of the purchaser if, before such purchase and consolidation, the attorney general of this state shall, after hearing duly had upon notice to all persons interested, find and determine that such consolidation will not unreasonably limit and restrain the production and sale of an article of trade, commodity or service, and will not be detrimental to the public interest. Every person violating any provision of this section, or assisting in such violation, shall be guilty of a felony, and upon conviction thereof shall be punished by a fine of not less than five hundred dollars nor more than five thousand dollars, or by imprisonment in the state prison for not less than three nor more than five years. (R. L. '05 sec. 5168, G. S. '13 sec. 8973, amended '23 c. 251 sec. 1.) 1 1 Sec. 10468. Domestic corporations to forfeit franchises-Foreign corporations.-Every domestic corporation which shall, directly or indirectly, violate any provision of section 10463, or which shall in any way assist in carrying out any of the purposes of such illegal pool, trust agreement, combination, or understanding, in addition to the penalties imposed upon the members thereof by said section, shall forfeit all its corporate franchises and every foreign corporation admitted to transact business in this state, guilty of like conduct, shall thereafter be prohibited from continuing its business therein. The attorney general and the several county attorneys shall begin and conduct, in the district court, all actions and proceedings necessary to enforce the provisions of this section, and any citizen may do so. Said court, by injunction or restraining order, may prohibit the transaction of business by such corporation pending the trial of such action (5169) [8974]. Sec. 10469. Foreign corporations, how readmitted.-Any foreign corporation which has heretofore or may hereafter be prohibited by judgment under section 5169, Revised Laws, 1905 [10468], from continuing its business within this state, and whose business at the beginning of the proceedings resulting in such judgment was and thereafter continued to be in whole or in part manufacturing within this state, shall be entitled to the rights, benefits, and privileges of section 2889, Revised Laws, 1905 [7494], by filing with the secretary of the state the affidavit specified in the next section, provided that such corporation shall within the times hereinafter specified apply for the assessment of and pay the fine mentioned in section "3" [10471] hereof. Provided, That at the time of filing said affidavit the said corporation shall deposit in court with the clerk thereof the sum of $10,000.00, which sum or any part thereof shall be applied on any fine imposed upon such corporation under section (3) hereof. ('13 c. 378 sec. 1) [8975] Sec. 10470. Affidavit.-Said affidavit above mentioned shall be made by the president, secretary, general manager, or other officer or agent of said corporation having knowledge of the facts, and shall state that the business of said corporation at the beginning of said 1 1Secs. 10464 to 10467 dealing with locality discrimination, were repealed by L. 1937, c. 116, pt. 1, sec. 3, Mason (Supp. 1938), sec. 3976-39, and replaced by secs. 3976.37 to 3976.49, Stat. (Mason, Supp. 1938.) proceedings was and thereafter continued to be in whole or in part manufacturing within the state, and that the said corporation does not at the date of said affidavit directly or indirectly violate any provision of section 5168, Revised Laws 1905 [10463], and does not at said date in any way assist in carrying out any of the purposes of any pool, trust agreement, combination, or undertaking mentioned in said section 5168 [10463]. ('13 c. 378, sec. 2) [8976]. Sec. 10471. Application to fix fine.--Within thirty days after the filing of said affidavit such corporation shall make application in the case in which said judgment was entered for an order of the court to assess and fix a fine upon said corporation in pursuance of this act. Eight days' notice of such application shall be given to the attorney general, and the court, after hearing, shall assess and fix said fine at such sum not exceeding ten thousand dollars ($10,000) as to it shall seem just and reasonable under the circumstances shown in the record of said case. If said corporation shall fail to make within said thirty days such application for assessing and fixing said fine, or shall fail to pay said fine within said sixty days after the written notice of the amount thereof from the attorney general, all said rights, benefits, and privileges under said section 2889 [7494] shall cease. ('13 c. 378, sec. 3) [8977]. Sec. 10472. Applicable only to first judgment. This act shall apply only to the first judgment entered against such corporation under said section 5169 [10468], and shall be inapplicable to any subsequent judgment against it under said section 5169 [10468], and said rights, benefits, and privileges of said section 2889 [7494],2 shall cease whenever the business of such corporation shall cease to be in whole or in part manufacturing within this state. ('13 c. 378, sec. 4) [8978].21 Sec. 10473. Vacation of rights, etc.-Motion by attorney general. At any time after the filing of said affidavit the attorney general may make, in the case in which such judgment was entered, a motion for an order vacating said rights, benefits, and privileges under said section 2889 [7494]. Said motion shall contain a specification of the grounds thereof and shall be served on such corporation in the manner provided for the service of a summons. The court shall hear said motion in a summary maner on said specification and on the corporation's answer thereto and on such evidence as may be submitted at the hearing, and shall make its findings of facts and con 2 Sec. 7494 was repealed by L. 1935, c. 200, secs. 27 and 30 (Mason, Supp. 1938, sec. 7495-27). The equivalent provision, concerning reinstatement of foreign corporations' permit to do business, is found in sec. 7495-19, Mason, Supp. 1938. clusions of law therein; and if it be found that such corporation has since the filing of said affidavit directly or indirectly violated any provision of said section 5168 [10463], or has in any way assisted in carrying out any of the purposes of any pool, trust agreement, combination, or understanding mentioned in said section 5168 [10463], the court (by a supplementary judgment in said case) shall enter judgment vacating all of said rights, benefits, and privileges or impose a fine not less than $5,000 and not exceeding $10,000. ('13 c. 378, sec. 5) [8979]. Stat. (Mason, Supp. 1940) Section 7492-40 provides that nothing in the general corporation laws referring to consolidation and merger shall be construed to authorize a corporation to do any act in violation of the common law or statutes of the State or of the United States with regard to monopolies and illegal restraints of trade. Stat. (Mason, Supp. 1940) Sections 3976-37 to 3976-39 provide that it shall be unlawful for any person doing business in the State engaged in the production, manufacture, distribution of any commodity, from selling so as to discriminate as to price between localities for the purpose of destroying the competition of any regular-established dealer in such commodity, or to prevent the competition of any person or corporation who attempts to become such dealer. See Vol. State Iice Control Legislation: Antidiscrimination Legislation. Stat. (Mason, 1927) Conspiracy Statute Section 10055 provides in part that it is illegal for two or more persons to commit any act injurious to trade or commerce. Judicial Decisions Application of the Common Law. A contract between connecting carriers providing for transportation arrangements over their respective lines, even though resulting in a monopoly, was neither illegal nor void in contravention of |