BOOK REVIEWS 865 Professors, but also by the leading lawyers of the United States. If any man doubts the truth of this assertion he should at once read Mr. Henderson's essay, and at the same time peruse Mr. Machen's article on "Corporate Per- sonality," 24 Harv. L. Rev. 253 and 347. But if many EngHshmen are amazed at the vehemence with which a sort of legal controversy to which we in England are little used is carried on by American lawyers and countenanced by learned judges in American courts, every English reader will join in my admiration for the clearness and the learning with which a strange though reaUy important question is explained and discussed by Mr. Henderson. Per- sonally I am not inclined at the present moment to follow out German thought, or misthought, to the startling conclusion that a corporate body has all or nearly all the characteristics of a human being. Whilst I am not prepared without further consideration to treat the important legal fact as grounded on nothing but a legal fiction, my inclination is to go a good way in the direc- tion of the line of thought followed out by Mr. Henderson, though at present I do not wish to do more than to dwell upon two or three ideas which his work has brought prominently before my mind. I purposely adopt in the rest of this article the form of questions. It best expresses the fact that I wish to write far more as an inquirer than as a controversialist. First question: Why is it that, till recently at least, English judges and lawyers, as also English writers of law books, have paid but slight attention to questions bearing on the nature of corporate existence? I have not been able to study the matter in hand with anything like profundity, but, as is always my habit, when treating of a subject bearing on the conflict of laws, I turned to the one book bearing on that topic in which I place unlimited con- fidence, namely, the "Private International Law" of my dear friend, the late Mr. Westlake. He is one of those rare writers whose power of expression, though it greatly increased with every successive edition of his celebrated work, fell far short of his learning, of his thoughtfulness, and of his sound judgment. It is sometimes difficult at a first reading to follow his line of reasoning, but when a student has got completely to understand Westlake's thought, he will, to trust my own experience, find he has arrived at a true con- clusion as to a possibly very difl&cult question. Now if any one will look at Chapter XVI of Westlake's book, which treats of Corporations and Public Institutions, he will find that a very few pages comprehend almost all that our author has to say as to the nature of such bodies. It is hardly an exaggeration to say that the subject is exhausted in three or four pages. It is true that events which have occurred since Westlake's death, and especially the terrible war, which I trust may have ended in a real peace before this notice reaches the editor of the Harvard Law Review, but which now is only suspended, have forced our courts to consider, almost against their will, what is the true nature of a corporation (see Daimler Co. v. Continental Tyre, &*c. Co., [1916] A. C. II, 307, and contrast the same case before the court below, [1915] I K. B. 893). But the very terms of the judgment of the House of Lords in the case referred to show that their lordships were dealing with a comparatively new topic. Take then for a moment the question I have raised, how it has happened that English courts have rarely embarked on trying to solve a puzzle which has long perplexed American jurists. I am inclined to suggest two answers: The recognition of foreign corporations and the tendency to consider them as persons who, when belonging to a friendly country, ought to have pretty much the same rights as other inhabitants of foreign and friendly states, was favorable to trade, and English courts, like Englishmen, have in a good sense been traders, and looked with favor upon any arrangement which increased the commerce of England. It was the easier for English judges, again, to rec- ognize corporations created under a law different from that of England, be-
