chemical foundation argued decided october attorney general henry anderson richmond herman galloway asst atty john davis new york city william mahaffy wilmington moorfield storey boston appellee justice butler delivered opinion suit brought district delaware set aside sales made chemical foundation number patents copyrights trademarks similar brevity referred pursuant trading enemy act october stat amended act march stat act november stat acts comp et complaint alleges number domestic manufacturers result war conditions able combine monopolize certain chemical industries country fearing end war german competition destroy monopoly conspired bring transfers sales patents nominal prices corporation controlled patents obtained control industries question perpetuate monopoly sales procured fraudulent deception president alien property custodian cials answer denies conspiracy fraud asserts transfers made good faith pursuant law valid trial much evidence taken district dismissed complaint decree affirmed circuit appeals courts found unlawful scheme combination conspiracy shown deception fraud took appeal section judicial code comp applied writ certiorari section comp decree circuit appeals entered march prior taking effect act february amending judicial code chapter stat comp st since case decree made final section right appeal application certiorari therefore denied chemical industries question closely related production explosives gasses things directly used waging war well production dyestuffs medicines essential welfare people outbreak war many necessary medicines substances well dyestuffs used country imported germany manufactured patents owned enemy germans amount things produced small importations hindered blockade ceased country entered war meet demand numerous plants developed chemicals dyestuffs medicines like produced large quantities number associations manufacturers formed advancement industries included membership producers nearly dyestuffs like chemicals made country mitchell palmer alien property custodian appointed attorney general march order protect enemy foreign control chemical industries stimulate production favored seizure sale patents question end number conferences held representatives industries plan carried effect formulated direction february chemical foundation incorporated laws delaware certificate incorporation discloses created empowered purchase patents seized custodian hold rights acquired fiduciary capacity americanization industries may affected thereby exclusion elimination alien interest hostile detrimental said industries advancement chemical allied science industry grant nonexclusive licenses make use sell inventions covered patents also grant like licenses equal terms without advantage licensees american citizens corporations control american citizens board directors authorized prescribe terms conditions licenses may refuse issue license may revoke license granted corporation required enforce rights protect rights licensees authorized capital stock consisting shares par value shares constitute nonvoting preferred stock holders entitled cumulative dividend per centum per annum shares constitute common stock holders entitled dividends exceeding per centum per annum dividends preferred stock provided preferred stock subject redemption par plus accumulated dividends redemption net earnings needed working capital used devoted development advancement chemistry allied sciences useful arts manufactures manner board directors may determine holders common stock voting power certificate provides without approval board directors stockholders may sell stock board directors consists three members executive officers president vice president secretary treasurer president vice president required serve without pay shares foundation subscribed interested chemical dye industries voting trust agreement made pursuant common stock deposited voting power vested five trustees directors officers chosen march francis garvan douglas mckay george corbett made directors constituted board garvan alien property custodian elected president mckay elected vice president corbett secretary treasurer otto bannard four others made voting trustees directors officers voting trustees chosen accordance direction palmer given custodian president executive order december declared hereby vest frank polk power authority conferred upon president provisions section trading enemy act amended comp ff polk counselor department state described order made two orders dated respectively february april authorize custodian sell private sale foundation without advertisement places upon terms conditions custodian might seem proper patents found relate objects purposes foundation expressed charter orders contained statement reasons therefor public interest briefly patents sold best advantage public sale advertisement foundation incorporated hold patents trustee american industries affected patents eliminate hostile alien interests advance chemical allied industry obligated grant nonexclusive licenses upon equal terms qualified american manufacturers empowered grant free licenses public interest best served wide use inventions readily promoted licenses foundation obligated grant private sale prevent patents falling hands purchasers unwilling unable use inventions use speculative purposes impossible make public sale secure benefits private sale avoid unnecessary expense delay inconvenience prior contemporaneously organization foundation representatives chemical industries custodian making lists patents seized sold custodian foundation garvan custodian time time commencing april executed delivered foundation various assignments patents considerations paid foundation custodian amounted president february made executive order held courts constitute ratification transactions pursuant order custodian confirmed assignments theretofore made come question whether held act amended march empowered president authorize custodian supervision consummate sales pertinent provisions act section amended alien property custodian shall vested powers trustee respect property money shall shall required conveyed transferred assigned delivered paid pursuance provisions act addition thereto acting supervision direction president rules regulations president shall prescribe shall power manage property act things respect thereof make disposition thereof part thereof sale otherwise exercise rights powers may become appurtenant thereto ownership thereof like manner though absolute owner thereof provided property sold act except sold shall sold american citizens public sale highest bidder public advertisement time place sale shall property major portion thereof situated unless president stating reasons therefor public interest shall otherwise determine stat end war claim enemy ally enemy money property received held alien property custodian deposited treasury shall settled congress shall direct stat conceded seized patents belonged enemy germans lawfully taken custodian purpose trading enemy act weaken enemy countries depriving supporters properties miller robertson also promote production things useful effective prosecution war section authorized president deemed public welfare grant licenses american citizens corporations use inventions covered patents subsection section act amended november comp authorized seizure patents provided property acquired held disposed provided act ground contending seizure transfers tend lessen enemy strength encourage safeguard domestic production things essential useful prosecution war nothing support strict construction act respect seizure disposition enemy property hand contemporaneous conditions war legislation indicate purpose employ legitimate means effectively prosecute war law liberally construed give effect purposes enacted subserve originally enacted section gave custodian respect properties possession powers trustee authorized acting supervision direction president rules regulations prescribed president manage property act things respect thereof make disposition sale otherwise exercise rights appurtenant ownership necessary prevent waste protect property end interests property rights person may ultimately become entitled thereto proceeds thereof may preserved safeguarded custodian mere conservator authorized sell prevent waste brief experience made clear restriction power dispose enemy property sometimes operated defeat purpose act brought profit advantage enemy amendment march eliminated restriction upon power sale stated powers given addition trustee authorized custodian president dispose properties sale otherwise like manner though absolute owner thereof support construction restrain force broad language used congress untrammeled free authorize seizure use appropriation properties without compensation owners constitutional prohibition confiscation enemy properties brown cranch miller wall et seq kirk lynd stoehr wallace white mechanics securities act makes provision compensation former enemy owners claim patents proceeds derived sales makes difference whether consideration paid foundation adequate inadequate provision war enemy claims shall settled congress shall direct conferred rights upon owners moreover treaty berlin prevents enforcement claim germany nationals nationals account seizures sales question denying power confiscate enemy properties argues construed provision question unconstitutional attempts delegate legislative power executive act gave custodian acting president full power disposition restriction put upon dispositions sales sales regulated general rule laid dispositions sale otherwise made accordance determinations president proviso made exception including class sales upon failure president otherwise determine stating reasons therefore public interest required sales made specified necessary congress ascertain facts deal case act went far reasonably practicable circumstances existing peculiarly within province know facts determine disposition made enemy properties order effectively carry war determination terms sales enemy properties light facts conditions time time arising progress war making law application general rule laid act plenary power congress general rule established regarded manifest limitation upon excepted class delegation legislative power field clark buttfield stranahan union bridge grimaud language statute plain misunderstood except affected proviso custodian dominion property power dispose president unlimited powers absolute owner power president determine terms conditions sales disposition restricted authorized stating reasons therefor public interest dispense requirements specified proviso substitute others cf levinson amended section read comparison original enactment regard chemical warfare conditions existing time amendment march inevitable conclusion empowered president authorize custodian acting consummate sales question argues executive order december void one february authorize ratify transactions section act provides president may exercise power authority conferred act officer officers shall direct comp language executive order hereby vest frank polk power authority conferred upon president provisions section obviously functions great office exercised president person contention power determine enemy property sold delegated another sustained occasion consider like question certral trust garvan stoehr wallace supra commercial trust miller decisions sustain delegation involved argued order made conformity statute power another order show polk officer two constructions possible one render order useless give validity latter adopted cf panama johnson coombs pet intention exert power conferred section plain meticulous precision language necessary russell use word accurate must deemed sufficient context circumstances considered polk officer president authorized act counselor department state appointed president confirmed senate germaine particular form designation required unreasonable read order otherwise meaning respect matters covered section president determined act frank polk counselor department state validity orders made polk attacked ground broad constituted attempt give custodian power granted president act power determine enemy properties disposed otherwise specified proviso contention prevail orders sufficiently described patents seized authorized private sale foundation without advertisement enough indicate determination take sales class covered proviso insisted orders induced misrepresentation made without knowledge material facts courts found failed establish conspiracy fraud deception alleged findings fact concurred two lower courts disturbed unless clearly erroneous washington sec rule findings must accepted presumption regularity supports official acts public officers absence clear evidence contrary courts presume properly discharged official duties confiscation cases wall page nix presumption taken polk acted upon knowledge material facts validity reasons stated orders basis fact rest reviewed courts dakota cent tel south dakota monongahela bridge martin mott wheat cf levinson supra agree lower courts sales transfers patents ratified confirmed president order february urged ratification shown president knowledge material facts intend ratify sales patents language used order broad enough include patents copyrights question polk order february described property covered letters patent rights letters patent including profits damages past infringement thereof alien property custodian may seize may seized time time shall determine relate objects purposes chemical foundation president order confirmation recites polk orders authorized custodian sell choses action rights interests benefits heretofore determined belong held account benefit persons heretofore determined enemies language last quoted used define properties covered polk orders action rights used include patent etc president order also intention polk orders authorize custodian sell choses action rights interests benefits agreements rights claims every character description including rights receive moneys way royalties otherwise compensation use patents alien property custodian may seized determined relate objects purposes foundation recites doubt arisen authority custodian sell convey foundation said choses action rights receive moneys way royalties otherwise president expressly authorized custodian sell private sale without public advertisement foundation upon terms conditions custodian might seem proper choses action rights interests benefits agreements rights claims every character description alien property custodian may seize may seized act president authorized custodian suitable instrument conform ratify sales theretofore made property authority polk orders might deemed doubtful stated reasons determination order given polk orders addition specified reasons need quoted order authorizes sales patents made ratifies confirms theretofore made custodian president presumed known material facts acted light intention ratify sales plain comprehensive language used broad enough include patents moreover statement reasons determination given polk orders shows intention cover properties referred transactions question ratified unnecessary consider objections made procedure custodian polk orders contends sales void made violation section criminal code stat comp rule law forbidding sales public officer fiduciary trust property custody corporation head section provides officer agent corporation person directly indirectly interested pecuniary profits contracts corporation shall employed shall act officer agent transaction business corporation violators made punishable fine imprisonment lays much stress facts garvan director bureau investigation joseph choate chief chemical division bureau ramsey hoguet patent attorney custodian conferred representatives chemical industries arrange make seizures sales patents later garvan custodian acted making transfers chemical foundation president mckay corbett directors officers appointed custodian various corporations taken control transfers made choate became general counsel hoguet patent attorney foundation bannard voting trustees members advisory sales president see sales enemy properties fairly made qualified buyers without reference facts relied port contention assume favor acted transactions complained time directors officers corporation members advisory sales committee voting trustees participated fixing prices paid patents foundation prices much less value properties inadequate constitute compensation patents belonged nonenemy owners taken public use power eminent domain section enacted war long trading enemy act lays general rule protection transactions corporations prevent action influenced one interested adversely penal statute extended cases clearly within terms exceptional spirit purpose noveck baender barnett hawaii mankichi kirby wall bishop statutory crimes ed time enactment enemy properties dealt save generality language used nothing indicate legislative purpose deal subject trading enemy act war measure covering specifically fully exclusively seizure disposition enemy properties authority president authorize sales determine terms conditions lieu specified proviso undoubtedly included power cause chemical foundation incorporated purchase hold patents specified direct selection directors officers voting trustees president custodian acting seller patents caused foundation created buy hold caused controlled officers representatives acting exclusively interest neither garvan others acted financial interest foundation profits contracts corporate shares subscribed paid interested chemical industries furnished money carry plan formulated direction palmer custodian voting trust agreement shareholders divested voice control business affairs corporation shares held voting trustee years within patents expire charter provisions dividends limited per centum per annum transferable certificates beneficial interest issued trustees shareholders used control corporation arrangement intended amount public trust patents benefit promotion american industries give right equal reasonable terms licenses make use sell inventions covered patents foundation properly considered instrumentality created direction president effect disposition subsequent control patents determined public interest transactions complained involve evils aimed section act construed applied qualified affected provision criminal code utah power light kepner ann cas townsend little rouse hazard power dispose properties sales terms conditions specified included grant made statute follows rule respect sales trust properties fiduciaries apply commencement trial district found necessary testimony taken shorthand transcribed appointed official stenographer purpose ordered fees ultimately taxed part costs another order counsel consenting directed expense printing copies transcript available use appeal advanced time time borne equal amounts parties form part taxable costs decree directs chemical foundation recover money advanced foundation account fees expenses orders amount taxed costs case government insists erroneous general rule absence statute directly authorizing courts give judgment costs expenses hooe cranch shewan sons davis et foundation insists equity rule taken consent counsel orders authorized direct items taxed costs give judgment therefor equity rule general terms provides stenographers fees shall fixed taxed costs specify costs judgment money rule mention affect sovereign prerogative pay costs congress alone power waive qualify immunity statute izes giving judgment items authorizes attorney general counsel case consent judgment authority necessary proper conduct litigation behalf ground implying authority follows direction judgment costs sustained part decree eliminated decree modified affirmed decree modified affirmed modified justice sutherland justice stone took part consideration decision case footnotes part section iv article annex paragraphs treaty versailles adopted article ii treaty berlin stat