Monday, Feb. 08, 1926
Tip-Top Bread
Last week a lawyer scuttled into the office of Baltimore's tax commissioner a few minutes before closing hour and filed an application for a state charter to incorporate. He represented an organization wishing to call itself Ward Food Products Corporation, with ten million shares of no-par-value common stock and ten millions of preferred, which the directors reserved the right to buy in at $110. Potentially this capitalization was two billions, one of the largest in the world. The lawyer deposited a check for $40,700 in taxes and scuttled out as fast as he had come.
The business world snapped its attention Baltimorewards before the lawyer had fairly got back to his office. From the fact that William B. Ward was named president of the new corporation, it was evident that that famed 41-year-old baker was carrying out his long-rumored plan of merging the great bakeries of the country and controlling their factory brands of the national life-staff from sown seed to delivered loaf. U. S. housewives still bake 50% of the bread, cake and pastry that is eaten. Baker Ward would attend to much of the rest.
What was foreseen was the merging of the Ward Bakery Corporation, the General Bakery Corporation and the Continental Bakery Corporation, concerns owning 157 plants from coast to coast and producing 500 million loaves a year. In Washington, where the Federal Trade Commission has been eyeing the bread industry in response to congressional outcries, inquiry was reported "in abeyance," which meant that nothing damaging had been discovered to show a "bread trust." This combine's half billion loaves would constitute only some 10% of U. S. bread consumption, and no monopoly.
But even more interesting than the size, suddenness and secrecy of this corporation's advent, were passages of two clauses buried in the application. The corporation sought the right "to perform any act permitted by the law to the end that . . . every child may enjoy the right to be born well, reach school age well, and be fit mentally and physically for American citizenship"; and the power "to set aside out of surplus and not profits ..." funds to carry out the ideals expressed above. These funds might be used in "building hospitals, recreation grounds, and helping established child welfare organizations." In other words since "surplus" and "profits" are definable by the corporation making them, and since no dividend rate was set for this corporation's common stock, this corporation has a "soul." It may give its profits to charity rather than declare dividends.
Hard-boiled Wall Streeters chomped their cigars and said, "Humph! Tryin' to gild his corporation." Friends of Baker Ward hotly denied. They reported a conversation. Baker Ward had been told he would get no backing from Wall Street for a corporation that might not pay common-stock dividends. "I need no Wall Street backing." Friends had deprecated the philanthropic clauses. "You men don't seem to understand that I have so much money I don't want any more. I want to give it away and do it in such a fashion that I won't be eternally talked about."