As the federal government has only the powers which are expressly or by implication conferred upon it in the constitution, and as the constitution does not expressly provide for the creation of corporations by Congress, the power of Congress to create a corporation must exist, if at all, by implication. It is well settled, however, that Congress may, in the exercise of its implied powers, create corporations when their creation is a necessary and proper means of carrying out the powers conferred upon it (McCulloch v. Maryland). Thus, as Congress has the power to borrow money and regulate the currency, it may charter a United States bank with branches through which the financial operations of the government maybe conducted; or it may, by general law, provide for the organization of national banks with authority to carry on a general banking business and issue currency. It has also, in the exercise of its power with relation to post offices and post roads and interstate commerce, chartered railroad companies with authority to operate lines of road through different states and territories. No doubt the power to create private corporations and to regulate the corporations thus created might legitimately be further extended if Congress should deem it wise to do so. Municipal corporations within the various states must necessarily, however, derive their authority from the states and not from Congress. But in the portions of the territory of the United States which are not within the limits of any state and which are therefore subject exclusively to congressional legislation, Congress may create or provide for the creation of both municipal and private corporations as it sees fit.

It is apparent, therefore, that while Congress may regulate corporations created under its authority, and may also to some extent control the business of corporations engaged in interstate or foreign commerce (see above, § 93), it has no power to regulate other corporations (UnitedStates v. E. C. Knight Co.). The fact that state regulations are not applicable beyond the limits of the state, and that these regulations are by no means uniform as to their policy or their methods, has suggested the desirability of a further control by Congress which should be uniform throughout the states. But without an amendment to the federal constitution giving Congress further power, it does not seem possible to suggest any theory on which Congress can legislate with reference to corporations in general.