Neale v. Vestry of St. Paul's Church
Neale v. Vestry of St. Paul's Church
Opinion of the Court
delivered the opinion of this court.
The plaintiff, to sustain this action in the court below against the defendants, as a corporation, produced a paper purporting to be executed according to the act of 1802, ch. 111, and in due time recorded, which recites that—
“At the request of the “German United Dutheran, and Evangelic Reformed Congregations of St. Paul’s Church.” &c., the following regulations were recorded the 18th of January, 1806:
u 1st. All those persons shall be considered as regular members of these united congregations, who are at least twenty-one years of age,” &c. The articles of association then go on to provide, that as each is to be attended by different ministers of the two aforesaid persuasions, both such ministers, for the time being, are to be considered members of the corporation; and that the election of such ministers, and all matters relating to the principles of cither religion, must be left to each congregation separately. That the trustees shall consist of the duly elected ministers, or minister, if but one, for the time being, and ten other members, (five out of each congregation.) And by the 10th article: “ This corporation, and their successors in office, forever, shall be vested with all the powers and authorities vested in them by the aforesaid act of Assembly, as a body politic or corporate, and shall provide for the management and preservation of all the property, buildings, implements, cash, &c., and apply them for the benefit of these united congregations, and provide for the support of the church, and the laborers therein.”
To the admissibility of this paper in evidence, the defendants objected, and the objection being sustained by the court, the plaintiff excepted, and has appealed to this court.
The ground of the objection here taken is, that the provisions of this act of 1802, refer to each individual, particular church, society or congregation singly, and not to two or more associated together, with a view to the privileges conferred by it. We cannot consent to give to the act this restricted con
Here it is objected that two societies united for the purposes contemplated. Does not the very act of union constitute them one ? Not that they have united in doctrine; that they expressly reserve. But united certainly in name and designation, “ a church;” as one corporation with respect to the property owned and possessed by them, and the mutual enjoyment and dedication of it in common for religious purposes.
And, upon their face, these articles of association purport to be one act of incorporation, under the united names and designation of the parties. They are constituted “ one body politic,” “society,” or “corporation,” with one “body of trustees,” within the number prescribed by the act, for the pur
These parties style themselves, throughout, a corporation; and all the provisions under which they have united, as expressed in their articles of association, are clearly within the operation and meaning of the act. It is impossible that the act could contemplate that any one society or congregation might act singly in the premises, but that if two unite for the same purpose, the application must be addressed to the Legislature to sanction such union, provided the object of such union and incorporation into one, be otherwise within the spirit of the act.
There is, then, no such incompatibility as to render this union repugnant to the act. It may result from the connection of the parties that the whole may be made responsible for the debts or contracts of one party, -within the terms of their association. But this is no more than a necessary consequence resulting from their own compact together. Constituting themselves one corporation, renders the joint property liable for the legal obligations contracted by them. It is their own act, and the legal consequences that result from it, they are not now at liberty to deny or evade.
To permit them now to stultify themselves, (even if the question were doubtful,) would be gross injustice to innocent creditors with whom they have contracted. They have pre
JUDGMENT REVERSED, AND
PROCEDENDO AWARDED.
Reference
- Full Case Name
- B. T. Neale v. The Vestry of St. Paul's Church
- Status
- Published