Page images
PDF
EPUB

Voorhees and Wife agt. Presbyterian Church of Amsterdam and others.

conveyance of the pew in question to Voorhees described it as being in the new brick Presbyterian Church in the village of Amsterdam. The church was erected as a house of public worship for the members of the Prosbyterian Church of Amsterdam village. Voorhees was bound to inquire to what religious corporation belonging to the Presbyterian denomination, the church referred to in his deed belonged, and what interest such corporation had in the church. He had no right to presume that his grantors erected the church on their own individual property, or for their own exclusive benefit. It is sufficient to constitute a resulting trust, if the consideration money upon the purchase was advanced by some other person as a loan to the cestui que trust, or as a gift to him, or for his benefit (1 Bar. Ch. R. 499; 1 John. Ch. 582; 5 John. Ch. 1); and if the cestui que trust days only a part of the purchase money there will be a resulting trust in his favor pro tanto (4 kent Com. 306; 2 John Ch. 410).

If the evidence authorizes the inference that Deforest and his associates purchased the new church lot for their own individual benefit; and took the deed in their own names with intent to defraud the corporation or the corporators, then a trust resulted in favor of the corporation, on the ground of a purchase by them of the church lot with moneys belonging to the corporation in violation of the trust reposed in them by the congregation (2 R. S. 14, 353, 3d ed.; 4 Kent Com. 306; 10 Paige, 249).

If there was no valid trust in favor of the religious corporation in the church lot, and if the legal title of the lot was in Deforest and his associatas, the corporation had nevertheless an equitable title to the church edifice. That was erected with the money of the corporation; money raised by the sale of the old church lot and by subscription for the benefit of the corporation. The church was erected by Deforest and his associates and of course with their consent. Under these circumstances the trustees of the corporation, for the benefit of the congregation and its members, had a beneficial interest in the church edifice which equity would protect and preserve for the use of the congregation. And if Voorhees had notice of this equitable interest in the church

Voorhees and Wife agt. Presbyterian Church of Amsterdam and others.

edifice at the time he received his conveyance to pew No. 45, he took his title subject to this prior equitable interest. The rule in equity is also applicable to this case, that if a man stands by and suffers another to build on his land and sets up no right to it, he will lose his land (7 John. 243; 1 John. Ch. 354). In this case there is no evidence to show that the trustees of the corporation knew that the legal title was in Deforest and his associates, when the church was erected.

If a trust resulted in favor of the corporation on the delivery of the conveyance to Deforest and his associates, which was turned into a legal right, or if the corporation in any of the other modes hereinbefore mentioned acquired an equitable estate and interest in the church lot and church edifice which was transmuted into a legal estate, Voorhees acquired no title whatever, either legal or equitable, to the pew in question, under his conveyance from Deforest and his associates.

But inasmuch as the trustees of the congregation in May 1834, accepted a deed from Deforest and his associates of the new church lot and edifice, reserving to the owners of the pews or slips the right to use the same in perpetuity, I will regard the deed to S. Voorhees in like manner as I would have done, had it been executed by the trustees themselves. This is the most favorable view of the case which can be taken for the plaintiffs. For as the religious corporation had an equitable estate in the church lot and edifice of which the plaintiffs had notice, Deforest and his associates in their sale of the pew in question to S. Voorhees must be regarded as acting merely as trustees of the corporation; and they could not, therefore, exercise any power of alienation which the trustees of the corporation did not themselves possess. I am aware that this reservation may be criticised. It

may

be said if Deforest and his associates had no right or authority to sell the pews, that the grantees acquired no title thereto, and that therefore there was no owners of pews to whom the reservation in the deed applied. And it may also be insisted that this reservation in favor of the owners of the pews or slips is void for another reason. A reservation or exception in a deed in favor

Voorhees and Wise agt. Presbyterian Church of Amsterdam and others.

of a third person who has no title or interest in the land is inoperative (Jackson vs. Swart, 20 John. 87; Hornbeck vs. Westbrook, 9 John. 73; Hornbeck vs. Sleight, 12 John. 200; 2 Hill. Ab. 360, $ 147). Voorhees was a stranger to the deed from Deforest and his associates to the trustees of the corporation. He had no title or interest in the pew in question at the date of that deed.

Regarding, however, the deed to S. Voorhees as a deed from the trustees of the corporation, the question presents itself whether the trustees of a religious corporation, incorporated under the act to provide for the incorporation of religious societies, can make an absolute sale in perpetuity of the pews without the reservation of any rent in the deeds of conveyance. The 4th section of the act authorizes the trustees to hold and enjoy all churches, &c., and all estates belonging to the congregation, &c., and to purchase and hold other real and personal estate, and to demise, lease and improve the same for the use of the congregation; to repair and alter the churches and to erect others if necessary, and to regulate and order the renting of the pews in the churches. The 11th section authorizes the trustees to sell any of the real estate of the corporation on obtaining the chancellor's order for that purpose. These two sections embrace all the powers of sale and disposition of the real estate of the corporation conferred upon the trustees by the act. They have no power to sell absolutely any part of the real estate without the chancellor's order. They can demise and lease the same, or rent the pews without such order. Their powers of disposition are limited by the act to a demise or lease of the real estate or to the renting of the pews in the church, and to a sale of the real estate absolutely on obtaining the chancellor's order directing the sale. An absolute sale and conveyance of the real estate without the chancellor's order would convey no title (2 Kent Com. 281; Dutch Church in Garden street, 7 Paige, 83 and 4). The conveyance of the pew in question to S. Voorhees was an absolute sale in fee. If it was a sale of real estate, within the meaning of the 11th section, it was void because it was not authorized by the chancellor's

Voorhees and Wife agt. Presbyterian Church of Amsterdam and others.

order. If it was a conveyance under the 4th section, it was void because it was not a lease reserving rent, but an absolute grant without condition or reservation. “A lease is a contract for the possession and profits of lands and tenements on the one side and a recompense of rent or income on the other; or a conveyance of lands, &c., to one for life, for years, or at will, in consideration of a rent or other recompense (1 Hill. Ab. § 1, 129, 130; 7 Cow. 326; 4 Kent. Com. 85; 2 Bouv. 17). The words of conveyance appropriate in a lease are “demise, lease, and to farm let,(1 Hill. Ab. 130, $ 6). These words are technical words well understood, and are the most proper that can be used in making a lease (2 Bouv. L. Dic. 18). The technical meaning of demise is a lease for a term of years (1 Bouv. Dic. 445). The meaning of the words demise and lease, as used in the 4th section of the act to provide for the incorporation of religious societies, is very clearly a lease for years in consideration of rent. If a sale of pews in a church is not a sale of real estate within the meaning of the 11th section of the act, as was held by Justice Wooworth in Freligh vs. Platt (5 Cow. 496), because the grantee acquires a limited usufructuary right only, it may be contended that the authority given in the 4th section to the trustees to demise and lease the real estate of the church, does not apply to a lease of the pews, because pews separatė from the seizin and possession of the soil and building are not real estate within the meaning of the act. If this is the true construction of the section the only authority conferred by the act upon the trustees to lease the pews is to be found in the power given them to regulate and order the renting of the pews. At common law, corporations aggregate have an incidental right to alien and dispose of their lands and chattels unless specially restrained by their charters or by statute. But the powers of religious corporations incorporated under the general act, are limited by that act to a demise, lease, or improvement of their real estate. And they have no power of sale without the chancellor's order (2 Kent Com. 281, 2d ed.; 7 Paige, 83). Where the powers of a corporation are enumerated in its charter the maxim “expressio unius exclusio alterius" is

Voorhees and Wife, agt. Presbyterian Church of Amsterdam and others.

applied and the enumeration is construed as a prohibition of all it does not embrace (Tucker vs. St. Clements Church, Superior Court, 3 N. Y. Legal Observer, 261). A corporation has no powers except such as are specifically granted, and those which are necessary to carry into effect the power expressly granted. The specification of certain powers operate as a restraint to such objects only, and is an implied prohibition of the exercise of other and distinct powers (People vs. Utica Ins. Co. 15 John. 382; THOMPSON, J). It is also a general rule that a corporation can only act in the mode prescribed by the law creating it (2 John. 114; Beattie vs. Marine Ins. Co. 7 Cow. 462; Jackson vs. Hartwell, 8 John. 330). The deduction from these principles is clear, that the trustees of a religious corporation, incorporated under the general act, have no power to make an absolute sale of a pew in perpetuity without reservation of rent. If the trustees are regarded as the donees of a power, or as invested with a statute authority, they in either case are bound to pursue the power or authority in the mode and form of alienation prescribed by the general act for the incorporation of religious societies. If this is not done in their alienations of the real estate of the corporation, the deed will be void (1 Hill, 114, 115; 2 Cow. 228; 4 Kent Com. 344, 2d ed). If the act to provide for the incorporation of religious societies, confers no powers on the trustees to make an absolute sale of a pew in perpetuity without reservation of rent; it seems to me that the grant to S. Voorhees can derive no aid from the doctrine of Cy Pres. This doctrine applies to devises and it authorizes the court to give effect to the intention of the testator as far as the rules of law will allow (Cruise Dig. Tit. 38, Demise, ch. 9, § 18; 1 Bouv. L. Dic. 401; 2 Story Eq. Jur. § 1169). Nor can the plaintiffs derive any aid from the rules of construction applicable to conveyances which derive their effect from the statute of uses. They can derive no aid from the rule that if a deed can not operate in the manner intended by the parties, it will be construed to operate in some other manner, if consistent with the rules of law; or from the rule that in the construction of a conveyance, the intent of the parties will be carried

« PreviousContinue »