An eleemosynary purpose is a charitable purpose, as the latter term is used and understood in treatises and decisions upon the subject of trusts. See Estate of Wirt, - Cal. App., 263 Pac. Rep. 271, 172.
Eleemosynarius. A person who dispenses or bestows alms.
Eleemosynary. A word that has come in the law to be interchangeable with the word “charitable.” Relating or devoted to charity; given in charity; having the nature of alms. United Community Services v. Omaha National Bank, 16 Nev. 786, 77 N.W. 2d 576, 582.
Eleemosynary corporation. A corporation created for a charitable purpose or for charitable purposes, such as is constituted for the perpetual distribution of free alms to such purposes as their founders and supporters have directed. Of this description are hospitals for the maintenance of the poor, sick or impotent, and colleges and schools for the promotion of piety and learning. 13 Am Jur 174.
Private eleemosynary corporation. A corporation created for the administration of a public or private charity, the endowments of which have been received from individuals. 13 Am Jur 172
CORPORATION SOLE IS DIFFERENT FROM a “non-profit” or “not-for-profit” corporation with or without at 26 U.S.C.S. 501 (c)(3) status IN ALMOST EVERY CONCEIVABLE WAY.
What were the original corporations recognized by secular authorities?
The earliest corporations were civil or ecclesiastical, rather than business or profit. See generally Laski, The Early History of the Corporations in England , 30 Harvard Law Review 561 (1917); Williston, History of the Law of Business Corporations Before 1800 (pts. I and II, 2 Harvard Law Review 109, 149 (1888).
Please describe some of the characteristics of a Corporate Sole, and Distinctions Between a Corporation Sole and Corporation Aggregate.
“Legal nomenclature is for once its own interpreter. A member of a corporation sole is one of a series of persons succeeding one another in some official position.” C. Carr, The Law of Corporations 14 (1905 & photo reprint 1984). For example Queen Elizabeth II, as a corporation sole, is identified to Victoria ; the present Archbishop of Canterbury in his corporate form is one with his predecessors, Laud, Benson and Lang. The corporation sole, unlike its business counterpart, is only vertical in time.
“There are a few points of corporation law applicable to a corporation sole,” according to Kent . [2J. KENT , COMMENTARIES 273.] There are however, four legal characteristics unique to it: All corporations’ sole are “either public officers or dignitaries of the established church.” In short the corporation sole is the incorporation of an office. At Common Law, the corporation sole can claim title to real property only. Property and powers of corporation sole are transferred on the death of an incumbent to successors in office, not to heirs or through executors.
The corporation sole lacks the usual trappings of a corporation. It does not have a board of directors, officers, stock, by-laws, official minutes, or standard corporate name. The older corporations’ sole are also devoid of a royal charter or other formal authorization, characteristics that may be required of later corporations. [Since state acknowledgment later became an alleged requirement, or at least state policy, a theory had to be developed to justify the corporation sole existence of the ancient churches. One such theory [not law] was based on the fiction that some earlier king had issued a charter which was subsequently lost, or at least the crown had no objection to continuing a corporate existence. [See Williston, History of the Law of Business Corporations Before 1800 (pts. I & II), 2 Harvard Law Review 105 at 113-114.]
In the Massachusetts case of The Overseers of the Poor of the City of Boston v. David Sears 39 Mass (2Pick) 122 at 128 (1839) the Massachusetts Supreme Court there described some of the distinguishing aspects between a corporation sole and corporation aggregate as follows:
“…In all aspects, the distinction between an aggregate and sole corporation, growing out of all the different modes of constitution and forms of action, is striking and obvious. A bishop or parsons acting in a corporate capacity and holding property to him and his successor in right of office, has no need of a corporate name, he requires no particular, he performs all legal acts under his own seal, In his own name and name of his office; his own will alone regulates his acts and he has no occasion for a secretary, for he need not keep a record of his acts, needs no treasurer, for he has no personal property except the rents and proceeds of the corporate estate, and these he takes to his own use when received. By-laws are unnecessary, for he regulates his own action, by his own will and judgment, like any other individual acting in his own right. But it is not necessary to pursue the comparison into all its details; the points suggested are sufficent to show the legal distinctions between the two classes of corporations.”
The Overseers case was decided in 1839. In more recent decision in 1983, the California Second Appellate District decided County of San Luis Obispo v. Delmar Ashurst 146 Cal. App. 3d 380, 194 Cal. Rptr. 5 (1983) wherein it insightfully stated: “…The issue as defined by the trial court, “is whether the assests of its corporation sole are the personal assests of its titular head, and thus subject to execution for his or her debts.” The answer on the basis of legal authorities defining the corporation sole and its attributes must be, as the trial court concluded, and unequivocal “no”. The corporation sole is a venerable creation of the common law of England , and is well established under common law in California . (Santillan v. Moses (1850) I Cal. 92: Archbishop v. Shipman (1889) 79 Cal. 283. California by statute has legitimized this tradition and regulates the formalities attendant upon the creation and continued existence of the corporation sole (Corp. Code Section 10000 et seq.) One principal purpose of the corporation sole is to insure the continuation of ownership (sic) [quiet possession given by GOD under Abrahamic Covenant] dedicated to the benefit of a religious organization which may be held in the name of the titular hear (sic) [The Office]. Title [quiet possession by inheritance from GOD] will not then be divested or passed to that person’s heirs upon the death but will be retained for the benefit of the religious group and passed to the successors to his office.
The topic was covered by Blackstone who described the corporation sole as follows: “Corporation sole consist of one person only and his successors, in some particular station, who are incorporated by law, in order to give them some legal capacities and advantages, particularly that of perpetuity, which in their natural persons they could not have had. In this sense the king is a corporate sole; so is a bishop; some are deans, prebendaries, distinct from their several chapters; and so is every parson and vicar. And the necessity of at least use, of this institution will be very apparent; if we consider the case of a parson or church. At the original endowment of parish churches, the freehold of the church, the churchyard, the parsonage house, the globe, and the tithes of the parish, were vested in the then parson by the bounty of the donor, as a temporal recompense to him for the spiritual care of the inhabitants, and with the intent that the same emoluments should afterwards continue as a recompense for the care. But how was this to be effected? The freehold was vested in the parson; and, if we suppose it vested in his natural capacity, on his death it might descent to his heir, and would be liable to his debts and encumbrances; or at best, the heir might be compellable, at some trouble and expense, to convey these rights to the succeeding incumbent. The law therefore has wisely ordained, that the parson, quatenus (as) parson, shall never die, any more than the king; by making him and his successors a corporation. By which means all the original rights of the parsonage are preserved entire to the successor; for the present incumbent, and his predecessor who lived seven centuries ago, are in law one and the same person; and what was given to the one was given to the other also.” (1 Blackstone’s Commentaries, ch. 18, pp. 469-470).
The Vatican gave formal approval to the corporation sole as one of the approved methods of holding title to church property in a private letter sent to the American bishops in 1911. For the text, see 2 T. BOUSCAREN, CANON LAW DIGEST (1966) A. MAIDA & N. CAFARDL, CHURCH FINANCES AND CHURCH RELATED CORPORATIONS 129 (1986)
Can you provide More Examples of the Modern Use of a Corporate Sole, and Recognition by Legislatures and Courts of the United States of America ?
“The office of bishop in most dioceses in the U.S. is a corporation sole.” 4 New Catholic Encyclopedia, Corporation 337 (1967). A current view as of 1988 reveals approximately one-third of the diocesan bishops is corporations sole. The remainders of the diocese have small boards, usually appointed by the bishop. See Maitland, The Corporation Sole, 16 Law Quarterly Review 335 (1900), reprinted in F. Maitland, Selected Essays 73 (1936). There is however a biography entitled Corporation Sole, a life of Cardinal Mundelein, See E. Kantowicz, The Corporation Sole (1983)
The Governor of Tennessee is regarded as a corporation sole. Polk v. Plummer, 21 Tenn. (2 Hum.) 500 (1841); Governor v. Allen, 27 Tenn. (8 Hum.) 176 (1847).
Probate judges have been accorded the status of a corporation sole [Overseers of the Poor v. Sears, 39 Mass. (22 Pick.) 122, 126 (1839)., and in some cases town supervisors [Jansen v. Ostrander 1 Cow. 670, 683 (N.Y. Sup. Ct. 18240].
Under the Governor General Act of Canada at Chapter G-9, Part 1, para. 2 it reads: “The Governor General of Canada or other chief executive officer or administrator carrying on the Government of Canada on behalf and in the name of the Sovereign, by whatever title designated, is a corporation sole.”
In Terret v. Taylor 13 U.S. (9 Cranch) 43, 46 (1815), Town of Pawlett v. Clark 13 U.S. (9 Cranch) 292 (1815), W. Trinidad v. Sagrade Orden de Predicadores 263 U.S. 458 (1924) where the Court states at page 460: “…The plaintiff being a corporation sole, has no stockholders. It is the legal representative of an ancient religious order the members of which have among other vows, that of poverty.” The existence of a corporation sole is also analyzed by the Supreme Court in deciding the exempt tax status in Northwestern University v. People 99 U.S. 387 (1878). Finally, in determining the question of federal and state tax excepted [distinguished from exempt] status of a hospital and infirmary operated by the office of corporate sole called: ‘Sisters of Charity of the Incarnate Word:, the Texas appellate court discussed the exception status under federal internal revenue statutes as follows: “…Under a federal internal revenue statute, 4 Fed. Stat. Ann (2d ed.) Pp. 245-252; 38 Stat. At Large, chap. 16, pp. 172-180, exempting the income of corporations & organized and operated exclusively for religious, charitable, scientific, or educational purposes, no part of the net income of which inures to the benefit of any private stockholder or individual; it has just recently been held by the United States in the case of Trinidad v. Sagrada Orden de Predicadores, 44 Sup. Ct. 204, 68 L. Ed. 223, that a corporate sole, of an ancient religious order of similar character to the one here under consideration, does not forfeit its exemption by reason of incidental earnings and profits arising from its general charitable operations, where none of its members share in the profits.” Santa Rosa Infirmary v. City of San Antonio (Tex. Com. App. 1925) 259 S.W. 926 at 934.
Church (Black’s Law Dictionary, Sixth Edition)
In its most general sense, the religious society founded and established by Jesus the Anointed, to receive, preserve, and propagate His doctrines and ordinances. It may also mean a body of communicants gathered into church order; body or community of Christians, united under one form of government by the profession of the same faith and the observance of the same ritual and ceremonies; place where persons regularly assemble for worship; congregation; organization for religious purposes; religious society or body; the clergy or officialdom of a religious body.
Within constitutional exemptions from taxation it means property used principally for religious worship and instruction. (Church of the Holy Faith v. State Tax Commission, 39 N.M. 403, 48 P.2d 777, 784.)
Term pertains to property used for educational, religious, or charitable purposes which is ordinarily exempted by law from assessment for taxes, or to certain bonds issued by the federal government or a state or one of its subdivisions. Interest on state or local government bonds is exempt from federal income taxation, and interest on bonds of the United State or its instrumentalities is correspondingly exempt from State income taxation.
Immunity from the obligation of paying taxes in whole or in part.
The Universal Declaration of Human Rights for United Nations
Article 18.Everyone has the right to freedom of thought, conscience and religion; this right includes freedom to change his religion or belief, and freedom, either alone or in community with others and in public or private, to manifest his religion or belief in teaching, practice, worship and observance.
United States Constitution
Amendment 1 – Freedom of Religion… Congress shall make no law respecting an establishment of religion…
The First Amendment of the United States Constitution guarantees basic freedom of religion, of which said constitutional amendment protects this inalienable right, and held applicable to the states through the due process clause of the Fourteenth Amendment.
According to Black’s Law, “Man’s relationship to Divinity, to reverence, worship, obedience, and submission to mandates and precepts of supernatural or superior beings. In its broadest sense includes all forms of belief in the existence of superior beings exercising power over human beings by volition, imposing rules of conduct, with future rewards and punishments. Bond uniting man to GOD, and a virtue whose purpose is to render GOD worship due him as source of all being and principle of all government of things.” Nikulnikoff v. Archbishop, etc., of Russian Orthodox Greek Church, 142 Misc. 894, 255 N.Y.S. 653, 663.”
In the English law, all corporations private are divided into ecclesiastical and lay, the former such corporations as are administering property held for religious uses, such as bishops, and certain other dignataries of the church and (formerly abbey’s and monasteries. 1 Bl. Comm. 470.
Continuing in Black’s, “A corporation sole is one consisting of one person only, and his successors in some particular station, who are incorporated by law in order to give them some legal capacities and advantages, particularly that of perpetuity, which in their natural persons they could not have had. In this sense, the sovereign in England is a sole corporation, so is a bishop, so are some deans distinct from their several chapters, and so is every parson and vicar.”
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