Page images
PDF
EPUB

In the reign of queen Elizabeth, the Irish parliament was more nearly modelled on that of England than it had hitherto been; and the following account is left by Mr Hooker, of a parliament held by Sir Henry Sidney, her deputy : “ On the first day of which parliament, the lord deputy, representing her majesty's person, was conducted and attended in a most honourable manner into Christ's church, and from thence into the parliament house, where he sat under the cloth of estate, being apparelled in princely robes of crimson velvet, doubled or lined with ermine. And then and there, the lord chancellor made a very eloquent oration, declaring what the law was; of what great effect and value; how the common society of men was thereby maintained, and each man in his degree conserved, as well the inferior as the superior, the subject as the prince; and how careful all good commonwealths in the elder ages had been in this respect, which, considering the time, state, and necessity of the commonwealth, did from time to time ordain and establish most wholesome laws, either of their own devices, or drawn from some other commonwealth; and by these means have prospered and continued. And likewise how the queen’s most excellent majesty, as a most natural mother over her children, and as a most vigilant princess over her subjects, hath been always, and now at present is, very careful, studious, and diligent in this behalf, having caused this present parliament to be assembled, and by the counsel and advice of you her nobility, and you her knights and burgesses, such good laws, orders, and ordinances may be decreed, as may be to the honour of Almighty God, the preservation of her majesty, and of her imperial crown of this realm; for which they were not only to be most thankful, but also to do their duties in this behalf.”

On the 2nd of July, 1800, the kingdom of Ireland was united to Great Britain by a formal act of the legislature, by which the kingdom of Ireland is now represented in the imperial parliament of Great Britain. By the articles of Union (for which see page 267), one hundred members were to represent the commons of Ireland in the parliament of the united kingdom; but as the reform bill has entirely altered the representation, we refer to p. 401, for the particulars. Four lords spiritual, or bishops, by rotation of sessions, and twenty-eight lords temporal, elected for life, sit and vote in the imperial house of peers, on the part of Ireland. That kingdom now forms an integral part of the British dominions; and all the acts of the imperial parliament include Ireland, unless otherwise expressed in the act.

CORPORATIONS.

ALL personal rights die with the person; but there are rights, which for the benefit of society, require to be continued when the person in whom they were first invested has become a clod of the valley. Yet as the formal revival and recognition of these rights in a succession of persons, would always be inconvenient and sometimes impracticable, it has been found necessary to create artificial persons, who may perpetually maintain and enjoy the original rights by a sort of immortality; these artificial persons are what are called bodies politic, bodies corporate, or corporations, and are qualified to take, grant, &c. The advantages which are thus derived to the interests of religion, learning and commerce, have been found by experience to be very great. The introduction of corporations into Europe seems to have been effected by Lewis le Gros, who erected the French boroughs into corporations, with the view of relieving the people from the feudal slavery, and of affording them protection, by means of certain privileges and a separate jurisdiction. It appears from Doomsday-book, that the greatest boroughs in England at the time of the conquest, were little more than country villages, whose inhabitants were only a number of low dependant tradesmen, living without any incorporation or particular civil tie. ! To show the advantages of these incorporations, let us consider the case of a college in any of the universities founded ad studendum et orandum, for the encouragement and support of religion and learning. If this were a mere voluntary assembly, the individuals of which it is composed might indeed read, pray, study, and perform scholastic exercises together, so long as they should agree to do so; but they could neither frame nor receive any laws or rules for their conduct; none at least which could have any binding force, for want of a coercive power to create a sufficient obligation. Neither could they be capable of retaining any privileges or immunities; for in the event of such privileges being attacked, which of all this unconnected assembly has the right or ability to defend them? And when they are dispersed by death or otherwise, how shall they transfer these advantages to another set of students equally unconnected as themselves? The case is the same also in respect of holding estates or other property, if land be granted for the purposes of religion or learning to twenty individuals not incorporated, there is no legal way of continuing or transmitting the property to any other persons for the same purposes, but by endless conveyances from one to another, as often as the parties are changed. But when they are consolidated, and united into a

1

corporation, they and their successors for ever are considered in law only as one person, who never dies : as one person, they have but one will, which is collected from the sense of the majority of the individuals : this individual may establish rules and orders for the regulation of the whole, which are a sort of municipal law for this little commonwealth; or rules and statutes may be imposed on it at its creation, which then take the place of natural laws: the privileges and immunities, the estates and possessions of the corporation, when once they are vested in them, will remain for ever invested, without any new conveyance to new successions; for all the individual members that have existed from the foundation to the present time, or shall hereafter exist, are but one person in law, a person who never dies. In the same manner as the Thames, the Clyde, or the Forth, are the same rivers still, although the parts which compose them bave been changing every instant from their first creation, ages ago.

These political constitutions seem to have been originally invented by the Romans; and Plutarch informs us that they were introduced by one of their early kings, Numa; who, on his accession to the throne, finding that the city was torn to pieces by the two rival factions of the Sabines and Romans, conceived the politic idea of subdividing these two into many smaller ones, by instituting separate societies of every manual trade and profession. They were afterwards held in much consideration by the civil law, in which they were called universitates, as forming one whole out of many individuals; or collegia, from their being gathered together: they were also adopted by the canon law, for the maintenance of ecclesiastical discipline; and from them our spiritual corporations are derived. But our laws have considerably refined and improved upon the invention, according to the usual genius of the English nation, particularly by the invention of corporations sole, that is, consisting of one person only, of which refinement the Roman lawyers had no notion whatever; their maxim being, that three persons made a corporation; though they held that if a a corporation consisting originally of three persons should be reduced to one, it may still subsist as, and be called, a corporation.

The law of England recognises two sorts of corporations, viz. aggregate and sole.

A corporation aggregate, consists of many persons united together into one society, and is kept up by perpetual succession : of which kind are the mayor and commonalty of a city or borough, the head and fellows of a college, and the dean and chapter of a cathedral church.

A corporation sole, consists of a single person and his official successors in some particular station, who are incorporated by law in order to give them some legal advantages, particularly that of perpetuity, which in their natural persons they could not have. In this sense, the king is a corpo

ration sole : so is a bishop; so are some deans and prebendaries, distinct from their several chapters; and so is every parson and vicar.

The wisdom of the law is manifest in making a parson or vicar a body corporate, because originally the freehold of the churchyard, parsonage house, or manse as it is called in Scotland, the glebe, and the tithes, were vested in the parish clergymen, as a temporal recompense for their spiritual services to the people, and with the intent that the same emoluments should for ever afterwards continue as a recompense to their successors. And had not the law prevented it by this fiction, the freehold would bave descended to the heirs of the clergy instead of to their successors, and they would have been liable for their debts and incumbrances; or at best their heirs might have been compellable, at considerable trouble and expense, to convey these rights to the succeeding incumbent. The law, therefore, has wisely ordained, that the parson or parish minister shall never die, any more than the king, by making both him and his successors a corporation; by which means all the original rights of the parsonage are preserved entire to his successor; for the present incumbent or minister, 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.

Bodies corporate are again divided into ecclesiastical and lay, which may be either sole or aggregate.

Ecclesiastical corporations, are when the members that compose them are entirely spiritual persons; such as bishops, certain deans and prebendaries; all archdeacons, parsons, and vicars; these are sole corporations. Deans and chapters at present, and in popish times, priors and convents, abbots and monks, and the like, are corporations aggregate. These corporations were instituted for promoting religion and perpetuating its benefits in the world.

Other lay corporations have been erected for the good government of a town or particular district, as a mayor or commonalty, bailiff, and burgesses, or the like: some for the advancement and regulation of manufactures and commerce; as the trading companies of London and other towns; and some for the better carrying on of special purposes, as church wardens, for the conservation of the goods of the parish; the college of physicians, and company of surgeons, in London, for improving the medical science; the royal society, for the advancement of natural knowledge ; and the society of antiquaries, for the study of antiquities. The eleemosynary sort, are such as are constituted for the perpetual distribution of the free alms or bounty of their founder, to such persons as he has directed. Of this kind are all hospitals for the maintenance of the poor, sick, and impotent; and all colleges, both in and without the two universities of Oxford and Cambridge; which colleges are founded for two purposes : 1. For the

promotion of piety and learning by proper regulations and ordinances; 2. For imparting assistance to the members of those bodies, in order to enable them to prosecute their devotion and studies with greater ease and assiduity. And all these eleemosynary corporatious are strictly speaking lay, and not ecclesiastical, even although they be composed of ecclesiastical persons, and although in some things they partake of the nature, privileges, and restrictions of ecclesiastical bodies.

Having now pointed out the several species of corporations, we will consider, I. How corporations in general may be created. II. What are their powers. And, III. How they may be dissolved.

I. Corporations may be created either by common law, by prescription, or by act of parliament. But as the king's consent is absolutely necessary, any one of these methods may be reduced to this, of the king's letters patent or charter of corporation; for in all cases the king's consent is either implied or expressly given. The king's implied consent is to be found in corporations which exist by force of the common law, to which former kings are supposed to have given their consent; common law being nothing else than custom arising from the universal agreement of the whole community. Of this sort are, by a fiction of law, the king himself, all bishops, parsons, vicars, church wardens, and some others; who have ever been held in common law (as far as law books can show) to have been corporations virtute officü; and this corporation is so inseparably annexed to their offices, that we cannot frame a complete legal idea of any of those persons, but we must have an idea of a corporation, capable of transmitting his rights to his successors at the same time. Another method of implication, whereby the king's consent is presumed, is as to all corporations by prescription, such as the city of London, and many others, which have existed as corporations beyond the memory of man; and therefore are considered in law to be well created. For although the members thereof can show no legal charter of incorporation, yet in cases of such high antiquity, the law presumes that there once was one, and that by variety of accidents, which the lapse of time may produce, the charter has been lost or destroyed. The methods by which the king's consent is expressly given, are either by act of parliament or charter. Corporations may certainly be created by act of parliament, for to that the king's consent is absolutely necessary to make an act; but it is to be observed, that most of those statutes which are usually cited, as having created incorporations, either confirm such as have before been created by the king; as in the case of the college of physicians, created by charter in the tenth year of the reign of Henry VIII., which charter was afterwards confirmed by act of parlia. ment; or they recognise the king's right to erect a corporation in futuro, with such and such powers, as in the case of the bank of England, and the

« PreviousContinue »