Repository: UIHistories Project: Board of Trustees Minutes - 1916 [PAGE 876]

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876

UNIVERSITY OF ILLINOIS.

[Jan

11,

"The Trustees of the Greenville Academies" was a South Carolina corporation owning lands and buildings, secured by private donation, where schools were successfully maintained for a number of years. But the establishment of a male academy at Greenville under the supervision of the Baptist Convention of South Carolina, with a staff of able and learned professors, so affected the attendance and patronage of the other institution as to make it apparent to a majority of the trustees that it could no longer be successfully conducted. To induce the Baptist Convention to locate #, female seminary at Greenville, a majority of the trustees, over the objection and against the protest of a minority, proposed to transfer to the Baptist Convention the Academy lands "for the purpose of endowing a female college, on condition that the said Baptist Convention would forever keep up in the village of Greenville both a male and female school, where all the branches usually learned in a male and female academy shall be taught by competent and able teachers, and which shall be open to the whole community." A petition for authority to make the transfer was accordingly presented tothe court. It was vigorously opposed by a minority of the trustees. The court granted the petition and ordered the transfer, with the condition that the trusts declared in the deeds of the donors be executed by the substituted trustees. On appeal, the Cjourt of Errors held that the transfer was legally allowable, but that an order of court allowing it was not necessary. The doctrine announced was in effect that if conditions were such that the academies could no longer be successfully conducted, the petitioners required no aid or authority from a court to make the transfer but could make it on their own motion, and that the act of a majority of the trustees in the matter was the act of the corporation. Ex Parte, The Trustees of the Greenville Academies, 7 S. C. Eq. Rep., 471. Opinion delivered in 1854. The Grant Memorial University was a Tennessee corporation, which had received its property thru private donation. * From lack of sufficient resources, it was unable to carry on its work satisfactorily. In 1892, it conveyed its property to the Freedman's Aid and Southern Educational Society, with the understanding that it would be conveyed by the grantee to the new U. S. Grant University, another educational corporation, whenever the latter should become financially able to carry on both schools. At the same time, the Grant Memorial University transferred its franchises, powers and privileges to the U. S. Grant University. Certain obligations were assumed at the time by the Freedman's Aid and Southern Educational Society and the U. S. Grant University, which it was afterwards claimed were hot fulfilled. Accordingly, a bill was filed in the chancery court to enforce the contracts or, in the alternative, to cancel the contracts and have the property reconveyed and restored to the Grant Memorial University. The court sustained a demurrer to the petition, holding that the Grant Memorial University was not entitled to a decree, either for the enforcement of the contracts or for a cancellation of them, and also that it was not entitled to a return of the property. On appeal, the Supreme Court of Tennessee held that where an educational corporation conveys and transfers its franchises, powers and privileges to another educational merger corporation, and conveys all its properties to an educational aid or auxiliary corporation, with the provision and agreement that the property is to be conveyed by the said auxiliary corporation to the educational merger corporation when it shall be financially able to operate and carry on the school, and upon its refunding to the auxiliary corporation the money expended in payment of its debts and delivers the possession of the property to the merger corporation, the conveying corporation, by such conveyance, worked a dissolution and terminated its existence, and could not maintain a suit for a return of the property. It will be observed that the exact question presented here was not in issuewhen the case was being reviewed by the Supreme Court of Tennessee. It seems, to have been conceded by counsel on both sides, and consequently by the court, that there was nothing wrong in the Grant Memorial University surrendering itsproperty, franchises and privileges to another educational institution. The case is valuable only as indicating the views of counsels on both sides of that controversy. The College of California, incorporated in 1855 as a College of Science and Letters, acquired by gift and purchase various tracts of land, and also receive quite a number of donations of money from individuals. The trustees of the college were, desirous to establish and carry on a university adequate to the necessities of the state, but finding that they were unable to do so because of insufficient resources, and being desirous of inducing the state of California to establish a state university, in 1867 proposed to convey to the state 160 acres of land for a site for the. state university. The legislature, in 1868, passed an act creating and organizing the University of California, to be located upon the 160 acres of land mentioned, and the land was conveyed to the state of California. The regents of the university took immediate possession of the 160 acres, which I may say is the present site of the University of California, and expended eight or nine thousand dollars in improving the land and preparing it for the buildings. Some question arose as to the power of the trustees of the College of California to make the conveyance. The regents suspended any more expenditures and a suit to quiet title was commenced in the superior court. A judgment was rendered sustaining the action of the trustees of the College of California, and confirming the title in the state. The case is in many respects like the one under consideration. The court held that, in the absence of any statutory authority for dissolution, the trustees had the right to dissolve and make such disposition of the property of the college as would enablethe state to carry on a state university. It will be seen that this opinion was delivered in 1869, eleven years after the decision in the Harvard College case. They are diametrically opposed on principle. There is perfect harmony between the courts of California and South Carolina on the question. The Harvard College case, so far as I am advised, is not supported by any other American decision. Of course it is impossible to express a decided opinion in the absence of a holding in our own State. It seems to me, however,