Gladding v. St. Matthew's Church

• Decision Date: 03 February 1904
• Parties: GLADDING et al. v. ST. MATTHEW'S CHURCH et al.
• Court: Rhode Island Supreme Court

57 A. 860

25 R.I. 628

GLADDING et al.

v. ST. MATTHEW'S CHURCH et al.

Supreme Court of Rhode Island.

Feb. 3, 1904.

Bill by Louis A. Gladding and others, trustees, against the Rector, Church Wardens, and Vestrymen of St. Matthew's Church in the City of New York and others, to obtain construction of a will. Heard on bill, answers, and stipulations.

Argued before STINESS, C. J., and TILLINGHAST and DOUGLAS, JJ.

Van Slyck & Mumford, for complainants.

Comstock & Gardner and Joseph C. Sweeney, for respondents.

DOUGLAS, J. This bill is brought by the trustees under the will of Sarah Emeline Acly to obtain a construction of the will. The adverse parties in interest are the Rector, Church Wardens, and Vestrymen of St Matthew's Church in the City of New York, a corporation created under the laws of the state of New York, on the one hand, and Joseph C. Sweeney, administrator upon the estate of Albert J. Acly and Horace Hurlbutt, Jr. (the said Acly and Hurlbutt having been the sole heirs at law and next of kin of the testatrix at the time of her death), on the other. The case was heard upon bill and answers, from which, and by stipulation filed, the following material facts appear: The will was executed November 30, 1888. After a direction to pay debts, and a provision for the burial of the testatrix, it gives a legacy to her grandson, and then devises and bequeaths the residue of her estate to trustees for the following purposes, namely: "I direct my said trustees to convert all my diamonds, silverware, and personal effects into money, and to invest the same and reInvest when necessary, in first class real estate mortgages, and to hold the same for and during the natural life of my son, Albert Journeay Acly of said Providence. And I direct my said trustees to pay the income from said investment unto my said son Albert during his natural life, and at his decease to pay the principal thereof unto Saint Ann's Church for Deaf Mutes in the city of New York, Rev. Thomas Gallaudet being now rector of said church. I direct my said trustee, to convert the remainder of all my estate into money and to invest thereof a sum not exceeding six thousand dollars in a house and lot, either in city or country, as my said son Albert may desire, to be used by my said son for his home during his natural life free of rent And I direct my said trustees to hold said house and lot during the natural lite of my son, and to permit him to use the same as aforesaid. At the decease of my said son I direct my said trustees to convey said house and lot in fee simple unto said Saint Ann's Church for Deaf Mutes in the City of New York. All the rest and residue of my said converted estate I direct my said trustees to invest in United States government bonds, and to pay the yearly income thereof unto my said son Albert Journeay Acly for and during the term of his natural life, and also to pay unto him such portion or portions of the principal thereof as may at any time seem to them necessary on account of sickness of my said son. At the decease of said Albert Journeay Acly, I direct my said trustees to transfer said United States government bonds unto the aforesaid Saint Ann's Church for Deaf Mutes in the city of New York." January 3, 1808, the testatrix executed a codicil to her will, in which she made no provisions pertinent to this case, except to enlarge the powers of the trustees to appropriate the principal of the trust fund for the support of her son. Mrs. Acly died February 8, 1902, and her son, Albert J. Acly, died March 22, 1903. At the time that the will of Mrs. Acly was executed there was in existence a corporation organized under the laws of the state of New York by the name of "The Rector, Church Wardens, and Vestrymen of Saint Ann's Church for Deaf Mutes in the City of New York." This church carried on a special and peculiar religious work for the benefit of deaf mutes. It was organized as a Protestant Episcopal church. Of this church Mrs. Acly was at one time a member and communicant, and in it she was greatly interested. Rev. Thomas Gallaudet was, at the time of the will, its rector, and it is admitted that this was probably the corporation intended to be designated by the testatrix by the phrase, "Saint Ann's Church for Deaf Mutes in the City of New York." At the time of the execution of the will this corporation owned a church building on Eighteenth street, near Fifth avenue, in the city of New York. In the year 1895 this corporation sold its church and other property on Eighteenth street, and the church building was torn down. The corporation purchased lots in West 148th and 149th streets, in said city, and had plans prepared for the construction of a new church building thereon. Thereafter, until the year 1897, the work of the church was to a great extent diminished, but it still maintained services, and the Rev. Thomas Gallaudet continued as its rector. In the year 1897 this corporation became consolidated with another corporation, known as "The Rector, Church Wardens, and Vestrymen of Saint Matthew's Church in the City of New York," also a Protestant Episcopal church. Tins consolidation was effected in accordance with the Laws of New York of 1895, p. 484, c. 723, § 12, as amended by the Laws of 1896, p. 23, c. 56. As the first step in this consolidation, the two corporations, on the 14th day of June, 1897, made an agreement in writing in which it was recited that they were desirous of uniting and consolidating into a single corporation. By the terms of this agreement the name of the consolidated corporation was to be "The Rector, Church Wardens, and Vestrymen of Saint Matthew's Church in the City of New York." It was to belong to the Protestant Episcopal Church in the United States of America. The new corporation was to assume and carry on the special work among deaf mutes theretofore carried on by St Ann's Church, by providing for them sign services and pastoral ministrations until a building for this special purpose should be ready for occupancy. The present status and rights of the rector emeritus of St Ann's Church were to be maintained and continued. The sum of $25,000 was to be utilized in the erection of a church building upon two of the lots owned by St. Ann's Church, unless it should be determined to sell said two lots, in which event the proceeds were to be devoted to the purchase of another site upon which to erect said church building. The church building so erected was to be known as "Saint Ann's Church for Deaf Mutes in the City of New York," and was to be devoted to the sole and exclusive use of deaf mutes, and to be maintained, so far as not self-supporting, by the consolidated corporation. This agreement received the approval of the hishop and of the standing committee of the Protestant Episcopal diocese of New York. Proceeding in accordance with the statute referred to, both corporations petitioned the Supreme Court of the state of New York for their "union and consolidation" into a single corporation, and upon these petitions it was ordered and adjudged that the agreement be approved and confirmed, and that the two corporations be "united and consolidated into a single corporation"; which new corporation should be vested with all the estate, rights, and property belonging to either of the petitioning corporations. Upon the entry of the order of consolidation the same was recorded in the office of the clerk of the Supreme Court in the manner provided by law, and also in the office of the register of the county of New York. This record was made in October, 1897. By this order certain persons, some of whom were vestrymen of the original St. Matthew's Church, and some of whom were vestrymen of the original St Ann's Church, were made vestrymen of the new corporation. Immediately after the consolidation the consolidated corporation, one of these respondents, proceeded to carry out the terms of the agreement between the two previous corporations, and in the same year made a contract for the erection of a church building on certain of the lots belonging to St. Ann's Church on West 148th street, in the city of New York. The church building was duly erected, and was consecrated by the name of "Saint Ann's Church for Deaf Mutes in the City of New York." The Rev. Thomas Gallaudet was made the rector emeritus of the respondent corporation and the vicar of St Ann's Church, which offices he continued to hold up to the time of his death, in the year 1902. The respondent corporation has ever since carried on, and still carries on, the precise special work for deaf mutes which was formerly carried on by St. Ann's Church, and the respondent corporation defrays all the expenses of the work.

There now remains in the hands of the trustees of the trust estate bequeathed by Mrs. Acly the sum of about $7,500. This fund is claimed by the respondents Joseph C. Sweeney, administrator, and Horace Hurlbutt, Jr., as intestate estate of Sarah Emeline Acly, and by the respondent corporation St. Matthew's Church as the representative of St Ann's Church named in the will. It is not disputed, and we have no doubt, upon the facts stated, that the original body whose corporate name was "The Rector, Church Wardens, and Vestrymen of St. Ann's Church for Deaf Mutes in the City of New York" was intended by the testatrix as the legatee mentioned in the will by the name "Saint Ann's Church for Deaf Mutes in the City of New York."

The contest is upon two questions: First. Is the respondent St. Matthew's Church entitled to claim the legacy upon the ground that to all intents and purposes it is or comprises in itself the same identical organization to which the will directs the trust fund to be paid? Secondly. If not, has the legacy to Saint Ann's Church lapsed, or can the trust be administered cy pres?

We think the first question can only be answered affirmatively if the original legatee still existed as a legal person after the consolidation of...