People's Pleasure Park Co. Inc v. Rohleder

• Decision Date: 11 June 1908
• Citation: 109 Va. 439,61 S.E. 794
• Parties: PEOPLE'S PLEASURE PARK CO., Inc., et al. v. ROHLEDER.
• Court: Virginia Supreme Court

109 Va. 439

61 S.E. 794

PEOPLE'S PLEASURE PARK CO., Inc., et al.

v.ROHLEDER.

Supreme Court of Appeals of Virginia.

June 11, 1908.

1. Deeds—Construction — Conditions Subsequent.

A condition subsequent is not favored in law, since it tends to destroy vested interests, and such condition will not be extended beyond its terms, and a party asking a forfeiture for breach of condition must bring himself clearly within the terms of the condition, and this rule is applied where a grantor or his heirs seek to take advantage of a breach of a condition subsequent, and is even more applicable where its benefits are invoked by one not a party to the deed or conveyance containing the condition.

2. Corporations — Existence Apart from Stockholders—"Corporations."

A corporation is an artificial person, like the state, having a distinct existence from that of its stockholders and directors.

[Ed. Note.—For other definitions, see Words and Phrases, vol. 2, pp. 1608-1621; vol. 8, pp. 7619, 7620.]

3. Covenants — Restrictive Covenants — Breach—"Vesting in Colored Persons" —What Constitutes.

A tract of land was divided up into a number of building lots, and each deed contained a covenant that the title to the land should never vest in a person of African descent or colored person, but some of the lots were thereafter conveyed to a corporation composed of negroes, who purchased the land for the purpose of establishing an amusement park thereon for colored people; the corporation knowing of the covenant in the deed at the time of purchasing. Held, in an action to cancel the deed to the amusement park and enjoin the sale, that the transfer to the corporation composed of negroes for the purpose stated was not a breach of the covenant that the land should never vest in "colored persons, " even though all the members and stockholders of the corporation were negroes, since the corporation was an entity distinct from its members, and was not a "colored person" within the covenant.

Appeal from Circuit Court, Henrico County.

Action by one Rohleder against the People's Pleasure Park Company, Incorporated, to enforce covenants contained in a deed, and to cancel a deed to defendant and enjoin defendants from making a certain disposition of property. From a decree granting an injunction, defendant appeals. Decree set aside, and bill dismissed.

Smith, Moncure & Gordon, for appellants.

S. A. Anderson and Geo. C. Gregory, for appellee.

CARDWELL, J. Appellee filed her bill against appellants, the purposes thereof being to annul a conveyance of certain lands located in Henrico county, and known as Fulton Park, to appellant, People's Pleasure Park Company, Incorporated, from its coappellants, Ida N. Butts and D. G. Fulton, and perpetually to enjoin and restrain the People's Pleasure Park Company, Incorporated, from selling or otherwise disposing of the said property, or any part thereof, to colored persons for any purpose whatsoever, or to any person for the purpose of using the same as a public park or place of amusement for colored persons.

It is averred that in the year 1900 Bliss Black and wife acquired from the heirs of one Samuel Mosby, deceased, title to a tract of about 125 acres of land in Henrico county, near Fair Oaks Station, at the junction of the Southern Railway with the electric railway running from Richmond City to Seven Pines, and platted the same, under the name of Fulton Park, into 1330 lots, recording a small part of the plat—105 lots —in Henrico county clerk's office; that between the date of said purchase and the beginning of the controversy out of which this litigation arises there were a number of conveyances of said tract of land (except the small number of lots that had been sold therefrom), but these conveyances were to parties who either represented the Blacks, or were identical in interest with them; that it was the original intention of the Blacks to establish a settlement of white persons at Fulton Park, and representations were made to that effect by them, both in oral statement when trying to sell lots and in published advertisements of the lots for sale in newspapers, in printed handbills posted, etc.; that about 30 only of the lots were sold by the Blacks or their associates, of three of which, with a small dwelling thereon, appellee on October 5, 1904, became the owner, having purchased the same for a home from Harriet J. Powers, who took from Ida M. Butts during the time that the latter held title to all the lots in Fulton Park, except such of them as had been previously sold and conveyed by her or the Blacks; that in the deed to Harriet J. Powers, appellee's grantor, there was the covenant, condition, or stipulation in these words: "The title to this land never to vest in a person or persons of African descent"—and the deed to appellee was made subject to the limitations and restrictions contained in the deed to Harriet J. Powers.

It is further averred that, after the title to the remaining land (Fulton Park) had again been acquired by Black and wife, they conveyed it as a whole to the Revere Beach County Fair & Musical Railway Company, excepting the lots previously sold, and in this conveyance is the covenant, condition, and stipulation: "The title to this land never to vest in a colored person or persons"— that afterwards the Revere Beach County Fair & Musical Company transferred the property to one Jessie M. Smith, providing in the deed that the same should be subject to the covenant, condition, or stipulation imposed thereon by Black in his deed to the company; that, after Jessie M. Smith had held the property a few months, she transferred the title thereto by a conveyance from herself as an individual to herself as trustee without specifying the nature of the trust or naming the beneficiary or beneficiaries thereof, and omitting mention of the "cove-nant, condition, or stipulation" under which she had held the property, as an individual; that Jessie M. Smith, as trustee, but without disclosing the nature of the trust or the beneficiary or beneficiaries thereof, conveyed the property again to Ida M. Butts, trustee, making no mention of a restriction upon the latter's power to alienate the property, or as to whom she might convey it; and that on or about May 3, 1906, a deed was recorded in the clerk's office of Henrico county, by which all the unsold portion of Fulton Park was conveyed by Ida M. Butts to one D. G. Fulton, who by deed recorded in the same office, on the same day, conveyed the property to appellant, People's Pleasure Park Company, Incorporated. The bill then charges that the People's Pleasure Park Company is a corporation composed exclusively of negroes, and that this corporation purchased Fulton Park for the express purpose of converting the same into a park or place of amusement for colored people; that the corporation before it purchased the property was fully apprised of the "condition, covenant, or stipulation" theretofore in the bill mentioned as having been incorporated in the deed conveying the property to the Revere Beach County Fair & Musical Company, and also aware of the pendency of injunction proceedings to prevent said appellant from acquiring title to Fulton Park.

It will be observed, therefore, that appellee rests her right to the relief she seeks upon the ground that the "covenant, condition, or stipulation" repeatedly mentioned is a covenant real running with the land, made for the protection of each and every person who became the owner of a lot in Fulton Park. In other words, the gravamen of her bill is that the restriction in the deed to her immediate grantor, and in other deeds made by Black and wife, or their associates, to other grantees, none of which were signed by the grantees, that the title to the lot or lots conveyed should never vest in "a person or persons of African descent" or "colored persons, " was made applicable to each and every lot in Fulton Park, and a property right of each individual owner of a lot, whereby appellee is entitled to have the court, in the exercise of its equitable jurisdiction, declare the conveyance of the residue of the Fulton Park land to the People's...