Rosicrucian Fellowship v. Rosicrucian Fellowship Nonsectarian Church

• Decision Date: 20 June 1952
• Citation: 39 Cal.2d 121,245 P.2d 481
• Court: California Supreme Court
• Parties: ROSICRUCIAN FELLOWSHIP et al. v. ROSICRUCIAN FELLOWSHIP NONSECTARIAN CHURCH et al. L. A. 19435.

Page 481

245 P.2d 481

39 Cal.2d 121

ROSICRUCIAN FELLOWSHIP et al. v. ROSICRUCIAN FELLOWSHIP NONSECTARIAN CHURCH et al.

L. A. 19435.

Supreme Court of California, in Bank.

June 20, 1952.

Rehearing Denied July 17, 1952.

Rollin L. McNitt, Homer C. Compton, and Edythe Jacobs, Los Angeles, for appellant.

Stewart, Shaw & Murphey, Los Angeles, Luce, Forward, Kunzel & Scripps, Fred Kunzel, San Diego, and William L. Murphey, Los Angeles, for respondents.

CARTER, Justice.

This is an appeal from a judgment that plaintiff take nothing by its action to obtain, among other things, an injunction against the use of the name 'The Rosicrucian Fellowship' and declaring the rights of the parties in response to defendants' cross-complaint for declaratory relief.

Plaintiff, The Rosicrucian Fellowship, is a corporation formed in 1913. Cross-defendants are plaintiff and the trustees of that corporation. Defendants and cross-complainants are a church corporation, formed in 1944, The Rosicrucian Fellowship Non-Sectarian Church, Mrs. Heindel, and followers on the rosicrucian philosophy. The controversy mainly concerns whether plaintiff corporation or defendant corporation and the unorganized followers have rights in connection with certain property acquired in the course of the development of the religious group known as 'The Rosicrucian Fellowship.'

The preliminary background of the religious movement is not disputed. According to the findings of the trial court, Max Heindel, after study in Europe in 1908, wrote a book called 'The Cosmo-Conception of Mystic Christianity' which he used as a basis for teaching what he described as the resicrucian philosophy to organized groups of followers, called centers, in various cities in the United States. He classified his followers, with respect to their proficiency in the philosophy, as disciples, probationers and students. In 1910, Heindel married defendant Mrs. Heindel who thereafter assisted him in writing, teaching and obtaining followers. The Heindels and their followers constituted, until July 6, 1944, an unincorporated church association known as 'The Rosicrucian Fellowship.' This association, as distinguished from plaintiff corporation, was without an ecclesiastical system of church government until July 6, 1944, when the defendant corporation was formed.

In 1911, Heindel purchased, with his wife's assistance, taking title in his name, real property in San Diego County called by them 'Mt. Ecclesia.' Improvements were made on the property by them prior to Heindel's death and by Mrs. Heindel thereafter with funds received by them and later by plaintiff corporation from contributions from followers and the sale of writings. Heindel indicated by letters to his followers that he held the property in trust for the use and benefit of the followers of the philosophy. In 1913, the Heindels formed plaintiff corporation, named 'The Rosicrucian Fellowship,' for the purpose of transferring to it the property known as Mt. Ecclesia and some temporal functions of the unincorporated church association. The articles of incorporation expressed the purchase 'to establish a college or seminary for the study' of the rosicrucian philosophy. Under the articles and by-laws the followers were not members of the corporation. It was formed and the amendments to its articles, later mentioned, were adopted without their approval or consent, or the approval or consent of the unincorporated association previously mentioned.

The court found that from 1913 until his death in 1919, Heindel held title to Mt. Ecclesia, and he and his wife, with the assistance of their followers, members of the unincorporated church association, conducted all the so-called ecclesiastical functions for the church association, and at all times, until July 6, 1944, Mrs. Heindel and members of the church association conducted all such ecclesiastical functions of the philosophy, which included teaching, preparing and disseminating writings and soliciting members.

Mrs. Heindel, between 1916 and 1919, became the owner of all the writings of her husband by assignment and will. (She is still the owner subject to the 1931 contract later mentioned herein.) In 1919, after Heindel's death, Mrs. Heindel conveyed Mt. Ecclesia to plaintiff corporation in trust for the use and benefit of the followers of the philosophy as members of the church association, (later plaintiff corporation acquired) an additional 10 acres) and later as members of defendant corporation.

In 1925, the articles of plaintiff corporation were amended to include among the purposes the establishment of a nonsectarian church (to teach and disseminate the rosicrucian philosophy) and a sanitarium. In 1931, the articles were again amended, declaring the establishment of a college of learing to teach and disseminate the philosophy, to be one of the purposes. A 1935 amendment changed the name to 'The Rosicrucian College.' In 1940, the articles were amended to recite that the corporation was formed under the non-profit college incorporation law; the name was changed back to 'The Rosicrucian Fellowship' and the purpose was again declared to be for the establishment of a church or religious organization to disseminate the rosicrucian philosophy.

In January, 1943, the members of the church association organized (287 of them) an association for a church institution, which on July 6, 1944, was incorporated defendant corporation with the declared purpose of organizing and conducting a church. By-laws and rules were adopted for a complete system of representative church government.

Dissention developed in the organization in 1931 when Mrs. Heindel withdrew from The Rosicrucian Fellowship and moved to Oceanside where she established an organization known as the Max Heindel Rose Cross Fellowship, which undertook to carry on activities relating to the advancement of the rosicrucian philosophy. In settlement of the controversy with respect to the use of the writings, a contract was made between plaintiff corporation and Mrs. Heindel in October, 1931, in which it was recited that there existed a controversy between them concerning the legal ownership of the writings, and that Mrs. Heindel had established an organization for disseminating the teachings theretofore distributed by plaintiff. It was agreed that plaintiff should have an 'undisputed, irrevocable license, right and permit' to public, sell, etc. all writings; that, subject to plaintiff's right, Mrs. Heindel was the owner for life of the writings, which would vest on her death in plaintiff. Neither party should authorize others to distribute the writings without the consent of the other, except that Mrs. Heindel could give a license to an organization formed or sponsored by her; plaintiff was to provide a life annuity for Mrs. Heindel, paying $125 per month; if she ceased her activities competitive with plaintiff before January 15, 1934, the annuity would be increased to $208.33 per month; provision was made for arbitration; a statement was to be sent to all followers that the controversy was settled. The court found that defendant corporation is sponsored and led by Mrs. Heindel. In October, 1934, another contract was made by the same parties in which was recited some of the main provisions of the 1931 contract and that Mrs. Heindel had formed a corporation sole, Max Heindel Rose Cross Philosophies which was distributing the writings and had a following of 2,050; that plaintiff corporation has continued its activities since the 'schism,' having 4,500 followers; that each has certain assets; that Mrs. Heindel and her corporation and followers have been asked to unite with plaintiff and they have accepted and the parties have agreed to a consolidation. In consideration of $1.00 paid by each to the other and other valuable consideration it was agreed that Mrs. Heindel's corporation shall be dissolved and its books and equipment shall be transferred to plaintiff and paid for at a specified price. The 1931 contract was continued in force except that Mrs. Heindel did not have the right to grant to any organization the right to use the writings. Mrs. Heindel's annuity was fixed at $125 per month. As a part of the consideration, Mrs. Heindel was to have living quarters and sustenance at Mr. Ecclesia for life; to be elected a trustee of plaintiff and 'elected' chairman of the 'executive or governing committee'; to become the 'manager' in charge of activities of plaintiff under the committee of five, naming three of them; the lessons and letters to be signed by her on behalf of plaintiff; and she was to be editor of the magazine. It was finally recited that' 'All the parties hereto are of one mind upon the proposition that the schism referred to above has caused great misunderstanding upon the part of many people and has injured and delayed the progress of the work. It is believed by all concerned that a repetition of conditions which resulted from this schism is to be avoided in view of the fact that Max Heindel, as a representative of the Elder Brothers of the order brought these teachings to the people, and that Mrs. Heindel spent years of her active life helping to build up the institution, that a part of the consideration of this contract should be assurance to her that if at any time she ceases to be active in connection with the work and retires from authority, that she shall then become President Emeritus of the organization for life, and that her annuities, her living quarters and her sustenance shall continue during her lifetime, and that she will cooperate with the Fellowship to the end that the teachings of the Rosicrucian Philosophies may be given to the world to the best possible advantage.' The court interpreted the contract to mean that the consideration running to Mrs. Heindel was that she was entitled to be a trustee, chairman of the governing committee and manager of plaintiff corporation at all times thereafter...