McCallion v. Hibernia Savings & Loan Society

California Supreme Court Jul 19, 1886 No. No. 9232Published

Before: McKee

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Holding. The court held that the plaintiffs were the legally elected officers of the voluntary association and thus entitled to control its funds, as the defendants' attempt to secede and appoint new officers was unauthorized and the defendants failed to establish a valid corporate existence.

Issues

Whether the plaintiffs were the legally elected officers entitled to control the association's funds.
Whether the defendants constituted a valid corporation with a superior claim to the funds.
Whether the trial court erred by failing to make a finding on an immaterial issue of compromise.

Disposition. affirmed

Quotations verified verbatim against the opinion

“Neither opposition to the authority under which officers of an association act in the performance of their functions, nor irregularity in the performance of their functions, will authorize members of the association to secede”

“the finding that the division was not a corporation, and that the defendants were not a corporation with title to the division’s funds, was fully sustained by the evidence.”

Synopsis

Unincorporated Association — Removal of Officers—Rights of Seceding Members. —Where the laws governing a voluntary unincorporated association provide a remedy within the association for any offense committed by its officers, no opposition by the officers to the authority under which they act in the performance of their functions, nor irregularity in the performance thereof, will authorize a part of the members of the association to secede for the purpose of expelling its regularly elected officers, declaring their offices vacant, and constituting themselves successors.

Corporation—Defective Certificate of Incorporation—Evidence.— A document purporting to be a certificate of incorporation, which is legally defective for want of conformity to the statutory requirements, is not proof of a corporation in esse.

Action ■—Attempt to Compromise — Effect of. —The rights of the parties to an action are not affected by an attempt and failure to compromise the litigation, irrespective of the cause which produced the failure.

McKee, J. This is an appeal from an order denying a motion for a new trial.

The order appealed from was made upon a statement of the case.

The case shows that plaintiffs and substituted defendants respectively claim to be the officers and directors of an association or society in the city and county of San Francisco known as the Ancient Order of Hibernians, Division No. 1, and entitled to a fund composed of moneys paid into court by the Hibernia Savings and Loan Society, which were deposited with it from time to time by said division No. 1.

Upon the trial of the issues raised by the pleadings between these rival claimants of the fund, the court found as facts: —

“ 1. That the $3,349.15 paid into court by the Hibernia Savings and Loan Society, and now in the treasury of the city and county of San Francisco, is the property of division No. 1 of the Ancient Order of Hibernians of the city and county of San Francisco.

“2. That the plaintiffs constitute and represent the said division, and the substituted defendants do not.

“ 3. That the said division is not a corporation, but a voluntary association of persons for benevolent purposes; [165]and that the substituted defendants, designated as the Ancient Order of Hibernians’ General Benevolence Society of California, is not an existing corporation with title to said money.

“ 4. That the said division annually selects certain of its members to take charge of the division’s property, and styles them trustees; that these trustees at present are John Collins, John Breslin, P. M. Cleary, Michael Sullivan, and Daniel O’Leary.”

Upon these facts the court awarded possession and control of the fund to the plaintiffs in trust for the use and benefit of division No. 1.

The principal grounds assigned by defendants upon their motion for a new trial were, that the findings, conclusions of law, and judgment are wholly unsupported by the evidence, and that the findings are not responsive, to the issues made by the pleadings. It is upon these grounds that the case has been argued and submitted.

As to the first finding, both parties concede that the fund in controversy belonged to division No. 1 of the Ancient Order of Hibernians, of the city and county of San Francisco.

McCallion v. Hibernia Savings & Loan Society

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