SECT. I.

A Corporation, or an In­corporation (which is all one) is a Body, in fiction of Law; or, a Body Poli­tick that indureth in perpetuall [Page 2] succession. And herein we are to know; That our Law doth take notice of a Body Naturall, and a Body Politick. The Bo­dies politick, whereof the Law hath taken notice, are some of them gone; as Abbeys, Priories, Deaneries, and the like. And some do continue still. They are said to be some of them Ec­clesiastical, or spiritual: And some of them are said to be Ci­vil, or Temporal; and some of them are said to be Mixt. And this politick body, is either of Single, or of one per­son. one person onely, and so the King was, and Lord Protector is, a Body politick. So the Bishops, Deans, Prebends, and Canons of Churches were, and the Heads of some Hospitals and Alme-Houses, which go by succession in one person, and some Cha­plains of Chappells, and all Parsons and Vicars at this day, [Page 3] are Bodies Politick. Or it is Aggregate of many persons. of many persons together: So Majors and Cominalties, and all such kind of Corporations: Masters and Fellowes of Col­ledges; and some Guardians and Masters of Hospitals; and divers others, where the succes­sion is in many persons, are said to be Bodies politick. So also the Parishioners or Neighbours in a Parish, Village, or Town, and the Church-wardens of eve­ry Parish; some purposes are in the eye of the Law Corporati­ons, aggregate of many persons. Our purpose here is not to say any thing to any bodies politick, in one person, or gone: but on­ly to Corporations, aggregate of many persons, and yet con­tinuing, as Major and Cominal­ties, Masters and Fellows of Colledges, and Houses; Ma­sters and Guardians of Hospitals; [Page 4] their Houses, and such like per­sons, Houses and Places, and especially of the first sort of bo­dies politick, Majors and Co­minalties, and such Corpora­tions. And so we say, A Corpo­ration is a body politick, Au­thorized by the Lord Protector's Charter, to have a Common Seal, Head-Officer, or Officers and Members; all which toge­ther are able by their Common consent to grant, give, receive, or take any thing within the Compasse of their Charter, or to sue, and be sued, as any one man may do, or be. Or they are said to be, An Assembly or Co­minalty, of many men, gathe­red or joyned together in a City, Town, or Burrough, into one fellowship, Brotherhood, or Mind; by mutual consent, to sup­port the Common Charge each of other, and to live under such [Page 5] Laws as they shall agree upon to make, to be governed by for their mutuall good, and advantage in a perpetuall succession. These are also sometimes more gene­ral, as where a whole Town is Incorporate, and many Franchi­ses granted to it. Or more spe­cial, as where a Company of Trades-men onely in a Town is Incorporate, and some one or few special Franchises are granted to them, for the better ordering of their Trade. These, and such like Corporations of Cities and Towns, are called Guilds, Fra­ternities, Companies, Com­panies Corporate, Companies Incorporate, Brotherhoods, Fellowships, and Bodies Corpo­rate. Coo. 10. 29. 11. 66. Coo. upon Littl. 250. 94. 95. 34. 14. H. 8. 3. Coo. 11. 20. 67. 7. 75. Plow. 457. 102. 409. 537. 12 H. 7. 29. Coo. Inst. part. 1. 66. 6. 3.

SECT. II.

There are certain things said to be of the Essence, and requisite to be had, and found in the case of every Cor­poration well made, and with­out which it cannot be a good Corporation. As,

1. There must be a good and Lawful Authority, and War­rant Lawful Au­thority for it. for the Erecting of it; And for this we are to know, that a Corporation, or body politick, may be made four manner of wayes, or by four meanes.

1. By the Common Law; so the King was, and Lord Pro­tector By Com­mon Law. is, and many others are Bodies politick:

[Page 7] 2. By Authority of Parlia­ment; so the Colledge of Phy­sitians By Parlia­ment. in 14. H. 8. Chap. 5. was made a Corporation: And so Suttons Hospital was intended to be made: And so any man might, for twenty years after the ma­king of the Act of 39. Eliz. Ch. 5. have built an Hospital or House of Correction for twenty years, after the Act of 39. Eliz. and had it Incorporated without How a Corporati­on may be claimed and had. Licence of the King.

3. By prescription. That which hath been, and continued time out of mind, a good Cor­poration; and hath had all the By Prescri­ption. Incidents and Badges of a good Corporation, shall continue so, albeit they cannot shew any Charter for it: For this doubt­lesse was by Charter at first, the which hath been since lost. But they that will have a Corporati­on by this Title, must have all [Page 8] the necessary Requisites to a good Corporation, in their pre­scription.

4. By Charter, or Letters Pa­tents of the Kings: And so, most By Char­ter. of the Corporations have been made. And so they may, and must be made at this day; or by Act of Parliament: And so by Charter, the Lord Protector may make what Corporation he pleaseth; and without this, none can be Erected at this day. And so he may erect a Corporation, or Society of Marchants, or other Trades-men, for the better Go­vernment of their Trade; or any other Corporation he pleaseth to make; observing herein the Rules, by Law layd down.

And by Charter, the Lord Protector may make many Cor­porations in one Town: as in the Corporation of the City of London, and many other places, [Page 9] they have, as they may have, many lesser Corporations with­in it. And so, many Corporations may be in one place; but they must all be made by Charter of the Lord Protector. For one Corporation cannot make ano­ther Corporation, much lesse may it make many Corporati­ons out of it self. Coo. 10. Sut­tons Hospitall's case. Stat. 39. Eliz. 5.

SECT. III.

2. THere must be persons to be Incorporated: and as to this point, these things are to be known.

1. In the case of a City, Bur­rough, In a City or Village, &c. Town, Village, or Parish Incorporated; The Citizens and Inhabitants; or the Citizens, Burgesses, and Inhabitants; or The Inhabitants, or The Inhabi­tants and good people of the place. Or the whole City, Town, Burrough or Village may be In­corporated.

2. Or a part of the City, as the Burgesses of the Burrough, or the Free-men of the City onely, may be Incorporated.

[Page 11] 3. Trades-men of the City, or the men of such a Trade only, in the Town, may be Incorpo­rated.

4. The Head Officers, and Governours only, chosen and to be chosen from time to time in the place, may be Incorporate.

5. In the case of Colledges, the In Col­ledges. persons Incorporated, may be either the Governours alone, as Masters and Fellowes, and the like: or the Governours and Governed together; as Masters, Fellowes, and Schollers of the Colledge.

6. In case of Hospitalls and In Hospi­tals and Almes-houses. Almes-houses, the persons Incor­porate may be the Governour or Governours, as Masters or Guar­dians, or, Masters and Guar­dians; or, them, and the rest of the Officers, and poor, as the Founder shall desire, and the Lord Protector grant it.

[Page 12] 7. A Corporation may be made up of natural persons, or it may be made up of persons or bodies incorporate and political. And so a New, or another Cor­poration may be granted to an old Corporation, or body poli­tick. So Ed. 6. granted to the Major and Cominalty of London, the House called Bridewell, to be an Hospital. And that the same Major and Cominalty should be Governours thereof, and Incor­porated by the name of the Go­vernours of the possession of the Revenue, and goods of the Hos­pital, &c. The persons Incor­porated in Suttons Hospital, were the Governours thereof only. In the case of the Colledge of Phy­sitians in H. 8. his time, the Physitians named, and all others of that profession, of and within the City of London, were the per­sons Incorporated. H. 7. 10. [Page 13] Broo. Corporations throughout Coo. 10. the case of Suttons Hos­pitall.

SECT. IV.

THe third thing required to the essence of a Corporati­on, is, that it be constituted and made by apt words: not that there are any certain words for Corporations; for they may be made by almost any intelligible words, importing the matter in­tended. And as to this, these things are to be known.

1. That Cities, Town-ships, and Villages may be, and are In a City, or Village. Incorporated, some by one, and [Page 14] some by another name. Some by the name of Major and Comi­nalty of, &c. in the County of G. Some by the name of the Ma­jor, Bayliffs, and Cominalty of, &c. Some by the name of the Major, Aldermen, and Comi­nalty. Some by the name of Ma­jor, Aldermen, and Common-Councel. Some by the name of Major, Citizens, and Cominal­ty. Some by the name of the Major and Aldermen. Some by the name of Major and Bur­gesses. Some by the name of Major and Bayliffs. Some by the name of Bayliffs and Bur­gesses. Some by the name of Bayliffs and Sheriffs. Some by the name of Citizens. Some by the name of Citizens and Comi­nalty. Some by the name of Cominalty onely. Some by the name of Citizens and Burgesses. Some by the name of Burgesses. [Page 15] Some by the name of Aldermen, Bayliffs, and Sheriffs. Some by the name of the Burgesses, Citi­zens, and Cominalty. Some by the name of Master and War­dens. Some by the name of Ma­ster and Brethren. Some by the name of the Major, Sheriff, and Citizens. Some by the name of the Major, and Sheriff. Some by the name of the Warden, Bur­gesses, Bridg-Masters, and Co­minalty. Some by the name of the Inhabitants, or good men, or the men of date. And some by other names.

2. The Companies that are Compa­nies of Trades­men. Corporations, are, and may be Incorporated thus. The Master or Governours, and Cominalty of the Mystery of Cooks of Lon­don; The Masters and Wardens of the Company of Pewterers, in the City of London: The Com­pany of Merchant-Taylors in Lon­don: [Page 16] The Guardian and Fel­lowship of weavers in Newbery, The Wardens, Cominalty, and Fellowship of Drapers, Taylors, Mercers, and ware-men. and Coopers in D. The Masters and Guardians, and Cominalty of Taylors, and Work-men of Cloth of D. The Masters or Wardens, and Fellowships of the Crafts of Clothiers, Drapers, &c. or the Guild and Fraternity; or, by any other such like Names.

3. The Colledges and Halls In Col­ledges. of Universities, and other like places are, and may be, Incor­porate by the names of War­den and Fellowes of, &c. in the County of, &c. Or, Provost, and Fellowes; or Provost, Fellowes, and Schollers; or President and Fellowes, or President and Scho­lers; or Master and Fellowes, or Principall and Fellowes; or Warden, Fellowes and Schol­lars; [Page 17] or Wardens and Schollers; or Masters Fellowes, and Schol­lers; or Master and Schollers, or keepers of the Colledge, and the Schollers of the same Col­ledge: or any other such like Names.

4. The Hospitals, whether In Hospi­talls or Almes-houses. made up of one or more Heads, are, and may be Incorporated by the names of the Master, or the Guardian of the Hospitall of, &c. The Master and Assem­bly or Convention of the Hospi­tall St. Mary of B. The Master and Brethern of, &c.

5. A Corporation may have Of two Names. two Names, or be Incorporated with a power to sue, and be sued by one Name; and to grant and purchase by another Name.

6. A Corporation may change its name, it may be Incorporate at the first by one name; and it may afterwards by, another [Page 18] Charter, be Incorporated by another name. And this with­out any prejudice at all to them­selves or others, onely if they be sued or sue, give or take, care must be had, it be by their New or last name.

SECT. V.

4. THe place there must be a place certain, where to fix and bottome the Corporati­on. As, for a Corporation of a City, Town or Parish, The City For a City or village. of New-Sarum in the County of Wilts. The Burrough and Vil­lage of Malmsbury, in the Coun­ty of Wilts. The Village of Mai­den-head [Page 19] in the County of Berks. The Town and Parish of Leeds in the County of York. The ho­nest persons now exercising the Trade of, &c. within the Town and Burrough of G.

For a Colledge or Hospitall; For a Col­ledge or Hospital. A house in Oxford called D. wherein one T. S. now dwell­eth, and whereof T. S. hath an Estate in Fee. The house called Charter house, lying within the Parish of K. in the City of Lon­don. A parcel of ground called the Savoy, lying within the Pa­rishes of St. Clemens, and St. Mary le Strand, &c. and the like.

And it is usual also, and safe in this case, for a Town or Vil­lage, to describe the Limits of the Corporation, and how far it shall extend it self.

And yet we read of very ma­ny grants of Corporations al­lowed [Page 20] to be good, that were not so exactly described and ascer­tained; as, The Hospital of St. Lazer of Ierusalem in England. Masters of the Knights of the Tem­ple, and their brethren of the Tem­ple of Ierusalem in England. And the like, Coo. 10. 32, 33. But the safe way is to describe the place truly, and certainly as it is.

SECT. VI.

IF it be constituted and made 5. Apt words of Con­stitution. by Charter, there must be apt words therein for the ma­king thereof, which are the words commonly used in Char­ters for this purpose. For a For a City or Village. Town or Village. That the same Town or Village, and all the Inhabitants thereof be in Deed and Law one body, & per­petuall Cominalty or Corpora­tion, and Incorporated by the name of, &c. Or thus; That the said Town of B. be and re­main for ever, a free Town of it self. And that the said War­den, [Page 22] &c. and their Successours for ever be, and shall be, as now they are, one body, &c. Or thus; That the said Burrough and Village of M. in the Coun­ty of W. be from henceforth, and shall be, a free Burrough Cor­porate, in thing, deed, and name, of a Mayor and Burgesses of the Burrough and Village of M. in the County of W. And that the Mayor and Burgesses of that Burrough and Village be from henceforth one Cominalty, or Body Politick in deed, and name, for ever, by the name of, &c.

And for a Colledge or Hospi­tal, For a Col­ledge or Hospital. thus: That the Hospital of the said City commonly called, &c. and the poor people there­of be, and from henceforth, and for ever, shall be governed and ruled by the Mayor and Burges­ses of the said City, and their [Page 23] Successours. And that the said Mayor and Burgesses, and their Successors be, & shall be Masters and Governours thereof. And that the said Mayor and Burges­ses, together with the poor of the said Hospital, for the time being, shall be from henceforth, and for ever hereafter conti­nued, and remain one Body Po­litick, &c. by the name of the Masters and poor people. Or thus, That the said Governours of, &c. shall be incorporated, and have a perpetual succession for ever in deed, fact, and name, by the name of, &c.

And there is no necessity that there should be the words, Fun­do, Erigo, or Stabilio, used for the Erection of the Corporati­on in any case; but it may be done by other apt words also. All these 5 things, every Char­ter by which any Corporation [Page 24] is well made, must have within it.

For the further Illustration of all these things, we shall give you some Examples and Presi­dents of Charters allowed by Law to be good.

The Act of Parliament pre­pared for Sutton's Hospital did give him power first of all to build such a house, in such a place, for such an use and end, for poor people, a Preacher, and School-master: And that the same should have such a name certain. That such men there­in named, and those whom he, during his life, and that the greater part of them after his death, should choose in their Rooms, should be alwayes Governours thereof. That the Governours and the Hospital should be incorporated by such a name, Give and Grant, Sue and [Page 25] be sued, &c. receive and hold for ever, the Mannors and Lands in the Act named, have and change their seal. That he for his life, and afterwards the Governours should place and remove Officers and poor peo­ple, visit the same Hospital, make Ordinances for Govern­ment thereof, not Repugnant to the Lawes in force. Stat. 7 Iac.

The Charter for Sutton's Ho­spital by which it was erected, did first license him to found an Hospital in such a place, to ap­point the Governours thereof, gave power to those Gover­nours to place and displace Of­ficers and others, and order all things. Afterward did grant and ordain, That there should be 16 persous named in the Charter, and the Master of the Hospital for the time being, and [Page 26] their Successours, alwayes Go­vernours hereof. That they should choose their Successours. And that those 16 persons, and the Master should be incorpo­rate, choose new Governours, Officers, Schollers, poor, and make Orders and Ordinances not repugnant, &c. And did licence them to hold Lands in Mortmain.

Edw. 6. declared, That Bride­well Hospital of Ed. 6. in London. in London should be an Hospital. And for this end by his Letters Pattents willed and ordained, That the said Hospi­tal when it should be erected and established, should be call­ed, The Hospital of Ed. 6. King of England, of Christ, Bride­well, and of St. Tho. the Apostle for ever. And that the Mayor, Comminalty, and Citizens of the City of London, should be [Page 27] Governours, &c. And that they should be for that purpose a Body Corporate, by the name of the Governours of the Posses­sions, &c. Coo. 10. 31.

King H. 8. granted by his Colledg of Phy­sitians. Letters Pattents to divers Phy­sitians then being by name, That they and all men of the same faculty of and in the said City of London, should be one Body, and perpetual Communi­ty, or perpetuall Colledge of Physitians for London, and the Suburbs thereof. That there should be a President over them by their own choise yearly. That they should buy and sell, sue and be sued. That they should make Assemblies and Ordinan­ces for Government, with divers other provisions. Stat. 14 H. 8. chap. 5.

H. 4. by his Letters Patents Chaun­try house in Lon­don. recited; That Rob. Ramsey was seised of a house in the Parish of St. Margarets in London, called the Sunne, and that he notwith­standing the Statute of Mort­main, de gratia speciali: and for 20 l. did give license to R. Ram­sey, that he should give 20 Marks of Rent issuing out of the said house cuidam Capellano, &c. to a certain Chaplain at the Altar of the blessed Mary, in the Church of St. Magn. Lon­don, alwayes pro salubri statu, (that is, for the health) of the soul of the said Rob. and Ioane his Wife. To have and to hold to the said Chaplain and his Successors, Chaplains of Chan­trie aforesaid, in the Church and at the Altar aforesaid, and for the health of the soul, &c. according to the Ordination [Page 29] aforesaid of the said Rob. on this behalf, to be done and celebrated for ever. This was resolved to be good. Coo. 10. 27.

Some Charters run thus: Af­ter a Recital of the present state of the Corporations, names of the Officers, &c. there is a grant to them and those that shall alwayes be the elect head-Officers, that they shall be In­corporate by such a name, and buy and sell, sue and be sued, make Ordinances, &c. and go­vern after such a manner, and describe the whole form of their Government. So Sacum in Wilts. After many Recitals, The Charter runs thus. Know ye, That, &c. we name and Constitute A. B. of, &c. to be the present Mayor. C. D. Re­corder, &c. and the Aldermen, and so all the Common-Coun­cell-men, [Page 30] and then say, And, &c. That the Mayor, Recorder, Aldermen, &c. within the same City for the time being, and their Successours for ever, be Incorporate by the name of of Mayor and Cominalty.

King Ed. 3. by his Charter Queens Colledg in Oxford. gave license to T. S. his Chap­lain; That he in such a house in Oxford should erect, and set up a Colledg-Hall of Schollers, Chaplains, and others, to con­tinue for ever under the name of the Hall for the Schollers for the Queen at Oxford; which shall be governed by one Presi­dent of the said Schollers, ac­cording to the appointment of the said T. S. And that the said T. S. may grant the said house to the said President and Schol­lers for ever. And that thereby they shall be enabled to hold it [Page 31] for ever in succession. This was admitted a good Corpora­tion.

Stat. 39 Eliz. 5. gives pow­er to any man to erect an Hospi­tal Hospital or House of Cor­rection. or house of Correction, with­out License, and endow it with Lands not lesse then 10 l. nor more then 200 l. a year for ever. That it shall be Incorpo­rate by the Founder, and by what name he or his heirs shall give it, and so buy, sell, sue and be sued, have a Seal. That he shall place and remove the Head and Members for his life-time at his pleasure; And be order­ed and visited by such persons as he or his heirs shall name. And by such Rules and Orders not repugnant to the Laws, &c. as the founder or his heirs shall set down under his hand and Seal.

The Executors of H. 7. Re­citing. Savoy. They had bought a piece of ground called the Savoy, &c. to such an end, to build an Ho­spital upon it. H. 8. thereupon licensed them a certain Hospi­tal of one Master and 5 Chap­lains, to erect and found in and upon the said piece of ground called the Savoy. And the same so founded, shall be Incorpora­ted by the name of the Master and Chaplains of the Hospital of H. late King of England 7. of the Savoy. Coo. 10. 31.

If a Charter be made to the Inhabitants of Dale, to give them power to choose a Mayor, and to sue and be sued by the name of the Cominalty of Dale, or by the name of the Cominalty onely. It is said, That this without more words, [Page 33] will make it a Corporation.

For the Reforming of the abuses in the making of Cloath in Norwich and Norfolk.

That there be and shall be a Corpora­tion of Presidents, Wardens and Assi­stants of the War­sted Wea­vers of the City and County of Norwich, and Coun­ty of Nor­folk. Corporation within the City and County of Norwich, and County of Norfolk, consisting of two Presidents, 12 Wardens, and 40 Assistants: All which are to be Master-Weavers with­in the places aforesaid. And one of the said Presidents, and six of the said Wardens, and 20 of the said Assistants, shall be yearly chosen upon the last Wednesday in the moneth of November, at some publike place, by the Master-Weavers, or the greater part of them pre­sent, of the said City and Coun­ty of Norwich; and the other of the said Presidents, six War­dens, [Page 34] and 20 Assistants, shall be chosen on the same day in some publike place by the Master-Weavers, or the greater part of them present, of the County of N. And the said 12 Wardens shall within 14 dayes, &c. take the Oath set down in the Act. And that the said Presidents, Wardens, and Assistants for the time being, shall for ever here­after in name and fact be one Body Politick and Corporate in Law to all intents and purposes, and have a perpetual succession, and be called by the name of the Presidents, Wardens, and Assistants of the Worsted Wea­vers of the City and County of Norwich, and County of Nor­folk, and Sue or Plead, &c. See the rest for power to purchase, keep Courts, & make By-laws. Act. 12 Novemb. 1653. and 1656.

Act: of 27 July, 1649. There Corpora­tion of the president and Socie­ty for the Propaga­tion of the Gospel in New-England. is a Modell for the making of a Corporation for the Propaga­tion of the Gospel in New-En­gland to this purpose: That from henceforth for the furtherance of this Work, there should be a Corporation in New-England, consisting of 16 persons, (viz.) a President, Treasurer, and 14. Assistants. And that A. B. C. D. &c. be the first 16 persons whereof the Corporation shall consist, out of whom the said 16 persons at such time and place as they shall think sit, by themselves, or the greater num­ber of them, shall clect and choose one of the said 16 per­sons to be President, and ano­ther of them to be the present Treasurer. And that they, or the greater number of them, shall choose a new President Treasurer, or Assistants, so ofr as [Page 36] any of them shall dye or be amoved. Which said Presi­dent, Treasurer, and Assistants for the time being, shall be for ever hereafter in Name and Fact one Body Politick and Corpo­rate in Law to all intents and purposes. And shall have per­petual succession, And shall be called by the name of the Presi­dent and Society for the Propa­gation of the Gospel in New-England. And so had power to buy, sell, take, and give, sue and be sued, make Ordinances, &c. See the Act at large.

If the Lo. p. at this day make a grant by Charter of Lands to the honest men of the Village of Islington, with­out saying, To Have, and To Hold to them, their heirs and successours yielding Rent. This is a good Corporation whilest it doth continue, and untill it be [Page 37] (as it may be) dissolved by the Lord Protector. Dyer 100.

It is said, If the King had granted to the Cominalty of Islington, that they should be an Incorporation of a Mayor and Bayliffs, the which they shall have power to choose one, That this is good, not withstanding that the Election of the Mayor be future. Coo. 10. 27.

Out of all which we ob­serve, Observations.

1. That an Incorporation may be made with few words, and that there is no certain form of words for it. That it may be made absolute and perfect at the first, or with Reference to some what after to be done to perfect it. This only is of the Substance, and must be expres­sed, or strongly implyed by the words, That the Lo Protector [Page 38] doth give leave to make such a Corporation, That in such a place certain, such a house shall be built for such a use, and such a Government and Governours shall be of and in it. And those persons shall be a Corporation to continue for ever by such a name.

2. Sometimes the King him­self did expresse the words, de­sign the place, appoint the num­ber, and gift, and name all in the Charter, so that it is a com­pleat Corporation, and nothing is left for the Founder or Donor, but to make an Endowment of Lands. And sometimes the King by his Charter reserves as well the nomination of the per­sons, as the name of the Incor­poration to the Founder. And then when he hath declared it in writing according to his au­thority, then are they Incorpo­rate [Page 39] by the Letters Patents of the King, as if it had been all put into the Letters Patents. But we shall look over the whole Charter, and observe somewhat in general upon it; and then name the particular. heads thereof, and make some few Ob­servations on each of them.

SECT. VII.

THe most of all our Corpo­rations have been (as we have shewed) made by the Kings and Queens of England, and none can be created now but by Act of Parliament, and the Lord Protector's Charter or Letters Patents. And so he may make what Corporations he please. This being the com­mon way of erecting of them, we shall look a little upon these Charters, and the form of words commonly used in them by [Page 41] which Corporations are erect­ed. And herein we shall say a word in general to them, and then we shall look over some of the peeces of them, and lay down the effect of all the passa­ges and peeces thereof. And thereupon we shall make some few Observations or Collecti­ons for the better understanding of the Law therein.

1. As to these Charters or Letters Patents for Corporati­ons in the general, these things are to be known:

1. That in these Charters there are some things necessary in Law, and that may not be left out. And other things not necessary, but are declaratory, or explanatory, and are inserted onely in point of discretion, and for conveniency. So the Clau­ses, to buy and sell, sue and be sued, have and use a Common [Page 42] Seal, to restrain alienation or demise of the Land belonging to the Corporation. That the Survivors shall be Incorporate. That if the Revenues increase, they shall be imployed to the publique use of the Corpora­tion. To be visited by the Go­vernours. To make Ordinan­ces, That the Ordinary shall not visite it, License to purchase in Mortmain, and some general Clauses and Provisoes. The Corporation is well made with­out all this.

2. There are also usually granted, together with the ma­king of these Corporations, and in the same, divers Franchises and other things; as Felon's goods, and of fugitives, and per­sons out-lawed in Civil Acti­ons, The Forfeitures by penal Statutes, Recognizances, Hun­dreds, [Page 43] Courts and Conusance of pleas, Fairs, Markets, Wayfs, Estrayes, Treasure Trove, Deo­dands, Exemptions from ser­ving in Offices, Juries, payment of Toll, Picage, &c. The As­sise of Bread and Beer, Pillory and Tumbrell, The Office of the Justice of the Peace, Coro­ner, Clerk of the Market, and a great part of the Sheriff's Of­fice, and the like. These things have no dependance, or are they at all incident to Corpora­tions, but commonly granted to them when they are erected.

3. There are some things of­ten inserted in these Charters that are unlawfull; as, to make Ordinances to imprison men; or to forfeit goods upon disobe­dience; or to restrain the liber­ty of Trade, and such clauses as restrain the Corporation from [Page 44] having of that which is inci­dent to it, and the like.

Our Observations upon these Charters in the generall, are such as these:

1. That all these Charters have the most favourable inter­pretation in Law that can be. And they shall be taken strongly against the Lo. Pr. and to ad­vance the Work intended by it.

2. That the draught now ge­nerally used in the making of these Charters, is the best and safest. Notwithstanding, there is in it much more then is abso­lutely necessary to the erecting of the Corporations. And there­fore we advise all men that are to sue out Letters Patents here­in, to follow that president.

We will now look over the several Parts, Heads, and Clau­ses of the Charter, and make observations upon them apart.

The Charter alwayes made The Title of the Su­pream Ma­gistrate. by the Supream Magistrate, it doth begin with his Name, Title, &c. after this man­ner: Oliver Lord Protector, &c. And this may not be omitted. Then it is usual if (it be a Cor­poration Recitals before, and not newly created, And they can find any Record of Letters Patents for it) They alwayes use to recite these Letters Patents, and make a Confirmation of them in the New Charter. Or, if they can find no Record for it, but de facto, they have a Corporation, and hold it by Prescription; then they use to recite what it is, and what they have and take, and have a Confirmation thereof by [Page 46] the New Letters Pattents. And this is the best and safest way to do it. And this is the Autho­rity by which it is erected.

After this, there doth usually follow the main part of the Charter, in the setting down of the Persons to be Incorporate, Name, place, and words of Incorporation.

The persons to be Incorpora­ted, the name and place of In­corporation, and the words whereby the Incorporation of the persons and place is made, are usually to this effect as it followeth:

Now know yee, That We our of, &c. Have ordained and grant­ed, And by these presents do grant, That the same City, For a City or Town. Town, and Parish of G. from henceforth for ever, shall and may be, and is hereby made, [Page 47] tuted, and Ordained to be for ever a free Burrough and Vil­lage of it self. And that all and singular the Inhabitants of the same City and Town, and the Parishes thereof, and their Suc­cessors from henceforth and for ever, may and shall be one Body Corporate and Politick in Deed, Action, and Name, of the Mayor and Aldermen of the Burrough of G. in the County of G.

Or thus: That the same Mayor, Cominalty, and City, shall for ever hereafter stand and be Incorporated, establish­ed, and founded in name, and in Deed, a Body Politick and Cor­porate, to have continuance for ever by the name of the Mayor and Aldermen, &c. And that they by the said name shall and may have power, ability, and capacity to grant, let, acquire, and get, sue and be sued, and [Page 48] to do, perform, and execute all and every other lawful Act and thing, good, necessary, and pro­fitable for the said Incorpora­tion, in as full and ample man­ner to all Intents, Constructions, and Purposes, as any other In­corporation, or Body Politick or Corporate, fully and perfect­ly founded and Incorporated, may do. And, We do erect, make, ordain, create, constitute and declare for Us and Our Successors, the same to be one Body Corporate or Politick in Deed, Action, and Name, really and fully by these presents.

Or for an Hospital thus; That For an Hospital. the same Governors and Hospi­tal shall for ever hereafter stand and be Incorporated, establish­ed and founded in name and in deed, a Body Politick and Corporate, to have continuance [Page 49] for ever by the name of the Go­vernours of the Hospital of, &c. And that the said Governours may have a perpetual succession. And by that name be, and shall be and continue, persons able and capable in the Law from time to time, &c. Or thus: And that for the maintenance and continuance of the said Hospital, &c. And that the same may take the better effect. That the said persons, &c. be one Body Corporate and Poli­tick, to have perpetual Succes­sion for ever to endure; We do by these presents for ever here­after fully and really Incorpo­rate, &c. to have capacity and ability to take, &c. This part of the Charter hitherunto, is the main part; as that wherein all the necessary Clauses of the Charter, And wherein the five things of the essence thereof, (as [Page 50] we have shewed) is comprehen­ded. That which followeth is not so essential.

It is usuall to give the limits and bounds of the Corporations by some such words as these: That all the houses and build­ings, Lands, Water, Water-courses, soyl, and ground sci­tuate, lying and being within the City or Town of G. and the Parishes within the same, from henceforth and for ever are and shall be within the limits, metes, bounds and Jurisdiction of the said City of G. and the Incor­poration aforesaid.

Or thus; We declare and appoint, That the said City of G. and of the Corporation and the compasse, precincts, and li­mits thereof, and the Jurisdicti­on of the same shall from hence­forth extend and reach itself, [Page 51] and may and shall be able to extend it self as well in length and breadth, as in circuit, to such and the like bounds and li­mits as the same from the time whereof the memory of man, &c. hath extended itself; that is to say, From, &c. Or thus, That the Limits and Jurisdicti­on of the said Corporation shall be as followeth; that is to say, &c.

And as to this, we are to know,

1. That the Lo. Pro. cannot extend it to prejudice any other man's interest; but however, it is very good and safe to describe it by some such like words as before.

2. It may be enlarged be­yond its former limits, and something more united to it.

There are divers other Clau­ses besides the words of Incor­poration usually inserted into Charters for Corporations; The which we shall name by par­ticulars, and then give our Ob­servations upon them as they lye.

It is usual to insert the Clause To Sue or be sued. to Licence and authorize the Corporations to sue and be sued, by some such like words as these. And that they by the name of Mayor and Cominal­ty of G. may sue and be sued, implead or be impleaded be­fore any Judge, in any Courts or places that are or shall be within this Nation, and in all manner of Suits and Actions whatsoever, and of what nature soever the same shall be.

As to which we shall observe, Observa­tion. That this Clause is needlesse in Law. For this power to sue and be sued, is incident to every good Corporation, and yet it is not amisse to expresse it.

It is usual to put in a Clause, To hold in Mortmain. that they may buy and hold Lands, Goods, and Chattels, to this purpose: And that the said, &c. and Successours, shall be for ever persons able and capable to purchase, have, take, and possess in Fee-simple, Lands and Tenements, Rents, and other possessions whatsoever, within or without the same City or Corporation, to them and their Successours for ever, without any other Licence, so as the same exceed not the yearly va­ [...]ue of 200 l. a year, the Sta­tute of Mortmain, or any other [Page 54] Law to the contrary notwith­standing.

As to this, we observe;

1. That by this Licence to Observ. alien, there is no power add­ed or given; nor is it needfull, for they may do it without leave. And this Clause is there­fore superfluous, for it is inci­dent to the Corporation. And this Body may buy, sell, give and grant, take and have, as well as any natural body or single man by Law may so do.

2. Onely this; for Land of In­heritance, if the Corporation purchase of this without Li­cense of the Lo. Pro. it is in dan­ger to lose the Land, upon the Statute of Mortmain; therefore this Clause is necessarily to be inserted by some such like words as those before spoken of.

It is usuall to insert a power Common Seal. to make, keep, and use a Com­mon Seal by some such like words as these: And we further will, &c. That the said Mayor and Cominalty for the time be­ing, and their Successours shall have and enjoy for ever a Com­mon Seal; wherein shall be engraven the Name and Arms, &c. whereby the same Corpo­ration shall or may seal any manner of Instrument touching the same Corporation, Or the Mannors, Lands, Tenements, He­reditaments, Annuities, Goods, Chattels, and other things there­unto belonging, And which they may make and use for the doing of all things in any wise touching or concerning the same Incorporation. And that it shall be lawfull for them and their Successours at any time hereafter to break, alter, or [Page 56] change the same at their plea­sure.

It is usual in these Charters The Order of Govern­ment. by way of Grant or Direction from the King, to set down all the form of Government, the numbers and names of their chief, and other Officers, and whereof their Common-Coun­cil shall be made up, and what Officers and Members there shall be, how chosen, sworn, continued, and removed, to this purpose; That there shall be a Mayor, Recorder, 6 Aldermen, and Common-Council. That 20 be chosen out of the Inhabi­tants for the Common-Coun­cil, That out of these the Mayor and Aldermen shall be chosen. That 12 of these 20, (whereof the Mayor, Recorder, or four of the Aldermen, or any two of them, to be two) shall [Page 57] make a Common-Council to make Orders, &c. How and when they shall meet, To ap­point what Officers shall be in the whole Corporation; To say, that there shall be besides the Mayor, Aldermen, Recor­der, Justices of the Peace, a Custos Rotulorum, a Town-Clerk, Clerk of the Market, and Co­roner, Clerk of the Peace, two Chamberlains, a Sword-bearer, two Serjeants at the Mace, one Bayliff, a Clerk of the Statutes, two High Constables, &c. To appoint how Officers and Mem­bers shall be from time to time elect. To name the present Mayor, Recorder, Aldermen, Councel-men, and Officers. To set down what shall be done to them that refuse the Office or place being chosen; How they shall be sworn, continue in their place, or be removed upon [Page 58] death or misdemeanour, and others put in. And so other­wise as the Government is con­stituted.

1. All this we look upon as Observ. not necessary to be inserted in the Charter, for they are not of the essence, for they may go­vern themselves without this; or, haply, they may do it in an­other manner then is set down: but it is providently done, and the best way to insert and ex­presse it in such a manner and such words as is usual, let them be of what force they will in Law.

2. Albeit it be expressed in the Charter, that the Choyce of their Mayor, Bayliffs, or other principal Officers, shall be by the Cominalty, yet, if by a long usage they have chosen them by [Page 59] a select number of the principal of the Cominalty, or of the Bur­gesses, although no such consti­tution can be shewed to warrant such Election, yet this Election is good Law, being intended and presumed to begin by com­mon consent. Coo. 4. 77.

It is usual to have inserted in Sword Cap of Mainte­nance, &c. the Charter, a Power to use a Sword, Maces, Cap of Mainte­nance, Arms, and such like Ce­remonies. And it is best so to expresse it, that the use thereof may be without dislike, and without Question.

It is usual in these Charters, Justices of Peace. to provide for the making of Justices of the Peace, and for the exercise of their power within the Corporation, to this purpose. Either that the Mayor, Recorder, and all the Alder­men [Page 60] [or such a number of the most Ancient Aldermen] shall be always so, or that they be chosen by the Corporation eve­ry year. And that these so chosen, shall have and execute all the power of the Justices of the Peace; And that such a number of them, whereof the Mayor, Recorder, &c. to be 3, or 4, be a part, may hold Ses­sions; And that other Justices shall not intermeddle there. Sometimes it is added, That the Corporation may not withstan­ding send their prisoners for the greater offences to the County-Goal, and that the Sheriff shall receive them.

Upon which branch we ob­serve:

1. That the best way of the Observ. making of the Justices of the Peace by the Charter, is the first [Page 61] way. For we cannot approve the election of Justices by the Corporation. And so this pow­er may be limited or restrained, that they may or may not hear and determine greater offences, &c.

2. This Grant of power is Observ. good, and shall be taken and may be exercised in a Corpo­ration, as when it is in other men.

It is usual to insert a Clause, That other Officers shall nor intermed­dle there. to prohibit the Justices of the Peace of the County, to inter­meddle there in any thing con­cerning the Office. So for the Sheriff, Clerk of the Market, and Coroner's Office. And this is usefull and sufficient to keep them out from intermeddling there.

It is usual to have Grants in Felons goods, Fines, Issues, Amerce­ments, Waiffes, Estrayes, &c. the Charters to the Corporati­ons, of all forfeited goods of Felons, Fugitives, and persons outlawed in Civill Actions; And all Wayffs, Estrayes, Treasure Trove, and Deodands happening in the place, The Forfeitures by Fines, Issues, Amercements, and upon penal Statutes, Recognisances forfeit­ed at any of the Courts of the Corporation, or at the Assizes or Sessions of the Peace, hap­pening upon any that live with­in the Corporation, And post-fines.

Upon which Clauses, these things are to be known:

1. This Grant may be limi­ted Observ. or enlarged; more or lesse hereof may be granted as please the Prince.

Observ. 2. The Grant is good for so much as is in it, and may be taken and used by a Corpo­ration, as by any other body.

Observ. 3. The Law in all points as to these things is the same, where the things are in the hands of a Body Politick, as where they are in the hands of a natural body.

It is usuall to have within Exempti­on from serving in Offices in Juries. these Charters of Incorporati­ons, a Grant to them, to this pur­pose:

That the Inhabitants of the same shall not be forced by Ju­stices of Assize, Oyer or Ter­miner, or of the Peace, to serve in Offices or in Juries in the County, and without the Cor­poration, &c.

[Page 64] 1. As to this for Juries. This Observ. priviledge may also be limited to Juries, but in case of Tryall of Land lying within the Cor­poration, or the Juries for the Lord Protector, and the like.

2. This Priviledg of Exemp­tion Observ. is allowed generally; and it is but resonable it should be so, especially where there are Jury-men enough besides.

3. The Exemption from Of­fices Observ. also may be good and un­questionable, as to Offices made by the Lord Protector, and the Judges, and Justices that act by his Commission; and is but reasonable, wherein there are enough of others to serve the Offices.

We have seen also a Charter Exempti­on from payments. that hath granted an Exempti­on to the Inhabitants of the In­corporation, from the payment of Toll, Piccage, and the like payments in other places. And as to this Clause we say,

That, where such a payment Observ. is time out of mind to be payed, and this in the Lord Protector's own hands, it may exempt. But if it be in another hand, and granted away before to another, or another hath right to it by Prescription, the Charter will not Exempt.

It is usual also in these Char­ters, Retorn of Writs. to grant a part of the She­riff's Office, or the Retorn of Writs to the Corporation, to this purpose: And that the Corporation & Precincts there­of be a distinct Bayliwick and Liberty of it self. And that the Mayor for the time being, & his [Page 66] Successours, be the sole Bayliff, and shall have the Retorn and Execution of all Writs against any man, living in the Corpora­tion, except Process of Execu­tion. And that the Sheriff, but in case of Omission or neglect, may not intermeddle there.

As to this part, this onely is Observ. to be said;

That this Franchise may be as well granted to a Body Poli­tick or Corporation, as to any single person.

Some Charters have such Gaol, Common-Hall, Gal­lows. like Grants in them: That the Corporation shall erect and use a Town-Gaol, or use the Gaol there being, to imprison such as are to be imprisoned: And so far a Town-Hall, and a Gallows. And these may be erected and used accordingly; [Page 67] and so perhaps it might be, without any such Grant or Au­thority given.

It is usual in these Charters, Counters. together with the Grants of the Incorporation, to grant Courts to this purpose, if it be but the Confirmation of an old Corpo­ration, to grant all the Courts of the place; the Leets, view of Frankpledge, Courts-Baron, Py-powders Courts, and all other Courts formerly kept in the place. And if it be a new Corporation, to grant these Courts within the place. And a new Court of Record for the Tryall of Civil causes, to be be­fore the Mayor, Recorder, or Town-Clerk, one or two Alder­men; or such a Court to be held at such a time, before such and such persons, and for such and such causes, and in such a manner.

[Page 68] 1. As to this we shall ob­serve; Obser­vations. That this is properly in the power of the Lord Prote­ctor, to give the Courts of the place to whom he will.

2. He cannot by any such Grant, take from any Subject any Jurisdiction or Franchise, that he hath well settled in him by former Grants of Kings, or by Prescription.

3. He cannot force any man within or without the Corpo­ration, to sue in that Court, or restrain him from suing else­where, if he will. Stat. 19. H. 7. 7.

4. Any of the Corporation may also be sued elsewhere, as well as there, if the Plaintiff please.

5. Nor can he restrain any man sued there, from his liber­ty to remove the Action, where the Law gives him power to re­move [Page 69] by Writ of Error, Attaint, Habeas Corpin, Certiorari, otherwise. Stat. 21. Iac. chap.

It is very usual in these Char­ters, Markets and Fairs. to confirm the old Markets and Fairs; and to grant new Markets & Fairs. Or to change the dayes of the old Markets or Fairs. And to grant to the Cor­poration the Py-powder Court, and Incidents and profits of the Fair.

And all these Grants are good, and may be used, taken, and Observ. enjoyed accordingly. This one­ly when any new Market or Fair is granted, that it be not gotten on such a day as to pre­judice other Markets and Fairs thereabouts. Or if any Que­stion be made of it, To have an Ad quod damnum sued out, and [Page 70] executed before the Charter be passed.

It is usual in these Charters Clerk of the Mar­ket, and Coroner. to grant power to the head-Officer of the Corporation to be Coroner, and Clerk of the Market; or that the Corpora­tion shall choose and make these Officers, And that they shall do within the Town all that be­longs to the Office.

The first way is the best of Observ. providing for these Officers, and not the so safe to make them by the election of the Corpora­tion.

It is usuall to give to the Affise of Bread and Beer. Corporation all the office and power of the Justices of the Peace, and Clerk of the Mar­ket, as to the Assise of Bread and Beer. And this is good.

Some Charters have this Acknow­ledging of Statutes. power in them, That the Mayor, [Page 71] &c. of the Corporation shall take the Conusance of Statutes and Recognisances as formerly they have done. And this per­haps is good, where they have time out of mind used to take Conusances. But if such a Grant be to a new Corporati­on made at this day, there may be some doubt in it. And yet the Statutes of Action, Burnell, and of Merchants, made 13 Ed. 1. do say, That the King may appoint who shall take Statutes Merchant.

Some Charters have this Inroll­ment of Deeds. power given by them to the Corporation, That it may take the Acknowledgment, and make the Inrollment of Deeds before such an Officer there.

That which we observe upon Observ. this, is,

1. That no Inrollment can [Page 72] be made there of any Deed of bargain and sale of Lands, whereby any Free-hold passeth, but where it is Inrolled before two of the Justices of the Peace, Custos Rotulorum, and Clerk of the Peace, according to the Stat. of 27 H. 8. chap. 16.

2. That in some ancient Observ. Corporations where Recove­ties, Deeds, and Releases have been acknowledged, taken, and Inrolled, they may be so still, and good. But not other­wise. Stat. 34 H. 8. chap. 22. 5 Eliz. chap. 26.

Some Charters forbid the Not to make Leases. making Leases of the Land of the Corporation for longer time then 21 years, with the old Rent, &c. some give the Corporation leave to make a Lease for 21 years, yielding the old Rent.

As to this we observe:

1. That these and such like Observ. Clauses shew the Princes de­sire to have it so. But in Law have no operation at all. For the Lord Protector cannot by Law Restrain the alienation of their Land, which is an inci­dent inseparable to the Corpo­ration, from the very first Crea­tion of it.

It is usuall and best to have Rent. some Rent or other reserved to the Lord Protector. Albeit per­haps the Corporation may be well made without it.

And not amisse to annex Without Fine or Fee. to the end of the Charter, That it shall passe without Fine or Fee in the Hamper.

Some Charters give the Cor­poration Perambu­lation. power to walk the Circuits of it in Perambulation as oft as it will. And so it may, [Page 74] and without such a power gi­ven, as much as with it.

It is usuall in these Charters General Words. to insert general words by way of Grant from the Kings, to this purpose:

That they shall have and en­joy all the powers, Franchises, Priviledges, &c. that the Cor­poration of L. or any Corpora­tion in the County of G. doth, or may use, enjoy, or take. And that the Corporation shall have and enjoy all the lawfull privi­ledges, powers and benefits, They have and use, or any of their predecessors at any time within 60 yeares last past, had or used, or ought to have had and used under pretence of any Charter, or by prescription, al­though the same have been dis­continued or forfeit, &c. And that no Officers of the King shal hereafter interrupt them there­in. [Page 75] And this clause may be used still, but it operateth little in law where no particulars are expressed.

It is usuall to have within it Saving to Strangers. also a saving to strangers of all their Right and Title, And that no prejudice be done to them, by this Charter. And this is a good clause to be inserted to declare the Lord Protectors mind, and the true meaning of both sides. And it is also usuall to add a clause to this purpose.

That the Incorporation shall Not to wast or misimploy any thing given to Pious or Charitable uses. not do any thing, nor the Char­ter be construed to give power to do any ought, whereby any thing given in the place to pious or charitable uses may be wast­ed or misimployed against the mind of the Founders; But that the Charter be construed in advancements of Religion, Justice, the publick good, [Page 76] and to suppresse the con­trary.

This clause also albeit it may Observ. be of little operation in Law, yet is fit to be put in for the rea­sons aforesaid.

Such clauses as these are in Not to use a Trade, not being Aprentice &c. some Charters; That none shall use the Trade, not having been Apprentice, nor be Apprentice for lesse then seven yeares, nor keep away anothers Apprentice from him, nor get away ano­thers work and Customers by sinister meanes under paine of five pound.

As to these kinds of clauses of Observ. Trussell & Norris his case, 15 Iac. 10. B. prohibitions to forbid unlaw­full things, it is not amisse to insert such, but the paine can­not be imposed, nor can any such summe be so imposed by the Charter.

It is usuall in these Charters to insert such clauses of Re­straint [Page 77] & prohibitions as these.

That no Apprentice after he Prohibiti­on to use Trade. hath served his time in the place shall keep shop, or set up his Trade, take an Apprentice, or keep a Journy-man, or work as a Journey-man, or, that no Forrainer shall set up his Trade there, or, that he shall not set up his Trade without Licence and admittance of the Mayor or Guardians, and Societie of the Trade, or, till he pay such a sum of money.

Or, that a Forrainer shall pay Impositi­ons of pay­ment of money where none was before. five pound to the heads of the Corporation before he use his Trade, and the like. And these the Law doth adjudge to be void. So also such clauses of Charters, as (Coo. 11. 53.) put up­on the subject any illegall Im­position, or charge: As thus, That every one that comes over a bridge there pay a small sum [Page 78] towards the repaire of it or the like; and such like restraints or impositions that are against the common Liberty of the Sub­ject, all these generally are voyd in Law, Stat. 19 H. 7. chap. 2. 22 H. 8. chap. 4. 25 H. 8. chap. 5. So clauses of Charters that restraine a man from that liber­ey which the Law gives him, or that give a man power to do that which the Law forbids him. It is held therefore that the Lord Protector cannot by his Charter make a man Free of a City, that is not free by the Law and Custome of the place.

So Charters that have Clau­ses to give power to imprison mens bodies, set great Fines, sell mens goods as forfeit, for breaking any Charge of the Charter, or any Ordinance of the Corporation. All these and [Page 79] such like clauses inserted into Charters of Corporations, are held by Law to be void.

So Charters that give power To pardon Felonies, make Ju­stices, &c. to make Justices of Peace, or of Oyer and Terminer, pardon Felonies, and the like. These are all illegall and voyd; For they are royall Franchises inse­parable from the person of the Lord Protector.

So if he grant any thing to the Corporation, that he himself hath not, it is void; all such Clauses are void, therefore not to beinserted in Charters.

And so generally, any thing that being put into an Order or By-law, made by a Corporati­on, will be against Law, and void; the same thing being ex­prest by way of Prohibition in the Charter, will be of as little force and use. All these and [Page 80] such like things therefore are warily to be avoided. And yet perhaps some of them may be of use to be inserted in a Char­ter, and may be used so as to help forward the berter Govern­ment of the Corporation, and be no oppression or prejudice to the people of the place.

SECT. VIII.

IT is usuall to put into the Charter a power to make Lawes and Ordinances to this purpose:

And we further grant to them, To make Ordi­nances. That the said Mayor and Comi­nalty may lawfully, as occasion shall be, and need shall re­quire, assemble themselves to­gether, and make such wholsom and good Lawes and Ordinan­ces, for the better Government, Oversight, and Correction of the same City, and the people thereof; and to adde, alter, di­minish or reform them; as to them shall seem good, and be thought meet. So as they be [Page 82] not repugnant to the Lawes of the Nation, against the publick and common good of the people within or without the same Ci­ty.

Upon which Clause, we ob­serve these things:

1. That this Clause of giving Observ. power to make By-laws, is not necessary to be inserted in the Charter; For by the very Act of Incorporating, this power is given.

2. The Clause of addition, Observ. that they may not make Ordi­nances repugnant to the Lawes, &c. is idle, and to no purpose. For the Law doth understand that, and it is included, and such By-lawes made by a Corpora­tion, are void by the very Com­mon-Law.

But for the further clearing of this Point, these things are to be known:

1. It is provided by an Act of Parliament, 19 H. 7. chap. 7. That no Masters, Wardens, and Fellowships of Crafts or mysteries; Or Rulers of Guylds or Fraternities; shall make and put in ure any Order or Ordi­nance by them made in dimi­nution of the King's Preroga­tive, or against the Common profit of the people, not confir­med by the Lord Chancellour, Lord Treasurer, Loras Chief Iustices of the two Benches, or three of them, or by the two Judges of Assize of the County where the same Corporation is, under pa [...] of 40 l. For the under­standing whereof, these things are to be known:

1. That an Order or By-law, made by a Corporation, not against the Prerogative of the Lord Protector, or profit of the [Page 84] people, is good, without any such Confirmation.

2. That all By-laws by them made against the Liberty and Freedom of the People, as, to forbid, or Restrain Trade, Im­pose Taxes or Burdens of pay­ment on the people, where the Law doth not impose them; to bind a man's Inheritance, to re­strain men from suing in what Court they please, or to enhance the prizes of Commodities to the hurt of the publick, and pri­vate advantage of the place, are void. Nor can they annex to a good Ordinance, a penalty of Imprisonment, or Forfeiture of goods bought or sold.

3. No Clause in the Charter to this purpose can help or make such an Ordinance good. Nor will any Confirmation of Lords or Judges make such an [Page 85] Ordinance or By-law good.

4. But a Corporation may make such By-laws and Orders, as any Town, Parish, or Neigh­bourhood of men by the very Common-Law may make, by a general consent for the better Government of themselves, and common good of the place. And if it be for the publike good, not onely of the place, but of the Countrey; as for the repair of their Churches, Bridges, High­wayes, or the like; there the greater part may bind the lesser part of them. And in this case, upon disobedience, it is good to appoint the penalty to be given to the Corporation, and to be leavied by distresse and sale of the goods, and an apt Officer to do it; as the Church-Wardens for the Church money, and Sur­veyors for money for the High­way, or how they will. And [Page 86] upon such an Order made by general consent, the Officer may do it, and justifie it accordingly. But they cannot, by this, charge any strangers that dwell with­out the Town. Also by Custome and Prescription they may per­haps go further, and do more, where, time out of mind, they have used so to do; as in Lon­don, and some other ancient Corporations, they may by Cu­stome or Prescription justifie the doing of some things against common Right. So, a Custome, That a Forreiner within the City shall not sell things by Re­tale, is good. So also, if it be that he shall not sell so, under pain of 5 l. But this is not good by way of Charter. And there­fore Cities which are incorpo­rate within the time of memo­ry, cannot have such priviled­ges without Parliament. Coo. 8. [Page 87] 125. Dyer 279. But an Ordi­nance made amongst them­selves in pursuit of such a Cu­stome, may be good and bind­ing. But otherwise, an Ordi­nance made to such a purpose, will be utterly void.

5. Also a Corporation may make any Reasonable Orders and By-laws for the better Go­vernment thereof, in the order­ing of the Common. Council-Officers and Members; And for the better ordering of the Trades and Mysteries, and other mat­ters amongst them, either by a common consent, and voluntary submission of the whole, or by their Council, according to their Charter of Constitution.

6. They may also make any Orders in pursuance, and for the better execution of the Lawes and Statutes of the Na­tion, and to prevent deceit, as [Page 88] for the better ordering and Go­vernment of Trade, and the like. And all these will be good, without any Confirma­tion of Lords or Judges. Coo. 5. 63. Hobbard Rep. 211. Coo. 11. 53. 11 H. 7. 14. 44. Ed. 3. 19. Coo. 10. 30.

We shall now lay down some Examples of Cases, to prove and illustrate these Rules and Differences.

An Ordinance was made, Coo. 8. Case of the City of Lon­don. That no person, not a Free-man, shall directly or indirectly by himself or other, keep shop or any place whatsoever for shew, or putting to sale any Merchan­dizes whatsoever by way of Retail, or use any Trade, My­stery Dr. Bon­ham's Case. Coo, 8. 115. &c. or Occupation, for their gain or sale in the City of Lon­don. And it was agreed, That this Ordinance was not good [Page 89] there, if they have not a Cu­stome and Act of Parliament to warrant it. And therefore a Charter granted to this purpose to any City is not good. And Coo. 8. 125. The Case of the City of London. it is said, That no Corporation made within the time of me­mory, can have such a privi­ledge by Charter onely, unlesse it be confirmed by Parliament. So that goods forreign bought, and forreign sold, shall be for­feit to the Mayor, &c. as in York is a good Custome, but this priviledge cannot be created by Charter: So that a Corporati­on shall have the sole Trade of Case of the City of Lon­don. making and Importing of play­ing Cards, is not good.

Hen. 6. granted to Corpora­tion of Dyers in London power to search, &c. And if they find any Cloath dyed with Logwood, that the Cloath shall be forfeit. It was adjudged, Austin's Case. [Page 90] that by a Charter no Forfeiture can be made of the goods of a Subject.

An Ordinance was made, That no person using any of the said Trades within the village of Ips­wich, shal keep any shop or cham­ber, or use the same Trades, or Coo. 11. 53. Taylor of Ips­wich's Case. any of them, or take an Appren­tice or Journeyman to work, till they have presented themselves to the Master and Guardians of the Society for the time being, or three of them, and made proof, that they have served seven years as an Apprentice, and before that he be by them allowed to be sufficient Work­man, under pain of 5 Marks to be forfeit to the Masters and Guardians. It was adjudged to be an unlawfull Ordinance, and void. And these 4 points were agreed upon by the Judges, in that Case. 1. That at the Com­mon-Law [Page 91] none may be prohi­bited to exercise any Trade, al­though he hath never been an Apprentice to it, or be ignorant. But that if he misdoe any thing in it, an Action of the Case ly­eth. 2. That this Ordinance or so much thereof as is not prohibited by the Statute of 5 Eliz. is against Law; for af­ter seven years Apprentiship, he may exercise his Trade with­out allowance of any. 3. That the Statute of 5 Eliz. doth nor prohibit the private exercise of any Trade in a Family; this is therefore out of the Ordinance. 4. That the Statute of 19 H. 7. cap. 7. doth not corroborate any Ordinance against Law, albeit it be allowed according to that Statute. But the allowance dis­chargeth the penalty of 40 l. for the putting of such an un­lawful Ordinance in use.

A Corporation regularly can­not impose de novo, a small pay­ment on the people, But by help of a Custome or Prescription for it, as in London it may be good. And such a reasonable Ordi­nance may be made, and a pe­nalty or Fine set that is reason­able, for breach of it; And ap­point, that there shall be a di­stresse taken, or Action of debt brought for it; this may be good. Taylor of Ipswich's Case. Coo. 5. 63.

But they cannot annex Im­prisonment, nor a Forfeiture of Goods bought or sold; for this is against Law.

The Company of Merchant-Taylors in London made an Or­dinance, That every brother of the same Company that shall put any Cloath to be dressed by any Cloathworker not being a [Page 93] brother of the same Society, shall put the one half of the same Cloath to some brother of the same Society, that doth ex­ercise the Art of Cloath-work­ing under pain to forfeit ten shillings, and to distrain for it: It was adjudged void, and against the liberty of the Sub­ject, that one may put his cloath to dresse where he will, and may not be restrained from it. Coo. 11. The Case of Monopolies.

The Common-Council in London Ordain, That the Brick­layers shall not be Plaisterers with Lyme and Hair, but with Lyme and Sand, under pain to forfeit fourty shillings: And that the Lyme and Hair belong­eth to the Plaisterers. This was resolved by the Court to be a good Ordinance; for it is for the ordering, and not the [Page 94] destruction of Trade; For (for any thing appeareth) it is indif­ferent to which of the Trades it doth belong, and so the Or­dinance doth but determine the Question amongst the Compa­nies. But if the dawbing with Lyme and Hair belong to the Bricklayers then by the Chief Justice it is otherwise.

Goodyer brought an Action of B. R. 21 Iac. Trespasse for an Assault and Battery, and wounding of his Servant, and taking 12 plate­locks, against Shaw. The De­fendant Shaw pleaded not cul­pable to the Assault and Batte­ry, and Wounding; and as to the taking away of the Locks, he pleaded a speciall Plea of Justification, by vertue of Let­ters Patents of Incorporation granted to the Locksmiths of Durham, by Cutbert Bishop of [Page 95] Durham, who had Iura Regalia within the County Palatine of Durham, and that by vertue of this Charter, the Locks being not good, he as Warden of the Company did take them. To this Plea the Plaintiff demur­red, and for cause it was shew­ed, that it appears not by the Plea, that the Blacksmiths are a Corporation created by the Bi­shop, but onely that the Cu­stomes used amongst them in order to the Regulating of their Trade, were confirmed by the Bishop, which doth not make them a Corporation. Plow. F. 199. Longquint. F. 40. 41. 2. It doth not appear by the Charter, that they have any Authority to take away ill­made Locks; and therefore Judgment was prayed for the Plaintiff. Rolls Chief Justice said, That here doth not appear [Page 96] any Order made by the Cor­poration to take away the Locks, and therefore it was done without Warrant, though the Corporation had such a power. But besides, it will be very hard to maintain the Lock­smiths to be a Corporation, be­cause the Bishop confirmed their Orders. Therefore let the Plaintiff have his Judgment. Nisi. Stile's Reports. 298.

The Corporation of St. Al­bons, when the Term was to be there, rated all the Inhabitants and Burgesses a small summe to build Courts; and Ordained, That if any Burgesse refused, he should be Imprisoned: And it was adjudged to be nought: But resolved, That they might Coo. 5. 64 have inflicted a reasonable pe­nalty, and appointed it to be le­vied by distresse; or that an [Page 97] Action of Debt might be had for it.

A By-law was made to this purpose, That Commodities be sould on the Marketday in pub­lick, and not in private and se­cret; it seems is good, and no Prescription against it shall be admitted good. For in London this Ordinance was made, That if any Citizen, Freeman, or Coo. 51. 62. Stranger within the said City shall put any Broad-cloath to sale within the City of London, before it be brought to Black­well-Hall to be viewed and searched, so that it may appear to be vendible, and before there be a penny paid for hallage for every cloath, that he shall for­seit for every cloath 6 s. 8. d. and that the Chamberlain shall have his Action of Debt; for it was adjudged good here. And there it is said, That the Asses­sing [Page 98] of a small summe by an Ordinance, when it is for the publike good, and not the pri­vate gain of the place, where the stranger hath more profit then losse, is good. And so per­haps a small summe for Pon­rage, Murage, or Toll, may be put where it is more benefit than losse to the people. But Quere of this, and see 13 H. 4. 14. 44 Ed. 3. 19. 8 Ed. 2. Tit. Assise. 21 Ed. 4. 54. 11 H. 7. 13. 21 H. 7. 21. 40.

Robert Norris, and Thomas Trussells, Wardens, and the Society of Weavers in the Burrough of Newberry, in the County of Berkshire, brought an Action of Debt for five pounds, against Iohn Stapes, and decla­red, That Queen Eliz. by her Letters Parents, 14 Octob. An. 44. at [...]he request of the Inha­bitants [Page 99] there using the Art of Weaving; and to the intent that Corruption therein might be taken away and avoided, &c. did grant to all Weavers with­in the said Town to be a Body Politick, by the name of the Wardens and Society, &c. as before, and to have perpetuall Succession, and a power to pur­chase, to plead, and to be Im­pleaded: And also power to make Lawes and Ordinances agreeable to Reason, and not in any wise contrary and repug­nant to the Lawes and Statures of the Realm, for the well go­vernment of the Society, Ap­prentices, and Servants, and all using the Trade of Weaving or selling any thing thereto belong­ing within the same Burrough, And power to inflict punish­ment by Imprisonment, Fine, or Amercement upon the offen­ders. [Page 100] And Granted further, That the said Wardens and So­ciety shall have the survey of those Lawes, and the benefit of the Forfeitures; And that no other person, born within or without the said Burrough, shall exercise the Art of Wea­ving within the said Burrough, if he shall not be admitted thereto by the Wardens and Society. And they recite the Act of 19 H. 7. Cap. 7. of not putting of any Law or Ordi­nance in execution, before it shall be allowed by the Lord Chancellor, Treasurer, and two Chief Justices, or three of them, or before both the Justi­ces of Assize in their Circuits, upon pain of forfeiting fourty pounds. And shews, that one Cuthbert Goodwin, and Iohn Hame, Wardens of the said Society, with the greater part [Page 101] of the said Society, I Maii. 45 Eliz. at the Guild. Hall within the said Burrough, made divers Lawes and Ordinances for the better Government of Weavers; And that the 18 Novemb. 1. Iac. the said Or­ders were confirmed by the Lord Chancellor, Lord Trea­surer, and Lord Anderson, one of the Chief Justices; among which, one was, That none should use the Art of Weaving within the said Burrough, or should have any Loom in his house or possession, to have any benefit thereby, unlesse he had been an Apprentice to the said Art within the said Burrough, for the space and term of seven years, or had used the said Art within the said Burrough for five years before the making of the said Ordinance, or shall be admitted thereto by the War­dens [Page 102] and Society, upon pain of forfeiture for every moneth twenty shillings. And they further shew, That after the said Ordinance made and con­firmed, the Defendant (such a day) before his inhabiting in the said Burrough; and after (such a day) that one William Goodwin being then Warden of the Wea­vers, gave notice to the Defen­dant of the said Ordinance. And that he afterwards, &c. during five moneths continued using the said Trade there: And that he had two Looms in his posses­sion, where he had not been an Apprentice, nor used the said Art for five years, as before, &c. by which he forfeited to them five pounds, viz. for every moneth twenty shillings. The Defendant pleaded, Nil debet and after Verdict for the Plain­tiff, it was moved in Arrest of [Page 103] Judgment, that this Ordinance was not reasonable. And upon Arguments and Conference, without Arguments at the Bench, it was agreed, That the Ordinance was against Law; and Judgment against the Plain­tiffs.

And Lord Hobbart in Hil. 15 Iac. declared, that we were all of opinion, that Judgment should be given against the Plaintiffs: And he repeated the Case, and the reasons of this Judgment, because the Ordi­nance was, That none should use the Trade of Weaving, nor have any Loom in the Town, unlesse he had served, &c. be­fore the making of this Ordi­nance; so that all Apprentices which serve after, shall be ex­cluded, unlesse they shall be admitted by them, which is unreasonable: And the Plain­tiffs [Page 104] do not convey to themselves any good Title to be Wardens. But as to the principal point of making such a restraining Ordinance, the Court did not deliver any opinion.

The City of London made a By-Law, That none of such a Trade should take to his Ap­prentice the son of an Alien: And if he did, That the Obli­gations and Covenants made between them, should be void. It was adjudged a void Order, and that the Covenants and bonds of binding that Appren­tice were good. Dogrell. vers. Powks. Trin. 37. Eliz.

The President and Censors of the Colledg of Physitians in London, by colour of Letters Patents of H. 8. and 1. M. Fined and Imprisoned Doctor [Page 105] Bonham, for practising of Phy­sick in London without their allowance, (the Fine to be paid to them) and for contempt made to the Colledg; Whereupon he brings an Action of false Im­prisonment; And it was ad­judged for him. And in this Case resolved;

1. That in this Case they have no power to punish by Fine and Imprisonment, those who practise without their Li­cense, but those practisers who mis-administer Physick.

2. Admitting they have pow­er given them, yet they have not pursued it according to the Statute and Patent. Coo. 8. 14. Doctor Bonham's Case.

An Ordinance made by any Masters, Wardens, or Fellow­ships of any Crafts, or Rulers of Guilds, or Fraternities, That [Page 106] every Apprentice shall pay at his first Entry into the Com­mon-Hall, into the Wardens of the same Fellowship for his En­try into the Fellowship, above two shillings six pence; or for his Entry when his Term is ex­pired above three shillings four pence, is against Law by the Sta­tures of 19 H. 7. 7. 22 H. 8. 4. 28 H. 8. 5. So an Order, that they shall not set up after they have served their time, and are Free-men, or open any Shop, House, or Cellar; or occupy as Free-men, without the Agree­ment or Licence of the Master, Warden, or Fellowships of the Company. This Ordinance is void by the Statute of 28 H. 8. chap. 5.

So that every such Appren­tice shall make Oath, or enter into Bond to the Warden, &c. not to set up shop otherwise. Stat. 28 H. 8. 8.

It seems then by these Cases, That if a By-law be made by Victuallers Incorporate and by Compact not to sell their Vi­ctualls but at certain prices; or if the Corporation be of Arti­ficers, Workmen, or Labou­rers, And they conspire and make a By-law, to work to such a proportion, or such a Rate; that this is void. Stat. 2. and 3 Ed. 6. 15.

So an Ordinate to restrain Masons, Carpenters, Brick-lay­ers, Plaisterers, Joyners, Har­dewers, Sawyers, Tylers, Pa­viers, Glasiers, Lyme-burners, Brick-makers, Tile-makers, Plummers, or Labourers, Stran­gers that are not Free-men there to work in the place, ex­cept it be in the City of London, is not good. Stat. 2 & 3 Ed. 6. 25. But Ordinances made up­on [Page 108] pursuance of the power they have by divers Acts of Parlia­ment, as about Victuallers, the Assise thereof, Gauging of Bar­rels, Maulsters, and the like, these being wisely penned, may be good. So such as are made for the Order and Government (which is for the furtherance and Increase) of Trade, may be good. Coo. 5. 63.

SECT. IX.

A Corporation is a Body onely in consideration of The Na­ture and capacity of it. Law, and not like to a naturall Body, for it cannot commit Treason, be Out-Law'd, Excom­municate, appear in person in a Court, be Sworn, Dye, and o­ther such like Acts which a na­tural body may do; yet may it give and grant, have, and take, sue, and be Sued. Coo. 10. Sut­tons Hospitals Case.

2. The Members of a Cor­poration have a double Capaci­ty; for they retain, as their na­turall Bodies, so the naturall ca­pacity thereof still, to do and be done unto, have and enjoy in [Page 110] that capacity as they did before they were Members of the Cor­poration: The capa­city of the single Members of it. And so they may dis­pose of that Estate they have in their natural Capacity as they did before; And if such a Mem­ber dye seized of Land, it will go to his heir: if possessed of Goods and Chattells, they will go to his Executors, or Admini­strators, and not to the Corpo­ration. And as they are Incor­porate Double Capacity. with the rest of the Cor­poration, they are in another ca­pacity; so that if they have any Lands, Goods, or Chattels with the Corporation, they alone can­not dispose of it; And if they dye, it will not go to their Heirs, or Executors, but to the Corpo­ration. And so they may still do, suffer, or be done unto in ei­ther of these capacities. Yea in a diverse capacity, they may act under the same Corporation; so [Page 111] one Member of the Corporati­on in his naturall capacity, may be a Bayliff or Atturney, may make a demand of Rent or En­try into Land, for the same Cor­poration whereof he is part. Yea a Grant or Lease made by the Corporation in the Politick ca­pacity, to one of the members thereof in his naturall capacity is good. Yea, if any one of the members of a Corporation be seized of land in his own right, and in his naturall capacity, he may make a Feoffment of this land to the same Corporation whereof he is a member. And so a man in a diverse capacity may both give and take at once. 10 H. 7. 16. 5 H. 7. 26. Broo. Corp. 4. Perk. 11.

2. A Corporation cannot be How to be known. without a lawfull commence­ment; it hath a common Seal, and the head or heads thereof, [Page 112] is or are commonly eligible, and not presentable. Dyer. 81.

4. One Corporation cannot make another, and yet many les­ser Corporations may be made One Cor­poration cannot make ano­ther Cor­poration. within a greater, as in London, and other Cities. Broo. Corpora­tions 45, 46.

5. A Corporation may change its name, and continue good, and Change its Name. it may perhaps have two names given it, the one after the other. but if it buy or sell, sue or be sued, it is best to be done by the new name. And yet perhaps it may be good enough by the one, or by the other name. Broo. cap. 3.

6. The Head alone without How it may act. the Members, or the Members alone without the head of a Cor­poration aggregate regularly, cannot act any thing about the disposall of the revenues of their Corporation, especially in that [Page 113] wherein there may be a preju­dice to the Corporation; but there must be an unanimous con­sent in it, and it must be done by their common Seal. And no Act otherwise done by the one party without the other, for the passing of their Lands, or for ac­ceptance of Rent, or the like, will bind the other party. Coo. 11. 79. Plow. 91. 5. H. 7. 25: Perk. Sect. 30. 32. 6, 7.

7. A Corporation may have, What it may have enjoy, and retain, Lands, Goods, and Chattels, and have debts by bonds, and take and hold, and make use of engagements, as a body naturall may do, with this difference. That all that which the Corporation hath, doth go in succession to the whole Cor­poration. But if any engage­ment be to one of the members, or he have any private estate, this will go to his heirs, and Ex­ecutors. [Page 114] But for lands purcha­sed by a Corporation, for the enjoyment thereof, it must be sure it hath in their Charter a License, to hold land in Mort­main; otherwise the Lord Pro­tector may by Law have it from them, as forfeit to him.

8. The Head and Members Grant by or to it of a Corporation aggregate, may all together under their Com­mon-Seal make a Feoffment, or Lease of the Land belonging to the Corporation, to whom they please: but if they make a Fe. offment, they must make Live­ry and Seisin by Letter of Attur­ney, under the Common-seal, or they may grant by fine the lands of their Corporation, as the members of the Corporation may grant their own land by fine. Plow. 535. 538. Leases made by Spiritual persons Incorpo­rate.

But the persons Corporate in Colledges or Halls in either of [Page 115] the Universities, or elsewhere, the Masters or Guardians of Hospitalls, cannot make any Leases for longer time then for three lives, or 21 years. And these things are requisite to be observed in the making of these Leases also; otherwise they will not be good:

1. The Lease must be of Lands manureable, and corpo­rall, whereof a Rent may be re­served, and not of any thing that doth lye in grant. Such is an Advowson, Marker, Fair, Por­tion of Tythe, or Rent out of lands, albeit it be made for three lives, or one and twenty years, yet it is not good.

2. Such Leases must be by Deed Indented, and not by Word onely, or by Deed-Poll onely.

3. They must be made to be­gin from the time of the making [Page 116] thereof. And therefore a Lease made by such a Corporation to begin from Michaelmas, which shall be three years, for 21 years; Or a lease made to begin after the death of the head of the Cor­poration, for twenty one years, is not good. But if a Lease be made from the day of the date of the Lease, this is good. Coo. 5. 6. Dyer 246.

4. If there be an old or for­mer Lease in being of the Land, the same must be surrendred or expired within a year of the time of making of the new Lease. And this surrender must be absolute, and not conditional; also it must be reall, and not il­lusory, and in appearance onely. Coo. 5. 2.

5. There must not be a dou­ble or concurrent Lease in be­ing at one time, as if a lease for years be made according to the [Page 117] Statute, the Colledg cannot afterwards expulse the Lessee, and make a Lease for lives, or another Lease for years, accord­ing to the Statute, nor é con­verso. But if a Lease for years be made to one, and afterwards a Lease for life is made to an­other, and a Letter of Attorney is made to give Livery of Scisin upon the Lease for life; and, be­fore the Livery made, the first Lease is surrendred; in this case the second Lease is good. Coo. 52. and Spark's Case, Trin. 4. Iac. B. R.

6. These Leases must not ex­ceed 3 Lives, or 21 years from the time of the making of them. And therefore a Lease made by the Ecclesiastical Corporation, of the Lands they have in right of their Corporation for 22, or 44 Years, or for 4 lives, is void; [Page 118] and that not onely for the Over­plus of time over the three lives or 21 years; but it is void for that time also. And it hath been resolved, That a Lease made by them for 99 years, if three lives so long live, That this Lease is not good. Nor will it help to make the Lease good, if one of the 4 lives where it is so made, dye before the Head of the house dye, nor any such after-Accident. But a Lease made by them for a lesse time, as for 20 years or two lives, is good.

7. It must be of Lands or Te­nements which have been most commonly let to Farm, or occu­pied by the Farmers thereof, by the space of 20 years next be­fore the Lease made: so as if it have been letten for 11 years at one or several times within [Page 119] 20 years before the new Lease made, it is sufficient. And al­beit the letting of it have been by Copy of Court. Roll, yet such a letting in Fee for life or years is a sufficient letting. And so also is a letting at Will by the Common-Law. Coo. 6. 37. Dyer 271.

8. There must be reserved upon such Leases yearly, during the same Leases due and pay­able to the Colledges or houses in Succession, so much yearly Farm or Rent, or more, as hath been most accustomably yielded or paid for the Lands, and with­in 20 years next before such Lease made. And therefore if the Rent be reserved for part the time of the New Lease one­ly, this Lease is void. And if the Colledge have 20 acres of Land that hath been usually [Page 120] letten, and make a Lease of these 20 acres, and one acre more never let, and adde so much Rent as this acre comes to, it is void. So if it have two Farms, at two Rents, one 20 l. the other 30 l. and lease them both at 50 l. Rent; this is not a good Lease. But if upon the former leases some other things have been added as Heriots, Fines or profits at the death of the Farmers, or profits out of another's soyl, and this be omit­red in the New Lease, the New Lease may be good notwith­standing. And if the new Lease have more Rent reserved upon it, then the old Lease had, it is good enough. And if the old Rent were all or part of it in Corn, the New Lease must be so also, or it will not be good, And by 18 Eliz. 6. in Colled­ges in the Universities, a third [Page 121] part is required to be reserved in Corn upon all such Leases. But this will not suffice, where anciently more was reserved in Corn. And if the old Rent wore reserved at four dayes in the year, the New Lease must be so also; for to reserve it pay­able at one or two dayes, is not good. And if the old Rent be in Gold, it seems the New must be so also. If it be a Mannor that is let, and the Rent be 10 l. and after a Tenancy Eschear, and the New Lease of the Man­nor hath but 10 l. reserved, it seems this is good. But if the house purchase the Tenancy, it is doubted. Coo. 5. 6. 8. and 6. 37.

9. Such Leases must not be without impeachment of Wast; for if it be, it is void. So if a Lease be made by the house to [Page 122] one for life, the Remainder to another for life, it is void; for this is in effect during the life of him in Remainder, without Impeachment of Waste.

10. These Leases must have all due Ceremonies, as other Leases have to make them good; as Livery of Seisin, At­tornment, or the like. Coo. 7. 7. And then are these Leases made by these Colledges, &c. good, when they are so made, and with these provisoes, not other­wise. But if they be otherwise made, they are good against the present Heads of the Colledges that made them, so long as they continue there. But they are voidable, and may be avoided by their Successours. Coo. upon Litt. 45: 329. Stat. 13 Eliz. 10. Dyer 356. Coo. 2. 46. & 6. 37. & 11. 67. & 3. 76. & 5. 14.

9. The Head and Members together of a Corporation, may have or take Lands or Goods by the Grant or gift of others, as a Natural Body may do; But if they take it by Feoffment, it must be by warrant to an Attorney to take it under the Common Seal. Also a Corpo­ration may take Land by Fine. Coo. 10. 67. 5 H. 7. 25. Plow. 535, 538.

10. But a Corporation must Common Seal without Writing, it can do nothing. alwayes give and grant in wri­ting, and by their Common-Seal, or their Grants will not be good. For a Corporation cannot give or grant the Lands of the Corporation for years, or a Rent out of the Lands for any time, or grant an Annuity, or enter into Covenants or Bonds, or give or sell the goods [Page 124] of the Corporation, but by wri­ting under their Common-Seal. And it is a general Rule, That nothing may be done by a Corporation, that doth concern the whole Corporation, but it must be done by Deed under the Common-Seal. And therefore however perhaps it the Head of it, or the whole Corporation together make any Contract for necessary provision, for the use of the whole, which is em­ployed accordingly; or retain a necessary servant, as Baker, Brewer, Butler, or Cook, from year to year; or give a power to enter into Land, or demand Rent or other small matter, for the advantage of the Corpora­tion, by word, or writing, with­out Seal, haply some such Acts may be good; yet it is doubt­ed, and is not safe: For the general and constant opinion is, [Page 125] That no Contracts, Bills, Bonds, Granting of Offices, as of Stewards of Courts, Bayliffs of Mannors, Retainers of Servants, as Bakers, &c. no Deputation, Grant of Power, License, Con­tract, Agreement or Authority given by them, is or can be maintained in Law to be good, but what is under their Com­mon Seal. 7 H. 7. 9. 4 H. 7. 6. 13. 19. 12 H. 7. 27. 13 H. 7. 17. 2 R. 3. 7. Plow. 91. 92. Dyer 102. Coo. 6. 38. Coo. 11. 79. Coo. 10. 67. Perk. 14. Broo. Abridg­ment Corporation throughout.

11. The Grant of a Corpora­tion will bind the Successours, though they be not named in the Grant. Plow. 457.

12. A Corporation cannot be Seised to uses. seised of Land to other uses. Coo. 10. 24.

13. A Corporation Civill Barred by Fine. aggregate, as Mayor and Co­minalty, and the like, may be barred and concluded by a Fine and Non-claim, as a Body na­turall may be. But otherwise it is of a Corporation Spirituall or mixt, such as Colledges, Hospltals, and the like; For they cannot be hurt by it. Stat. 13 Eliz. chap. 10. Coo. 11. 71. Plow. 367. 538.

14. A Corporation may sue Sue and be sued. and be sued, as a Body naturall may be; but care must be had, that it sue and be sued by the right name of it whereby it was Incorporated. Coo. 10. 29.

15. If a summe of money be Money levied upon it. to be levied on a Corporation, it may be levied upon the Mayor or chief Magistrate, or [Page 127] upon any Member of the Cor­poration. By Chief Just. Rolls, in B. R. Hill. 1652.

16. If Land holden of H. had been given to an Abbot and Corporation dis­solved, the Lands revert. his Successours, (or to any other Corporation) if the Abbot and all the Convent had dyed, so that the Corporation had been dis­solved, the Donor, and not the Lord, by Escheat should have had the Land again. Coo. Inst. Part. 1. 13.

17. If the King had given Lands to a Mayor and Comi­nalty, and their Successours, to be holden by Knights-Service; in this case the Pattentecs should not have done homage, neither should there have been any Wardship or Relief, onely they should have found a man, &c. or pay Escuage. But if they [Page 128] had conveyed over their Land to any naturall man, and his heirs; now the Ward, Mar­riage, Relief, and other Inci­dents belonging thereunto, (be­fore they were taken away) had been Revived. Coo. Inst. Part. 1. 70. 6.

18. If any Corporation shall oppresse any of the people un­der their power, by Imposition of unjust Rates, the making and execution of unreasonable Or­dinances, See the Act of 5th of Septem­ber, 1649. For the Oaths of Mayors, &c. the Imposition of un­just Oaths, or by forcing men in the taking of an Oath, to use the Ceremony of putting their hands on the Bible, which men now may not be forced to; but they may if they please take it by the lifting up of the hand onely: And if they shall upon this account set any Fine upon any man, imprison his person, [Page 129] or distrain his goods, (the which in some Corporations have been done) or they shall by any such like means grieve the people; the party grieved hereby may have his Relief by Complaint in the Upper-Bench.

19. A Corporation may be dissoved by Parliament. And it seems it may not be dissolved otherwise. Yet see Dyer 100. Coo. Inst. Part. 1. 13.