intervened.
The legal origin of corporation is ascribed by J. Grant (_Treatise on
the Law of Corporations_, 1850) to five sources, viz. common law,
prescription, act of parliament, charter and implication. Prescription
in legal theory implies a grant, so that corporations by prescription
would be reducible to the class of chartered or statutory corporations.
A corporation is said to exist by implication when the purposes of a
legally constituted society cannot be carried out without corporate
powers. Corporations are thus ultimately traceable to the authority of
charters and acts of parliament. The power of creating corporations by
charter is an important prerogative of the crown, but in the present
state of the constitution, when all the powers of the crown are
practically exercised by parliament, there is no room for any jealousy
as to the manner in which it may be exercised. The power of chartering
corporations belonged also to subjects who had _jura regalia_, e.g. the
bishops of Durham granted a charter of incorporation to the city of
Durham in 1565, 1602 and 1780. The charter of a corporation is regarded
as being of the nature of a contract between the king and the
corporation. It will be construed more favourably for the crown, and
more strictly as against the grantee. It cannot alter the law of the
land, and it may be surrendered, so that, if the surrender is accepted
by the crown and enrolled in chancery, the corporation is thereby
dissolved. Great use was made of this power of the crown in the reigns
of Charles II. and James II.
Every corporation, it is said, must have a name, and it may have more
names than one, but two corporations cannot have the same name. And
corporations cannot change their name save by charter or some equivalent
authority.
The possession of a common seal, though, as already stated, not
conclusive of the corporate character, is an incident of every
corporation aggregate. The inns of courts have common seals, but they
are only voluntary societies, not corporations. Generally speaking, all
corporate acts affecting strangers must be performed under the common
seal; acts of internal administration affecting only the corporators,
need not be under seal. The rule has been defended as following
necessarily from the impersonal character of a corporation; either a
seal or something equivalent must be fixed upon so that the act of the
corporation may be recognized by all.
A corporation m
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