others, without licence of mortmain, any manors, lands, tenements, or hereditaments, of fuch value as, together with their firft endowment, will amount to the yearly value of 200l. above all charges and reprifes (a). And if, at the time of the foundation or endowment, they be of the yearly value of zool. or under, and afterwards they become of greater value, by good husbandry' or other causes, they fhall continue to be enjoyed by the hofpital, though they be above the yearly value of zool. ; for that must be reckoned as it was at the time of the endowment made. Goods and chattels, whether real or perfonal, they may take to any value whatever (b). THE hofpital, &c. can be erected by no other inftrument, conveyance, or affurance, than a deed inrolled in chancery according to the provifions of the act: but it is not neceffary that it fhould be inrolled within fix months after the date; nor is it neceffary to be indented: and the deed may be in paper, but it must be inrolled in parchment (c). ALTHOUGH, at common law, the incorporation may be of certain persons to be governors of the hospital, which at the time of the incorporation may be only in contemplation, and not of the perfons placed in it; yet the fafeft and surest way on this ftatute is, for the founder first to prepare the hospital, and place the poor in it, and then to incorporate them, or rather to give them their name of incorporation; for it is the parliament which incorporates them, and the founder only gives them their name (d). THE next thing to be done after the incorporation, is to convey the lands, tenements, and hereditaments to the perfons incorporated, which may be done fafely, with (a) Id. ibid. (b) Id. ibid. (c) 2 Inft. 723. greater greater facility and lefs charge, by bargain and fale, by deed indented and inrolled, according to the statute 27 H. 8, c. 16, between the founder or founders on the one part, and the mafter and brethren on the other, in confideration of five fhillings in hand paid by the master of the hospital, for himself and for his brethren, and of other five fhillings in hand paid by the master and brethren (a), “ of . which," fays Sir Edward Coke, "you may have a precedent in the tenth book of my reports in the cafe of Sutton's Hofpital" (b). WHEN it is intended that a corporation should be established, vefted with powers or privileges which by the principles of the common law cannot be granted by the King's charter, then recourse must be had to the aid of an act of parliament; as, if it be intended to grant the power of imprisonment, as in the case of the college of phyficians; or, to confer an exclufive right of trading, as in the case of the Eaft India company; or when a court is erected with a power to proceed in a manner different from the common law, which is the cafe of the Vice Chancellor's court in the two univerfities (c). But it has been well obferved (d), that most of thofe ftatutes which are ufually cited as having created corporations, either confirm fuch as have been previously created by the King; as in the case of the college of phyficians before mentioned, which was erected by charter in the tenth year of Henry the 8th, and afterwards confirmed in parliament by an act of the 14th and 15th of the fame King (e); or they permit the King to erect a corporation in futuro, with fuch and fuch powers, as is the cafe of the bank of England (ƒ), (a) Id. 725. (b) 10 Co. 17 b. (c) Vid. Cro. Car. 73, 87, 88. Jenk. 97, 117. (d) 1 Bl. Com. 473. I 114, Dr. Bonham's cafe. (e) 14 and 15 H. 8, c. 5. Vid. 8 Co. (ƒ) 5 and 6 W. and M. c. 20. and and the society of the British fishery (a); so that the immediate creative act is ufually performed by the King alone, in virtue of his royal prerogative. In order to erect a corporation, words of fufficient import must be used; but there is no prescribed form, nor appropriate words, peculiarly requifite for that purpose: the words, "to incorporate, to found, to erect" are indeed most commonly used, but neither thefe nor any derivatives from them are indifpenfibly neceffary; other words, or other forms, which fhew an intention to erect a body politic, in the cafe of a corporation by charter, or the existence of a body politic in pleading one by prescription, are fufficient (b). Thus in the cafe of Ramfay's chauntry before mentioned (c), it was objected that in the licence to grant the rent, there were no fuch words as these, "to found, erect, or establish," which, it was contended, were the neceflary words of incorporation; but it was determined, that the mere licence to grant the rent in fucceffion was fufficient to confer a corporate capacity on the chaplain and his fucceffors (d). IN former times a gift of land from the King to the burgeffes, citizens, or commonalty of fuch a place, was conceived to be fufficient to incorporate them under fuch collective name (e). So, if the King granted to the men of Dale that they might elect a mayor every year, and that they should plead and be impleaded by the name of Mayor and Commonalty; this feems to have been fufficient to incorporate them (f). And there are many inftances of (a) 23 G. 2, c. 4. (b) 10 Co. 28 a. 29 b. (d) 10 Co. 27. a et feq. 1 Rol. 513. (e) 7 Ed. 4. 14 Bro. Corpor. 54. 1 (ƒ) 21 Ed. 4, 56. Bro. Corpor. 65; but 21 Ed. 4, 57 b. feems contra: it is faid, "fuch a grant to the men of Dale is good, and yet they are not incorporated by that name," which feems odd. grants grants by charter to the inhabitants of a town, "that their town fhall be a free borough," and that they shall enjoy various privileges and exemptions, without any direct clause of incorporation; and yet by virtue of such charter, fuch towns have been uniformly confidered as incorporated (a). Nor is it neceflary that the charter fhould exprefsly confer thofe powers, without which a collective body of men cannot be a corporation, such as the power of fuing and being fued, and to take and grant property, though fuch powers are in general exprefsly given (b). A grant of incorporation to the citizens or burgeffes of such a city or borough, especially an old grant, is good, without the words "their fucceffors." (c) THE moft ancient fecular corporations eftablished directly by the King's charter, feem to have been gilds, or incorporated companies of merchants, traders, and artifans; and it is not improbable that the practice of expressly incorporating whole towns by charter was introduced in imitation of these companies; for, amongst other franchifes conferred on the inhabitants of towns, by ancient charters, this was frequently one, that they fhould have gildam mercatoriam, or a merchant gild (d), which was establishing them into a corporate body, gilda, according to Sir Edward Coke, fignifying an incorporate brotherhood or company, for which reafon the place of their meeting was called the gild-hall. "And I have feen," fays that author, "a charter made by King H. 1, to the weavers of London, by which he grants to them that they fhall have gildam mercatoriam, and a confirmation of it made by Henry 2, by which charters, adds he, they (a) Vid. Firm. Burg. c. 11, and Madox Hift. of Exch. 402, the charter of Dunwich. (b) Vid. 10 Co. 29 b. (c) Brownl. and Gould's 2d pt. 292. (d) Vid. Firm, Burg. 27. were were incorporated (a). But the grant of a gilda mercatoria does not seem to have invested the grantees with the local government of the place, for a gilda mercatoria established in a town may be diftinct from the general corporation of the town, as is evident from the following cafe. THE mayor of Winchefter brought an action on the cafe against one Wilks, in which he declared that "whereas, from time immemorial, Winchester was an ancient city, and in the faine city there was and had been, from time immemorial, a custom that it should not be lawful for any perfon, except the freemen of the merchant gild of that city, to use or exercise publicly within the fame city any mystery, art, or manual occupation, in the fame city, during all the time aforefaid, used fendant, not being free of the gild -yet the de had used and exercised a trade within the cuftom, to the damage of the plaintiff."-On not guilty pleaded, and a verdict for the plaintiff, the court was moved in arreft of judgment, and the judges obferved, that, where in ancient times the King granted to the inhabitants of a ville or borough to have gildam mercatoriam, they were by that incorporated; but what it fignified in this declaration nobody knew; the plaintiff did not fhew what it was, but only fhewed that it was not lawful for any person to exercise a trade, who was not free of the gilda mercatoria; the corporation, therefore, would wish to maintain an action for a breach of their franchise, without shewing that they had any; for the franchise was laid in the gilda mercatoria, and the court could not prefume that the gilda mercatoria, and the corporation of the city were the fame, though they might be fo (b). (b) 1 Salk 203. 2 Ld. Raym. 1129, 1134, cafe of the mayor of Winton v. Wilks. THAT |