From the Heart Church Ministries, Inc. v. Philadelphia-Baltimore Annual Conference

¹⁶ WOODWARD, J. This appeal arises from a dispute involving a local church, From the Heart Church Ministries, Inc. (“From the Heart”), and its founding pastor, Pastor John A. Cherry, on one side, and its former denomination, the African Methodist Episcopal Zion Church (“A.M.E.Zion”), on the other side, over the ownership of real and personal property upon From the Heart’s withdrawal from A.M.E. Zion. This case was previously before the Court of Appeals in From the Heart Church Ministries, Inc. v. African Methodist Episcopal Zion Church, 370 Md. 152 , 803 A.2d 548 (2002) (“From the Heart ”), in which case the Court reversed a grant of summary judgment in A.M.E. Zion’s favor and remanded for further proceedings. On December 6, 2006, the Circuit Court for Prince George’s County, on remand from the Court of Appeals, entered summary judgment awarding all real property to A.M.E. Zion and all personal property to From the Heart. Appellants/crossappellees, From the Heart and Pastor Cherry, 1 appeal as to the real property, presenting three questions for our review, 2 which we have consolidated and rephrased: Did the trial court err in granting A.M.E. Zion summary judgment as to the real property?

On cross appeal, appellees/cross-appellants, A.M.E. Zion and others, 3 appeal as to the personal property, presenting ¹⁷ four questions for our review, 4 which we have consolidated and rephrased: Did the trial court err in granting From the Heart summary judgment as to the personal property? BACKGROUND A. From the Heart Although the instant action is before this Court for the first time, the Court of Appeals previously heard this case on appeal by its own motion in From the Heart. For the purposes of consistency and convenience, we adopt and incorporate substantial portions of the factual and procedural history as set forth by Chief Judge Bell of the Court of Appeals in From the Heart. On May 2, 1983, From the Heart was originally incorporated under Maryland Religious Corporations Law as Full Gospel A.M.E. Zion Church, Inc. (“Full Gospel I”).

From the Heart, 370 Md. at 158 , 803 A.2d 548 (citing Md.Code, § 5-304 of the Corporations & Associations Article (1975, 2007 Repl. ¹⁸ Yol.)). When From the Heart withdrew from the denomination, the church’s name was changed was from Full Gospel I to From the Heart, and the members who did not agree with From the Heart’s withdrawal incorporated themselves as Full Gospel A.M.E. Zion (“Full Gospel II”). 5 We begin where the Court of Appeals began in From the Heart: From the Heart ... was organized in Marlow Heights, Maryland in 1981, as an affiliate of [A.M.E. Zion]----It was organized by Reverend Doctor John A. Cherry, ... its pastor, to whom A.M.E. Zion had given a Pastor’s Certificate of Appointment and whom it had reappointed to that position for every term thereafter until the withdrawal, and the church’s 24 members. On May 2, 1983, trustees, who had been elected by the congregation a year earlier, formally incorporated the church under the Maryland Religious Corporations Law, see § 5-304, as Full Gospel [I]. Its purpose, as stated in the Articles of Incorporation (“charter”), was: To conduct a church for Christian religious purposes and to perform all necessary and allowable activities in connection therewith or incidental thereto, and to engage in any other lawful activity in accordance with the Disciplines of the African Methodist Episcopal Zion Church.

To do anything permitted by Subtitle 3 of Title 5 of the Corporations and Associations Article of the Annotated Code of Maryland, the Religious Corporations law. Shortly after its incorporation, Full Gospel [I], on May 13, 1983, purchased “for use in its growing ministry” property located at 5311 St. Barnabas Road in Oxen Hill, Maryland. The deed to that property listed as owner Full Gospel ¹⁹ A.M.E. Zion Church, Inc., a Maryland Religious Corporation. Full Gospel [I] subsequently acquired additional, adjacent property, which it also took in its name alone, and, between 1988 and 1999, other real and personal properties, which were similarly titled.

None of the deeds to the real properties, nor the documents reflecting ownership of any of the personal property, moreover, contained a clause creating a trust in favor of, or providing for reversion to, A.M.E. Zion, which did not make any direct financial contribution to the purchase of any of the property. In 1991, Full Gospel [I]’s Board of Trustees adopted church By-laws and amended its Articles of Incorporation. The By-laws broadened Full Gospel [I]’s purpose, stating that it “is to conduct a church for Christian religious activities,” as contrasted with the requirement to act “in accordance with the Discipline of the African Methodist Episcopal Zion Church.” Pursuant to the By-laws, moreover, the trustees were vested with full control of Full Gospel [I]’s church property. The By-laws provided that, in furtherance of the church’s purpose: [T]he Corporation may receive property by gift, devise or bequest, invest and reinvest the same and apply the income and principal thereof, as the Board of Trustees may from time to time determine, either directly or through contributions through any charitable organization or organizations, exclusively for religious, charitable, and educational purposes, and engage in any lawful act or activity for which corporations may be organized under the general laws of the State of Maryland.

In furtherance of its corporate purposes, the Corporation shall have all the general powers enumerated in Section 2-103 of the Maryland General Corporation Law as now in effect or as may hereafter be amended. The [1991] amendment of the Articles of Incorporation deleted all reference to the A.M.E. Zion denomination. In addition to the same broad statement of purpose as in the By-laws, the amended Articles addressed specifically the ²⁰ disposition of church property on the dissolution of the corporation. As amended, the Articles provided: In the event of dissolution or final liquidation of the Corporation, all remaining assets of the Corporation [the church] shall ... be distributed to such organization or organizations organized and operated exclusively for religious, or charitable, or educational purposes as shall at the time qualify as an exempt organization or organizations ... as the Board of Trustees shall determine.

Full Gospel [I] amended its Articles of Incorporation again on June 15, 1998. This amendment adopted the church’s present name, From The Heart ..., and provided, consistent with its By-laws, that the church would have all of the general powers of a Maryland corporation, as enumerated in § 2-108 of the Corporations & Associations. Article. The 1998 charter amendment, like the predecessor 1991 amendment did with respect to Full Gospel [I], also expressly authorized From The Heart to distribute its assets and property, upon dissolution or final liquidation, to such charitable organizations as its Board of Trustees should determine.

Moreover, the 1998 amendment gave the Board of Trustees full power to act on behalf of the church and to conduct any business matters of the church, to adopt By-laws for the church, and to amend, or promulgate new, Articles of Incorporation for the church. B. The A.M.E. Zion Church, founded in 1898, is a religious denomination, international in scope, made up of affiliated churches. [Its] organizational structure is hierarchical, although the church itself characterizes it as “connectional.” Under this structure, the affiliated local churches report to one of twelve bishops, who in turn report, quadrennially, every four years, to the General Conference, the governing body of A.M.E. Zion. Comprised of clergy and lay delegates from around the world, the responsibilities of the General Conference include revising the Book of Discipline of the African Methodist Episcopalian Zion Church, A.M.E. ²¹ Zion’s governing policies. Between sessions of the General Conference, A.M.E. Zion is governed by its bishops, who also oversee the various Annual Conferences, which meet yearly to address concerns of the clergy and laity located within the various regions into which the administration of the church is divided.

The rules and regulations of the A.M.E. Zion denomination are codified, and published, in its Book of Discipline of the African Methodist Episcopalian Zion Church. The “Book of Discipline ” is published quadrennially. Because they were applicable either when property was purchased or while it was being held prior to From the Heart’s disaffiliation, several editions of the Book of Discipline, specifically those dating from 1980 through 1996, are relevant to the resolution of the case sub judice. Given that the applicable provisions of each of those editions are identical and both parties rely only on the 1996 edition of the Book of Discipline, however, we likewise shall restrict our consideration to that edition.

The 1996 Book of Discipline addresses, as did the predecessor and successor editions, the requirement that places held or hereafter acquired by a local church, for the purpose of worship or parsonage, be held in trust for A.M.E. Zion denomination. Paragraph 494 provides: All written instruments of conveyance by which premises are held or hereafter acquired, for use as a place of Divine worship for members of the African Methodist Episcopal Zion Church or for other church activities, shall contain the following trust clause: In trust, that said premises shall be used, kept, maintained, and disposed of as a place of divine worship for the use of the ministry and membership of the African Methodist Episcopal Zion Church in America; subject to the discipline, usage and ministerial appointments of said church as from time to time authorized and declared by the General Conference of said church, and the Annual Conference in whose bounds the said premises are situated. This provision is solely for the benefit of the grantee, ²² and the grantor reserve[s] no right or interest in said premises. The same requirement is imposed on the deeds for parsonage property by ¶ 495.1.

It provides: 1. All written instruments by which premises are held or hereafter acquired as a parsonage for the use and occupancy of the ministers of the African Methodist Episcopal Zion Church shall contain [the same trust clause as set out in ¶ 494, creating a trust, solely for the benefit of the grantee, over such parsonage property]. Under ¶ 493, “[i]t is the duty of the Pastor and Presiding Elder to see that our Church Property is deeded according to our Book of Discipline, and duly incorporated in accordance with the laws of the State or the Territory in which it is situated.” The Book of Discipline also provides for the eventuality that the trust clause is, for one reason or another, omitted from a deed. In ¶ 495.2, it states: 2.

However, the absence of the trust clause stipulated in ¶494 and ¶ 495 in deeds and conveyances previously executed, shall in no way exclude a local church from, or relieve it of, its African Methodist Episcopal Zion Church Connectional responsibilities nor shall it absolve a local congregation or board of trustees of its responsibility to the African Methodist Episcopal Zion Church, provided that the intent and desire of the founders and/or the later congregations and board of Trustees is shown by any or all of the following indications: (a) The conveyance of the property to the trustees of the local African Methodist Episcopal Zion Church or any of its predecessors; (b) The use of the name, customs, and policy of the African Methodist Episcopal Zion Church in such a way as to be thus known to the community as a part of this denomination; (c) The acceptance of the pastorate or ministers appointed by a bishop of the African Methodist Episcopal Zion Church, or employed by the Presiding Elder of the district in which it is located. In addition, the Book of Discipline contains provisions that do not directly require conveyance of church property ²³ in trust, but nevertheless have been argued to be relevant to the determination of the ownership of church property upon withdrawal of a local church from the A.M.E. Zion church. Under ¶ 495.3, it is required that property be sold “in conformity with the Discipline.” Paragraph 498.1 is to similar effect, providing: 1. The Trustees shall not in any case whatsoever dispose of Church Property by sale or otherwise without the consent of the majority of the Members in Full Connection, expressed by vote in a meeting called for that purpose, of which due notice has been given.

Provided, however, that no congregation, pastor, nor Trustee Board or agent of the congregation shall mortgage or sell any property of the A.M.E. Zion Church without confirmation of the Quarterly Conference and written consent of the Bishop of the District or the Annual Conference. Finally, ¶ 498.2, applicable to the situation where there is no pastor because there is no local congregation, provides: 1. It is further provided that where there is a Church or circuit, or a Station, without a Pastor, because the membership has withdrawn and scattered and there is no Congregation, and no need for an appointment of a Preacher to this place, that the Conference in which the Church is located may pass a resolution declaring the Church or Circuit, or Station discontinued or abandoned and ordering the sale of the property, and approved by the Bishop; the Bishop of the District shall give a deed to the purchaser for the same, and the proceeds from the sale of said property turned over to the Annual Conference for its disposition. C. Upon being notified by From The Heart that it intended to withdraw from the A.M.E. Zion denomination, [A.M.E. Zion] requested From The Heart to turn over, and transfer ownership of, the real and personal church property it had amassed, to it.

From The Heart declined to do so and, ²⁴ instead, filed, in [circuit court], an action, seeking, among other things, a declaratory judgment that it was the sole and rightful owner of the real and personal property it had acquired, to quiet title to that real and personal property and preliminary injunctive relief. A.M.E. Zion answered and filed a counterclaim, in which, among other relief, it sought its own declaratory judgment with respect to property ownership. Moving to intervene, appellees Philadelphia-Baltimore Annual Conference and the newly incorporated [Full Gospel II], filed a separate action against the appellants, also seeking, among other relief, declaratory judgment with respect to property ownership, which it moved to consolidate with the pending actions. A.M.E. Zion later filed a motion to dismiss the declaratory judgment and quiet title counts of From the Heart’s complaint and the appellants moved to dismiss both A.M.E. Zion’s counterclaim and the separate action.

From the Heart, 370 Md. 152, 158-68 , 803 A.2d 548 (footnotes omitted). The circuit court granted a motion for summary judgment in favor of A.M.E. Zion, finding no genuine dispute as to any material fact and stated: [D]uring its affiliation with the A.M.E. Zion Church, (From the Heart) accepted the pastors appointed by the bishops of the A.M.E. Zion Church ... used the name, customs and polity of the A.M.E. Zion Church in such a way as to be known in the community as a part of the A.M.E. Zion denomination ... [and,] at all material times, [the Discipline] included provisions requiring all local church property to be held in trust for the A.M.E. Zion Church. Id. at 168-69 , 803 A.2d 548 . In so finding, the court declared that all property acquired by From the Heart prior to July 8, 1999, is subject to a trust in favor of A.M.E. Zion “as expressed in The Book of Discipline of [A.M.E. Zion], which trust has the legal effect of requiring the property to stay within the A.M.E. Zion denomination and preventing From ²⁵ the Heart ... from retaining the property upon its decision to end its affiliation with [A.M.E. Zion].” Id. at 169 , 803 A.2d 548 .

While From the Heart’s appeal to this Court was pending, the Court of Appeals issued a writ of certiorari on its own motion. On July 24, 2002, the Court reversed and remanded. B. The Court of Appeals Decision The issue before the Court of Appeals was the ownership of the property acquired by From the Heart during its affiliation with A.M.E. Zion. Id. at 179 , 803 A.2d 548 .

More specifically, the Court explained that, in reviewing the granting of a motion for summary judgment, the issue was whether there was evidence in the record “of which there is no genuine dispute ... that the church property was impressed with a trust, express or implied, in favor of A.M.E. Zion, as and when From the Heart acquired it.” 6 Id. at 179 , 803 A.2d 548 (citation omitted). The Court focused on its prior decision in Mt. Olive African Methodist Episcopal Church of Fruitland, Inc. v. Board of Incorporators of African Methodist Episcopal Church Inc., 348 Md. 299 , 703 A.2d 194 (1997) (‘'Mt. Olive ”). 370 Md. at 174 , 803 A.2d 548 .

In Mt. Olive, the pastor, trustees, officers, and a majority of the congregation of a local church ended its more than a century-long affiliation with its denomination, which had a hierarchical form of church government. 348 Md. at 301-02 , 703 A.2d 194 . The Mt. Olive Court held that, upon withdrawal, the trustees and local congregation did not lose the rights given them by the deed of the property and confirmed by the Religious Corporation Law and the corporate charter, to own, use and control that property.

From the ²⁶ Heart, 370 Md. at 174 , 803 A.2d 548 (discussing Mt. Olive, 348 Md. at 320 , 703 A.2d 194 ). To this end, the Court in Mt. Olive set out “the appropriate analytical framework.” From the Heart, 370 Md. at 174 , 803 A.2d 548 .

Under this framework: “[I]t is clear that the resolution of church property disputes demand an analysis that involves the review of all relevant documents and circumstances. Unless the deed to the property clearly provides for the holding of the property in trust for the parent church, it is not enough to consider simply the form of the church government, the constitution or other authoritative sources pertinent to the parent church’s claim to the property, consideration must also be given to the Religious Corporations Law, the relations between the parties, and the local church charter. The latter at the very least provides insight into the relations between the parties and may evidence the local church’s consent to the form of government and to be bound by provisions in the parent church’s constitution or other authoritative sources pertaining to the ownership and control of its property.” Id. (quoting Mt.

Olive, 348 Md. at 320 , 703 A.2d 194 ). The Court also noted Mt. Olive’s rejection of the denomination’s sole reliance on church doctrine, namely the Discipline, to the exclusion of evidence derived from an inspection of all relevant documents other than the Discipline. From the Heart, 370 Md. at 178 , 803 A.2d 548 .

Under the principles set forth in Mt. Olive , the Court in From the Heart opined: [A] court faced with a church property dispute must review all relevant documents and circumstances, to include the denomination’s polity, its constitution and other authoritative sources, the Religious Corporations law, the relations between the parties, the local church’s charter and other pertinent documents to determine the proper resolution---[UJnless the deed to the property contains a trust provision ²⁷ in favor of the denomination, review solely of the doctrine and polity of the denomination simply is not sufficient. Id. at 185-86 , 803 A.2d 548 (citation omitted). The Court in From the Heart concluded that the circuit court should not have granted summary judgment, because the lower court determined that, based on the church’s polity alone, From the Heart consented to be bound by the A.M.E. Zion Discipline.

Id. at 186 , 803 A.2d 548 . In so doing, the trial court “fail[ed] to consider all of the relevant documents and circumstances,” and relied exclusively on religious precepts in entering judgment on the denomination’s behalf. Id. at 187 , 803 A.2d 548 . 7 The Court of Appeals, as it did in Mt. Olive , rejected A.M.E. Zion’s argument that, because the trust language applies even to those situations in which From the Heart failed to deed the local church property in trust for the denomination, the trial court need only consider the Discipline to resolve the property dispute.

Id. at 188-89, 803 A.2d 548 . The Court retorted that, where there is no clear trust/reverter language in the deed or any statutory authority, then the circuit court must expand its consideration to other documents and circumstances “to determine whether the local church has consented to the provision in the Discipline providing for the reversion of that property.” Id. at 189 , 803 A.2d 548 . In its final paragraph, the Court stated that “in Maryland, unless otherwise specifically provided, a trust is revocable.” Id. at 189 , 803 A.2d 548 (citing Hoffa v. Hough, 181 Md. 472 , 30 A.2d 761 (1943)). Further, the Court noted that “as the circumstances and situations change, a trust may be revoked.” From the Heart, 370 Md. at 189 , 803 A.2d 548 .

Although the trust provisions in paragraphs 494 and 495 of the Discipline may apply “when the local church is affiliated with the denomination,” the Court pointed out that neither paragraph indi ²⁸ cates that the trust provision is irrevocable nor what happens when the local church terminates its affiliation. Id. at 189 , 803 A.2d 548 . Further, the Court opined: Consent to holding property in trust during the course of affiliation does not automatically constitute consent to relinquishing that property once the affiliation terminates. This is particularly the case where the trust is revocable and is, therefore, another reason that there must be a more expanded review of documents and circumstances, as required by Mt.

Olive , rather than merely the review of the church Discipline. Id. at 189-90, 803 A.2d 548 . On that final note, the Court reversed the trial court’s judgment and remanded for further proceedings. Id. at 190 , 803 A.2d 548 .

C. The Circuit Court Decision on Remand On remand to the circuit court, the parties filed cross-motions for summary judgment. On August 17, 2006, the circuit court issued an oral opinion granting A.M.E. Zion’s motion for summary judgment with respect to the real property and From the Heart’s motion for summary judgment with respect to the personal property. In its opinion, the circuit court stated the issue before it was “whether the trust clause[s] ... created in the ... [Discipline are revocable or irrevocable.” The court went on to describe the two applicable trust clauses in the Discipline, Paragraph 494, which applies to church properties, used, maintained, or disposed of as a place of divine worship, and Paragraph 495, which applies to parsonages. The court found that “the language used in the [Discipline [] trust clause[s] does not provide for the power of revocation.” “[Wjhere no power of revocation has been reserved,” the court opined that “it has long been held [in Maryland] that ... the trust is irrevocable.” The court described cases in which “the court has considered the effect of the settler not reserving the power of revocation,” and concluded that, ²⁹ where the power to revoke has not been reserved, a trust can be set aside only on any ground on which a conveyance not in trust can be set aside.

Example, fraud, duress, undue influence, breach of duty, and the confidential relationship, or mistake, Liberty Trust [Co.]v[ ]. Weber[ 200 Md. 491 , 90 A.2d 194 (1952)] and hold — Hoffa v[]. [Hough], holding that where the power to revoke is reserved[, a] settler may revoke in any manner sufficient to indicate her intention. The court went on to address From the Heart’s argument that the Court of Appeals in From the Heart held that, when a trust is silent as to the power of revocation, it is revocable, citing Hoffa v. Hough, 181 Md. 472 , 30 A.2d 761 (1943). The court explained that “it is clear that [Hoffa ] do[es] not hold that a trust is presumed revocable where no power to revoke is reserved:” In Hoffa , the court was presented with the question of whether a trust had been revoked by the settler.

There, the administrator of a mortgaged estate was attempting to assert the estate’s interest in the property more than 12 years after the mortgagee[’]s death. The court, in Hoffa , held that where the power of revocation has been reserved it may be exercised in any manner that sufficiently manifests the settler’s intention to revoke the trust. Furthermore, a large part of the court’s holding in Hoffa hinged on the administrator’s being barred by the doctrine of latches from asserting any interest in the property. The court, in Hoffa , plainly] did not address the situation where the power of revocation had not been reserved.

A close reading of [From the Heart ] reveals that it is likely that in that court’s first instance of citing Hoffa the Court of Appeals intended to cite it for the proposition that where the power of revocation is reserved it may be exercised in any fashion. The circuit court did not apply a presumption of revocability claimed by From the Heart to be set forth by the Court of Appeals in From the Heart . The court refused to interpret ³⁰ the language of the Court of Appeals as changing well-settled Maryland law, because “surely [the Court] would have given the proposition more than 50 words out of the 15 pages it used to discuss the issue.” The court concluded that “[i]t is abundantly clear from this Court’s review of the trust clauses created by the applicable sections of the ... [D]iscipline[ ] that ... irrevocable trust[s] are created in the applicable church property.” In doing so, the court rejected From the Heart’s argument that the denomination could not retain any interest in the property after From the Heart withdrew from A.M.E. Zion unless the trust language specifically contained a reservation or a reverter provision. The court explained that the lack of a reverter provision in favor of A.M.E. Zion in the language of the trust or in the' deed to the property “is not solely determinative of whether or not a beneficiary retains an interest in the trust property.” Instead, the court pointed out that Mt.

Olive and From the Heart instructed the court to “look at the governing documents of a denomination and the local church to determine whether or not the local church agreed to be bound by the provisions of the [Discipline, i.e., consented to be bound and to hold its property in trust for the denomination.” “Consistent with the mandates of [the Court of Appeals in From the Heart],” the court reviewed the Discipline, Religious Corporation Law, From the Heart’s articles of incorporation, bylaws, correspondence, the deposition testimony of relevant parties, transcripts of church meetings, a sampling of the deed submitted for review, and various other documents submitted as exhibits with the motions for summary judgment. Finding no dispute as to a material fact, the circuit court enumerated the following undisputed facts: (1) [T]he history of the incorporation of Full Gospel [I], its growth, and transition into From the Heart ... (2) [T]he role of Reverend Doctor Cherry ... in the growth of the Full Gospel [I] and the growth and development of From the Heart’s Church Ministry (3) [T]he volume of real property acquired by the local church ³¹ (4) [T]he vast financial assets acquired by the local church (5) [T]he participation of the local church and the inter-working[s] of the denomination (6) [T]he relationship of the pastor with the bishops in the conference (7) [T]he fact that none of the property acquired by the local church was titled in trust for the denomination (8) [T]he fact that the bishop and others in the denomination were aware that the property of a local church was not titled consistent with the requirement of the [D]iscipline[ ] (9) [T]he fact that the local church, its board members, [and] pastors were aware that the property was not titled consistent with the [Discipline (10) [T]he fact that Pastor Cherry accepted his pastoral appointment every year (11) [T]he procedure of the [Discipline of the church w[as] followed by the local church for seemingly all aspects of church life, except for the manner in which property was titled (12) [T]he local church sought permission from the bishop before disposing of church property consistent with the [Discipline (13) [T]he local church continued to maintain that they would be bound by the [Discipline of [A.M.E. Zion] (14) [T]hat the trust provisions of the [Discipline only address ... specific ... church property used or held at [a] ... place of d[i]vine worship or parsonages (15) [T]hat church property is only referred to throughout the [Discipline in terms of real property (16) [T]hat there’s no trust language that specifically addresses personal property (17) [T]hat all real property in question that is subject of this litigation was purchased by Full Gospel [I] prior to their withdrawal from the denomination in 1998 The court concluded that, “[a]fter considering all the factors and reviewing all the documents[,] ... there is ... no material ³² fact in dispute, and as a matter of law, the moving party is entitled to judgment.” As to the real property, the court decided by clear and convincing evidence that an irrevocable trust was created in the real property acquired by Full Gospel I before it became From the Heart. The court reasoned: [T]he local church held itself out as A[.]M[.]E[.] Zion Church, [its] pastor accepted an appointment each year, and the local church governing documents notwithstanding changes that may have been made over the years continue to bind itself to the [D]iscipline[ ] of [A.M.E. Zion].

Therefore, the denomination is entitled to judgment as a matter of law as to the real property acquired by the local church from the time period specified in this opinion. As to the personal property, the court found clear and convincing evidence that no trust was created in the personal property held by Full Gospel I before it became From the Heart. The court reasoned: [T]he [D]iscipline[ ] of the denomination does not create a trust in personal property that one could find by clear and convincing evidence here. Furthermore, neither the language of the [Discipline, nor the conduct of the property by the local church would indicate an indication of belief or intent to create an interest in said property by the denomination upon withdrawal [or] otherwise.

Therefore, the local church is entitled to summary judgment as to all personal property acquired____ On December 6, 2006, the court entered a final judgment pursuant to Maryland Rule 2 — 602(b) as to certain claims and stayed all remaining claims. From the Heart timely noted an appeal to this Court, and A.M.E. Zion filed a cross-appeal. We set forth additional facts and proceedings below as necessary to discuss the issues presented. D. Standard of Review Review of a grant of summary judgment under Maryland Rule 2-501 requires an “examin[ation of] the same information ³³ from the record and [a] determin[ation of] the same issue of law as the trial court.” Miller v. Bay City Prop.

Owners Ass’n, Inc., 393 Md. 620, 632 , 903 A.2d 938 (2006) (internal quotations omitted). On appeal, “[t]he question of whether a trial court’s grant of summary judgment was proper is a question of law subject to de novo review----” Myers v. Kayhoe, 391 Md. 188, 203 , 892 A.2d 520 (2006). Accordingly, “we independently review the record to determine whether the parties properly generated a dispute of material fact and, if not, whether the moving party is entitled to judgment as a matter of law.” Id. Furthermore, it is well settled that “ ‘[o]rdinarily a motion for summary judgment may be upheld only on the grounds relied upon by the hearing court.’ ” Mt.

Olive, 348 Md. at 322 , 703 A.2d 194 (quoting Gross v. Sussex, Inc., 332 Md. 247, 276 , 630 A.2d 1156 (1993)) (alteration in original). In other words, we “ ‘will not ordinarily undertake to sustain the judgment by ruling on another ground, not ruled upon by the trial court, if the alternative ground is one as to which the trial court had a discretion to deny summary judgment.’ ” Mt. Olive, 348 Md. at 322 , 703 A.2d 194 (quoting Three Garden Village Ltd. Partnership v. U.S. Fid. & Guaranty Co., 318 Md. 98, 108 , 567 A.2d 85 (1989)). “Consequently, unless we conclude that the trial court was legally correct in granting summary judgment in favor of the petitioner, this case will have to be remanded for further proceedings.” Mt. Olive, 348 Md. at 323 , 703 A.2d 194 (citations omitted).

DISCUSSION I. Real Property A. Consent We first decide whether, on remand, the circuit court was correct in concluding that, with regard to the real property ³⁴ acquired by it before withdrawal, From the Heart consented to the trust provisions in the Discipline in favor of A.M.E. Zion. To this end, we review not only the denomination’s polity but all relevant documents and circumstances including From the Heart’s charter and bylaws, the Religious Corporations Law, the relations and correspondence between the parties, the deposition testimony of the parties, and all relevant documents in the record. We begin by looking at From the Heart’s original charter and governing documents. A local church’s charter “must be considered when there is a question raised as to the adequacy of the proof that the parent church has acted, consistent with its form of church government, to maintain ownership or control over local church property.” Mt Olive, 348 Md. at 326 n. 14, 703 A.2d 194 .

In other words, “[t]he office of the charter ..., ordinarily, is to provide evidence of the local church’s consent to be bound by the parent church’s polity.” Id. Following incorporation on May 2, 1983, the trustees of From the Heart signed a charter naming the local church “Full Gospel A.M.E. Zion Church, Inc.” and adopted as its “plan and purpose,” in pertinent part: 1. To conduct a church for Christian religious purposes and to perform all necessary and allowable activities in connection therewith or incidental thereto, and to engage in any other lawful activity in accordance with the Disciplines of the African Methodist Episcopal Zion Church. 2. To do anything permitted by Subtitle 3 of Title 5 of the Corporations and Associations Article of the Annotated Code of Maryland, as amended from time to time.

(Emphasis added). In addition, the charter’s “plan and purpose” provided that “the particulars of election and the duties of the trustees shall be as given in the Discipline[ ] ... which are incorporated in the Plan of the Church by reference.” On December 20, 1991, From the Heart amended its 1983 charter to read: ³⁵ The Corporation shall be operated exclusively for religious, charitable, and educational purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986, as amended. The purpose for which the corporation is formed is to conduct a church for Christian religious activities. On the same day, From the Heart adopted “the official ByLaws” of the “Full Gospel A[.]M[.]E[.] Zion Church, Inc.” (“the 1991 Bylaws”).

The 1991 Bylaws were signed and attested to by the Secretary as being “the act and deed of the Corporation.” Although the amended charter deleted all reference to A.M.E. Zion, the 1991 Bylaws contained express provisions reaffirming From the Heart’s affiliation with A.M.E. Zion and its adherence to the Discipline. Article III, Section 301 of the 1991 Bylaws stated: “The Church shall be a member of the African Methodist Episcopal Zion Church, and under the jurisdiction of the Washington District of the Philadelphia-Baltimore Conference.” Article IV, Section 401 read: “The By-Laws of the Church shall be in accord with the Discipline of the African Methodist Episcopal Zion Church (hereinafter referred to as the “Discipline”).” Article VII, Section 708(b) expressly incorporated both trust clauses set forth in Paragraphs 494 and 495 of the Discipline, providing: It is the responsibility of the Board of Trustees to: (b) Include the necessary trust clause in deeds to real property acquired by the Church, as provided in Sections 431 and 432 of the Discipline 8 (notwithstanding the absence of such a clause in deeds previously executed does not exclude or relieve a Church of its African Methodist Episcopal Church Connectional Responsibilities). [9] ³⁶ In his deposition testimony, Pastor Cherry testified that he knew that, with the adoption of the 1991 Bylaws, From the Heart was placing itself under the jurisdiction of A.M.E. Zion. The 1991 Bylaws, however, included its own trust language. Article VII, Section 707 stated, in pertinent part: SECTION 707.

DUTIES OF THE BOARD OF TRUSTEES: The Board of Trustees shall be responsible to the Quarterly Conference of the Charge, and shall be required to present a full report of its acts at every Quarterly Conference. (b) It is the duty of the Board of Trustees to take charge of and protect the Church property with all its appurtenances in trust for the Membership, and to make improvements as may be necessary from time to time for the interest of the Church. (Emphasis added). From the Heart argues that Section 707(b) of the 1991 Bylaws “adopts the Maryland presumption that local churches hold their property in trust for their own members.” We disagree.

The language of Section 707 that preceded and encompassed all the subsections of Section 707, including subsection (b), ³⁷ required the Board of Trustees to be “responsible to the Quarterly Conference of the Charge,” which is an organizational body of A.M.E. Zion. In order to become a full member of From the Heart, Section 602 of the 1991 Bylaws required that the prospective member be satisfactorily examined “by the Pastor before the Church as required in Section 582 of the Discipline.” The Discipline set forth the questions and answers to be used in the examination of a prospective member of a local church and required an affirmative response to the following: “Will you cheerfully be governed by the Rules of the African Methodist Episcopal Zion Church, hold sacred the Ordinances of God, and endeavor, as much as in you lies, to promote the welfare of the Redeemer’s kingdom?” (Emphasis added). Consequently, even if the term “Membership” referred to the members of From the Heart, the 1991 Bylaws subjected the Board of Trustees and the members to governance by A.M.E. Zion according to the Discipline. Moreover, Section 708(b) of the 1991 Bylaws expressly provided that the Board of Trustees include the Discipline’s trust clause in deeds to real property acquired by From the Heart and that the absence of such clause did not relieve From the Heart of its responsibility to A.M.E. Zion under that clause.

Therefore, Section 707(b) of the 1991 Bylaws does not provide clear and convincing support for the proposition that From the Heart held its real property in trust for its members, rather than for A.M.E. Zion. See Babcock Mem’l Presbyterian Church v. Presbytery of Baltimore of the United Presbyterian Church, 296 Md. 573, 588 , 464 A.2d 1008 (1983), cert. denied, 465 U.S. 1027 , 104 S.Ct. 1287 , 79 L.Ed.2d 689 (1984) (“[A] religious corporation thus formed may ... by contract— express or implied — adopt a presbyterial or episcopal polity and, if this is done, may provide for the holding of the local church property subject to the provisions of the constitution, charter or by-laws of a denomination.... ”). We agree with A.M.E. Zion that the trial judge “correctly ruled that ‘the local church governing documents[,] notwithstanding changes that may have been made over the years[,] ³⁸ continued] to bind itself to the [D]iscipline[ ] of the A[.]M[.]E[.] Zion Church.’ ” We next examine the relations and correspondence between the parties for any additional evidence of consent. In our review of the record, we find numerous documents evidencing From the Heart’s use of “A.M.E. Zion” as a part of its name in printed and published materials, in connection with its works, and on the deeds of real property it acquired.

A.M.E. Zion had a presence not only in From the Heart’s name but also in its services For instance, in a church dedication service taking place on September 18, 1988, Bishop Charles H. Foggie of A.M.E. Zion’s 3rd Episcopal District gave the communion sermon as well as a dedication/conseeration service. During the dedication ritual, Bishop Foggie declared that the church was to follow “the Discipline and Usages of the [A.M.E.] Zion Church.” Also, as previously stated, every new member of From the Heart pledged his or her willingness to be governed by the Rules of A.M.E. Zion. The properties deeded to From the Heart were paid for by From the Heart’s own funds, consisting of tithes and offerings of its members and friends. No financial contribution was provided by A.M.E. Zion.

From the Heart, however, consistently contributed to A.M.E. Zion financially by providing substantial amounts of money to build A.M.E. Zion schools or churches in the United States and abroad and by giving hundreds of thousands of dollars to the General Conference. Also among the relevant documents, we note Pastor Cherry’s annual appointments by the Philadelphia and Baltimore Conference of A.M.E. Zion as the pastor in charge of From the Heart. These pastoral appointments by A.M.E. Zion authorized Pastor Cherry “to perform all the Pastoral functions set forth in the Discipline.” In fact, Pastor Cherry accepted his eighteenth annual pastoral appointment to From the Heart on May 22,1999. From the Heart kept A.M.E. Zion apprized of its status by sending reports of achievement to be included in written annual reports of the Philadelphia and Baltimore Conference ³⁹ of A.M.E. Zion.

Pastor Cherry presented A.M.E. Zion with a Pastor’s Report, documenting various aspects of the congregation including its number of churches, number of parsonages, insurance coverage, number of members, and a financial snapshot of the congregation. The record contains a Pastor’s Report filled out by Pastor Cherry as late as April 14,1999 for the 1998-99 Conference year. Pastor Cherry attached to his Pastor’s Report a document entitled “Church Mission Statement,” which stated: [From the Heart], founded by [Pastor Cherry], was established to raise the spiritual level of Prince George’s County through the establishment of an A[.]M[.]E[.] Zion Church. [From the Heart’s] purpose is to have a strong spiritual impact on the community, the Philadelphia-Baltimore Conference, and ultimately [A.M.E. Zion], The objective of the Church is to be a model of excellence through strict adherence to Methodism as defined in the Discipline of [A.M.E. Zion]. Administrative excellence and spiritual holiness are the fundamental principles of the A[.]M[.]E[.] Zion Discipline that [From the Heart] is built upon.

The goal of the Church is to be a congregation of people who love God, hate sin, and love to give. (Emphasis added). Pastor Cherry also attached to his Pastor’s Report a Progress Evaluation Form through which Pastor Cherry self-assessed his development as a pastor. In that form, Pastor Cherry gave himself a 10 on a scale of 1 to 10 in response to the following statements: “I could easily recite The Mission Statement to my Team;” “I constantly present the Mission Statement [to] my Team;” “In my heart I support the objectives of our Mission Statement;” “I actively pursue the objectives of our Mission Statement;” “I demonstrate compatibility with my organisation’s [sic] philosophy;” and “I am happy to work within the structure of my organisation [sic].” Correspondence between Steven E. Murray, Special Advis- or to Pastor Cherry, and Bishop Milton A. Williams, Sr., the Presiding Prelate of the A.M.E. Zion Mid-Atlantic II Episco ⁴⁰ pal District, documents From the Heart’s practice of seeking permission from A.M.E. Zion before selling church property in accordance with the Discipline.

Specifically, one letter to Bishop Williams dated November 2,1993, stated: Under the guidelines of the Discipline of the A[.]M[.]E[J Zion Church we must seek your approval, and the approval of the quarterly conference before a property could be sold by [From the Heart]. To this end Dr. John A. Cherry, our pastor, has sought your oversight and direction in regards to procedures we should take. Various other documents before the circuit court on remand also show From the Heart’s consent to be subject to the Discipline. The minutes of a From the Heart Members Meeting on May 14, 1998,