Salem Church v. Numsen

Collins, J., delivered the opinion of the Court. This is an appeal by Salem Church of the United Brethern in Christ in Baltimore County, appellant, from a decree of the Circuit Court of Baltimore City ordering it to specifically perform its obligation to purchase a church property from the surviving trustees of the ⁴⁶ Arlington Methodist Episcopal Church South, unincorporated, and the Arlington Methodist Church, a body corporate, appellees. The question for our decision is whether the appellees can convey a good and marketable title to the lot of ground and improvements described in a contract of sale, entered into by the parties on the 9th day of October, 1945. No question is presented as to whether this contract is binding on the parties if the appellees can convey title.

On November 16, 1868, by a deed duly acknowledged and recorded, John Lewin conveyed to himself, John Lewin, John W. Numsen, Eichard Younger, N. Gideon Numsen, John C. Matthai, Julius Gehrman and Littleton L. D. Newman, as trustees, their successors and assigns in fee simple, a certain tract of land. The deed recites that John Lewin desired the erection of a church for the people of Hookstown and its vicinity. The habendum clause of the deed recites that the trustees therein named and their successors shall permit at all times the land conveyed to be used and occupied for the purpose of building and erecting thereon one church, one parsonage and one school house, and such other buildings as may be requisite to the proper use and enjoyment of said houses. When a church had been completed upon the land, preference was to be given the Ministers of the Church, then known as the Methodist Episcopal Church South, of occupying the pulpit of said church with the further and express understanding, however, that a similar privilege of occupying the pulpit of said church be enjoyed by the Ministers of the other Christian denominations in such manner and at such times as said trustees or a majority of them in their sound discretion may deem proper.

The trustees were also given the power to mortgage or otherwise encumber the land for the purpose of building the houses hereinbefore mentioned. No power of sale was contained in the deed. The deed provided that “* * * when a vacancy shall occur in the board of trustees by reason of declination ⁴⁷ or death or from any other cause then and in that event the remaining trustees or a majority of them may elect any one of a good moral character of not less than twenty five years of age to fill such vacancy who may be willing to administer the trust herein imposed. And upon the further trust that said trustees and their successors shall at all times hereafter keep a journal of proceedings and upon the occurrence of a vacancy in said board of Trustees and the election of a new trustee or trustees a certificate by the board of trustees to that effect stating therein the name or names of such new trustee or trustees and the time of his or their election shall be recorded in the office of the Clerk in charge of the land records of Baltimore County. * * *” In the spring of 1868 there was formed in Hookstown a voluntary unincorporated association known as Hooks-town Methodist Episcopal Church South (hereinafter known as Hookstown Church).

The trustees of that church duly elected were the grantees in the hereinbefore recited deed. These trustees immediately entered into possession of the land described. About July 18, 1869, when contributions from members of the Hooks-town Church and their friends were sufficient, the trustees so elected by the church, laid a corner stone and built a building which was completed in the fall of 1869 at a cost of approximately $3,500. In 1881 a parsonage was erected on the property from funds contributed by members and friends of Hookstown Church.

In 1894 the church building was completely razed and the present church building erected at a cost of approximately $20,000, the money being provided by members and friends of Hookstown Church. In 1907 the parsonage was razed and a new one erected with money contributed by members and friends of Hookstown Church. The trustees of Hookstown Church hereinbefore named, as vacancies occurred, have been succeeded by trustees duly elected in accordance with the discipline of the Hookstown Church. This succession has been maintained down to the present date. ⁴⁸ The Hookstown Church, since July 18, 1869, has been the sole occupant of the entire tract described in the aforesaid deed from John Lewin.

In 1944 the Arlington Methodist Church (being the same church formerly known as “Arlington Mlethodist Episcopal Church South”, theretofore' known as “Lewin Chapel” and theretofore as “Hookstown Methodist Episcopal Church South”, the existence being continuous, but a change in name only), all being unincorporated, Mc-Kendree Methodist Church and Whatcoat Methodist Church (the latter two being bodies corporate), combined, under an agreement of consolidation, under the name of “The Arlington Methodist Church”, one of the appellees here. This new consolidation became “The Arlington Methodist Church”, which was incorporated in 1944. On October 11, 1945, the surviving trustees of Arlington Methodist Episcopal Church South, unincorporated, and the Arlington Methodist Church, a body corporate, appellees here, entered into an agreement with the appellant for the sale of the property herein mentioned for the price of $32,500, the title to be in fee simple, free from all limitations and restrictions. A title company, having refused to guarantee the title, the appellant refused to purchase the property.

The suit for specific performance was thereafter filed and from a decree ordering the specific performance of the contract, the appellant appeals. It is a well known principle of law, stated many times by this Court, that a trust cannot be upheld unless it be of such a nature that the cestui que trust be capable of enforcing its execution by a proceeding in a Court of Chancery. Here the trust must fail because the designation of the beneficiaries named herein is too vague and indefinite. Isaac v. Emory, 64 Md. 333, 337 , 1 A. 713 ; Trustees of Methodist Episcopal Church in East Baltimore Station v. Trustees of Jackson Square Church, 84 Md. 173 , 35 A. 8 ; Baltimore Life Ins.

Co. of Baltimore City v. Trustees of Woodberry Ave. M. E. ⁴⁹ Church, 148 Md. 603 , 129 A. 908 ; Mayfield v. Safe Deposit & Trust Co., 150 Md. 157 , 132 A. 595 . The grantees in the deed here were trustees of an unincorporated religious association. They were individuals and not an incorporated or unincorporated body with an organizational function to construct the buildings called for in the deed.

It is true that the grantor intended to create a trust and the individuals named in the deed were not the beneficiaries. Under the terms of the deed there was no cestui que trust or beneficiary who could demand the right to erect the buildings on the property. Even when these buildings were erected there was no one who could demand the right to occupy the pulpit. Under the provisions of the deed no one could be identified as having such rights and no one could enforce the execution of the trust by a proceeding in a Chancery Court.

The trust therefore fails for vagueness and indefiniteness. The trust having failed on account of indefiniteness, no title passed to the grantees in the deed executed by John Lewin. Therefore the grantor and those who claim under him retained their right of entry in the property. This right of entry being in John Lewin, the question arises as to whether the trustees elected by the Hookstown Church, the parties named as the grantees in the deed on behalf of said church started an adverse possession, the deed being the color of title and whether the twenty-year period of limitations commenced to run from the date of their entry.

Therefore the primary question before us in this case is whether the trustees of an unincorporated religious association can acquire a title by adverse possession. In the case of Baltimore Life Ins. Co. of Baltimore City v. Trustees of Woodberry Ave. M. E. Church, supra, a sub-lease of certain leasehold property was given to certain named individuals in trust with a provision for the erection of a house for the use of the members of the Methodist Episcopal Church in the United States of America.

The rent reserved was one ⁵⁰ cent. It was held in that case as in the case at bar that the trust therein attempted to be created failed because the designation of the beneficiaries named therein was too vague and indefinite. At the time this sub-lease was given in 1848, a congregation, known as Woodberry Avenue Methodist Episcopal Church, was organized and took possession of the property and erected a church building thereon, which was paid for out of the funds of the congregation. The congregation was not incorporated until 1874.

It was said in that case at pages 608 and 609 of 148 Md., at page 910 of 129A: “The trust being void, it is next to be decided what effect is to be given to the sub-lease in respect to the rights of the parties thereto. The annual rental of one cent, which was a mere nominal rent, not representing the rental value of the property, and not importing any intention on the part of the lessors to benefit the grantee or lessees in case the trust failed, was not paid, as disclosed by the record, and the sub-lessees took no beneficial interest or estate in the property described in the sub-lease, but held it merely subject to a resulting trust for the benefit of