CONCLUSION

Before the law the claim of the Jesuits to these estates

is valid.

The claim of the province to these estates is legally null, whilst the claim to them by the society is legally valid.

1. Canonically, the Society of Jesus, as at present established in the province, is the identical corporation or moral person it was at the time of the conquest.

2. But it is not even necessary to have recourse to this line of reasoning, though it be conclusive We all know that legal principles on private corporations cover sufficiently the case. So that, allowing for argument's sake, though not granting, what the writer of the leader asserted, that the society ceased to exist in the province, we still have at least the same corporation revived.

MoRAWETZ Private Corporations. 1882. Sec. 566 " Thus when * * * * on the other hand, it is clear that if it be the intention of the parties to revive an old corporation, whose charter has expired, or which has become dissolved by loss of an integral part, the company will continue Ko be liable for its debts after as before dissolution or revivor." (Note). Mr. Justice Field said ; * * * " When a new form is given to an old municipal corporation, or such a corporation is reor-

ganized under a new charter, taking in its new organization the place of the old one, embracing substantially the same territory, it will be presumed that the legislature intended a continued existence of the same cor|joration, although different powers are pos'sessed under the new charter, and different officers administer its affairs ; and in the absence of exj^ress pcovision for their payment otherwise, it will also be ])resumed in such case that the legislature intended that the liabiHties as well as the rights of property of the corporation in its old form should accompany the corjjoration .in its reorganization * * * re Broughton vs. Pensecola. 95 U. S. 266-270."

See also Milner vs. Pensecola, 2 Woods 632 ; Goulding vs. Clark, 34 N. R. 148 : Lea vs. American, Atlantic Canal Co., 3 Abb. Pr. N. S. 12.

An(;ki.l and Ames, 185S. Law of private corporations aggregate, sec. 780: " Where a corporation has been dissolved in England, the King may, either by grant or by proclamation under the great seal, revive or renovate the old corporation or by grant or charter create a new one in its place. And the old corporation may be revived with the old or new set of corporators : and at the same time new powers may be superadded. If the old corporation be revived, all its rights and responsibilities are of course revived with it : but if the grant operate as a new creation, the new corporation cannot be subject to the liabilities nor possess the rights ofthe old. An authorized merger of the rights of the old corporation in the new one by legislative act, is not such a dissolution, of the corporation, as to tiirow back the real estate of the former upon the grantors, or to free the corporation from an obligation to pay its debts. It may become therefore a question of great practical imi)ortance, whether the charter be one of revival merely, or a charter of new incorporation. This is not to be determined by the collateral facts, that the name of both corporations, the new and the old, that the officers and a majority of the members are the same, and that the business of the old corporation was for a time done, and its debts j^aid by the new one. It is certainly true, says Mr. Justice Story, that a corporation may retain its personal identity, although its members are perpetually changing ; for it is its artificial character, power, and franchises, and not the natural character of its members, which constitute that identity. .\nd for the same reason corporations may be different, although the names, the ofhcers. and the members of each are the same. " To ascertain whether a charter creates a new C(jrnoration, or merely continues the existence of an old one, we must look to its terms and give them a constniclion consistent with the le^^nlathe intent and the intent of the eorpoiiitors. l^pon the ground of the intent of the corporators, where a reiti^ions society, incorporated under a general act, having mislaid their certificate of incorjioration, elected new trustees for the purpose of incorporation, and filed a new certificate — the j)urpose of the new election and certificate being to j)reserve the old cor|)oraiion, and uot to change or dissolve it— this proceeding was decided to operate merely a continuance of the old corporation."

Accept, Mr. Editor, the expression of my very sincere thanks for the liberaHty and kindness with which you have opened your columns

to

Yours, etc.,

Montreal, July 3, 1888.