The Richmond palladium and sun-telegram. [volume] (Richmond, Ind.) 1907-1939, 1914-12-12
Lawyer Details Difficulties
and Legal Questions Which
Arose Over Offer of $1O,-
600 Donation.
TWO SIDES DISAGREE
Mrs. FOulke and Association
Fail to Reach Terms to De-
termine Votes in House,
Business.

The position of Mrs. Mary T. r.
Foulke on the guest house proposition
is explained in the following state
ment by John L. Rupe:
| To the Citizens Of Richmond:
| The ladies who have organized and
carried forward the plan for establish
ing the Guest House in this city, have
asked me to make a statement for the
purpose of giving information to the
public, of the legal difficulties en-
countered, which have necessarily
caused much delay and complication.
| first prepared and filed incorpora-
tion papers, organizing the Guest
House, upon a plan then agreed upon
| by the ladies', and under the general
statute of this state, authorizing the
! formation of corporations for benevO-
lent and other purposes, specifying in
the articles the plan of organization.
! the selection of it's governing body,
/ etc.
Mrs. Foulke's Offer.
At this stage, Mrs. Foulke made her
| very generous offer to contribute
! $1O,00O.0O to the enterprise upon GER
| tain conditions which We're specified
| in the offer, one of which was, that
! the title to the property proposed to
| be purchased should be found salts
| factory; another was a reservation of
a right to representation on the board
of trustees and the pOpularizing the
organization in other respects. In this
situation it was manifest that the title
to the property proposed to be con-
veyed should be investigated and
ascertained to be satisfactory, and
that the plan Of organization be
changed to conform to the conditions
upon which the proposition of Mrs.
| FOulke was made.
The question of the title to the
property was first taken up by the
counsel of Mrs. Foulke and myself.
and this examination resulted in much
delay because official action was re-
quired, to authorize the sale of the
property, by both the Quarterly and
Yearly Meetings of the Friends church.
Form New Corporation.
The question of the title to the prop
erty satisfactorily settled. the next
| question which arose was. the chang
| ing of the plan of organization 1t
was first contemplated changing the
existing articles of incorporation,
| but it was found that there was no
| specific authority in the statute
! authorizing the changing of the orig
| inal articles under which the Guest
| House was Incorporated
In this situation | prepared articles
| for the formation of a new corpora
| tiOn making such new articles con
| form to the plan necessary to embOdy
the conditions of Mrs. Foulke's propO-
| sitOn.
The ladies interested desired and
| thought it important to retain the
name Guest House" under which the
| original incorporation was formed and
this could not be under our statutes
/ without first getting rid of the existing
corporation. | therefore brought a
proceeding under our statutes, in the
! circuit court and dissolved the exist
| ing corporation and had the decree of
dissolution certified to the secretary
! of state.
This cleared the way for forming
the new corporation and retaining for
it the name Guest House" and con
forming to the wishes expressed as
conditioned by Mrs. Foulke.
Abandon Last Plan.
The articles for the new corporation
We're prepared by me as stated and
the question was then raised. whether
under the laws of Indiana a corpora
tiOn could be legally formed, the plan
of (which provided for the election or
selection of any part of its trustees or
governing body, by any other than the
incorporatOrs and upon this question
Mrs. FOulke, under the advise of her
counsel, was not satisfied that the
rights she wished reserved to herself
and the plan she had suggested for
adoption as to the selection of the
could be legally and certainly secured
and as the new plan for the corpora
tion could not be carried out without
Mrs. Foulke's approval. it was necess-
arily abandoned.
In this situation Mrs. Foulke propos-
ed to the ladies as | am advised two
plans of organization, viz: That a
voluntary association be formed. SIM
liar to that of the MorrissonReeves
library or, that a corporation be form
ed upon d plan providing that the
trustees or governing body. be select
ed by those contributing, the voting
power to be in proportion of their con-
tributiOns.
am advised that the ladies interest
ed in the enterprise, declined to ac-
cept either of these plans so offered,
and that thereupon Mrs. Foulkes offer
was withdrawn, and thus the matter
stands so far as my connection with 1t
is concerned.
JOHN L. RUPE.