Richmond times-dispatch. [volume] (Richmond, Va.) 1914-current, 1920-06-24
ICOMMONWEALT TIL CLUB
VOTES TO CONSOLIDATE
Adopts by Majority of 27O 10 16
Resolution tn Merge Will,
WcStmorcland.
WILL DRAW UP AGREEMENT
Meeting Adjourns to July 10, When
Final Action y 10 BE Taken.
Attorneys Hold Union Would Bo
Invalid and Illegal.

Consolidation 81 the Wcs:morcland
and Commonwealth clvhs came one
step nearer last night, when the
members OF the Commonwealth
resolution agreeing TO the merger
and empowering the Board of Gov
ernors 10 enter into the <rcessar.
agreement with tn. governing body
OF the other organization
me proposal had sit;io opposition
on the floor Practically the only
protest was that voiced in the six
teen votes cast against tho proposi-
ton. W. Il. Tennant presented the
resolution providing for the con-
solicitation ana for the intermediate
steps necessary to that end. l.. y.
Rennolds, president OF the club. pre-
sided over the meeting.
Hoard viii submit Report.
In accordance with the resolution,
the meeting adjourned TO Saturday
July 10. VIXEN the members viii. as
semblc again 10 receive the report Of
tho Board OF Governors, who, ia the
meantime, Will have met "ish the
Board OF Management OF the Nest
morcland and drawn up an agreement
of-mcrEer based upon the report and
recommendations rs To ConsO /,ation
brought in by the special joint COM
nittce of the two clubs named for
this purpose. The meeting will be
held that night at $50 o'clock.
The Newfoundland members will
meet July s. two days before those
of the other club. 10 act upon 'hc
agreement of merger. Mr.. Rcnnolds
declared last night that the adj
journed meeting OF tie CommoS
wealth will be held regardless OK The
action Of the v'cstmorcland mem
bers.
Even before the question Of mer-
ger was preached he sail. the Com
monwcalth had decided <pon cXtSn-
sivc improvements and hau actually
gone SO far as TO hoat S2oo.o0o worth
of second mortgage bonds. IN the
event the Question of consolidation is
adversely decided Ivy the Wcstmorc-
land members. the membership OF the
Commonwealth, Mr.. Rcnnolds sain.
will take such action as will en-
power the Board Of Governors to
provide for the contemplated i'm
provemcnts.
Lawyers File Opinion.
George Bryan. president OF the
Wcstmoreland Club, has received an
opinion from Attorneys JohI Tick
Eggleston and Daniel Griunan. in
which II is !lcld tina; there can be
no legal or vali! merger of the two
clubs The opinion is as follows:
Referring 70 our intciv5aw ~ your
office THIS morning, we herewith, in
accordance with Ncnr request. send
Sou the following opinion upon the
subject matter then discussed.
We are OF the opinion, after careful
under which there can be icsa!
or valid merger or consolidation OF
the Wcstmorclamd and the Common
wealth clubs. There Is nothing in
The charter. constitution or bylaws
of the Wcstmorcland Club that au-
thoriHcS a merger or CONSOLIDATE ion.
The Wesimoreland Club. as well NJ
known l5 a nonStock corporation.
Eren II II be conceded that Chapter
lSi OF the Code OF 1919, which deals
with nonstock corpora tons, applies
10 the WoStmoreland CLUB, there is
nothing whatever in that chapter
that furnishes the slightest warrant
consolidate.
No Power of Merger Exists.
II, Therefore. the. power OF merger
or consolidation exists ut ali. il must
OF 1919, containing general provisions
concerning corporations But the first
section OF That chapter tSec. 3.7IG)
expressly declares that the provisions
OF thhi chapter shall not be con-
strucd 10 enlarge the powers OF cor
lYratlons chartered under Chapter
lol. which latter chapter, as above
stated. deals with nonstock corpora
tons. Moreover. the only provisions
IN said Chapter Ia authorizing the
consolidation or merger of corpora
So and @s25. and A!sse s'.iions limit
IN our opinion. are plainly inanpl;ca-
Bile 10 q nonstock corporation such "A
The WcstWorcland Club
OF course. nothing in the foregoing
opinion is intended TO casrany doub;
upon the right OF the club under
SECTION i. Of Article NIX. of it's con-
stitntion 10 sell, lease or mortgage
ITS property BY an affirmative vote
OF iwo-thiTdS OF its total resident
membership. ut a meeting duly called
ana constituted. in accordance with
me constitution and bylaws OF the