Daily Kennebec journal. [microfilm reel] (Augusta, Me.) 1870-1975, 1921-11-24

| in the deed of September l, 1892.
| These IL persons together with one
other were voted to be First MEM
| hers of the First, Church of Christ.
Scientist Others designated as
|, First Members were added from
time to time by vote OF First Mem
bers' The voting power in the
church always has been confined ac-
cording to its policy to first mem
bers. Members of the church had no
voting power. 80
"The report of the master shows
! that the first members have been
disbanded according to the forms of
church organization and government
prevailing in the First Church of
Christ, Scientist. They are no long
er in existence. They ceased to have
any temporal power in 1901, and were
disbanded in 1908. The means by
which this was accomplished are not
Of consequence further than to know
| that they were those recognized.
adopted and approved without dis
sent by the ecclesiastical body known
as the First Church of Christ, Scien-
| fist.
THAT result has been accepted by
all Christian Scientists. It has the
approval of Mrs. Eddy, If it was not
suggested by her. 1t has been en-
| bodied in every edition of the church
manual since 1900. 1t would be diff
cult to conserve more convincing
proof that the church as an organiza-
ton had abolished first members and
conferred their powers, at least so
far as related to removal Of trustees,
upon the directors. Votes and by
laws to that end were accepted with
entire unanimity at the time and
there has been unbroken acquiesence
in their regularity for many years.
ssss
$50 far as concerns the power of
removal Of trustee under the trust
deed of January rs, 1898, the organi-
zation of the church in accordance
with it's policy has consolidated those
powers, previously shared by the
first members and the directors in
concurrence, and placed them wholly
in the directors. Interpreting the
words of the trust deed according to
their true meaning, we are of opinion
that the power of removal thereby
survived and became vested in the
board of directors.
1.-THE board Of directors as those
words are used in the trust deed of
January rs, 1898, do not in our
opinion refer to the board esta blished
by the deed of September 1, 1892, but
to the officers constituting the eccles-
iastical board of directors under the
policy Of the church. The reasons
already stated respecting first mem
1t is unnecessary to determine in this
connection whether the board of al
rectors constituted a corporation or
not. For the purpose of this decision.
the finding of the master that they
never became a corporation Is ac-
cepted.
1.-THE result is that the board Of five
directors have the power, if they act
in accordance with law and with the
terms of the trust deed. Of January
Is. 1898 to effect the removal of q
trustee under that deed.
"The conclusion that the power OF
removal of ~ trustee is now vested in
the board of five directors is contrary
to that of the muster, but it Is III
substance and effect the application
of different legal principles to tho
facts found by the master. The facts
found by the master are accepted in
their entirety. The result which has
been stated follows In law from those
facts.
"One being absent and one refusing
to vote. the three remaining directors
adopted a resolution removing the
plaintiff Rowlands from his position
as one of the trustees under the deed
of January rs. 1898. This resolution
| is somewhat long and recites numer-
Gus reasons. - The controyer-
! sy appears to have conferred about
the meaning of certain sections of
the church manual and the extent TO
which its provisions authorized the
directors to supervise the matter to
be printed and sent out by the trus-
tees, and to what extent the trustees
were required to heed the provisions
Of the church manual. Out Of 1t has
grown the present litigation"
The court quoted the finding Of the
master and added:
| This is another way Of saying that
an honest difference Of opinion was
possible. Therefore. If the directors
were honest in their view, they can
/ not be said to be without authority
to decide that it was expedient with
reference to the welfare of the trust
to remove one of the trustees.
The directors cannot be said to have
acted arbitrarily or capriciously in
removing one only of the trustees,
because the same grounds appear to
| have existed for removing all the
trustees. Sound judgment may have
Dictated the removal of one, and not
| all.
THE last sentence OF this finding
(the master's) to the effect that the
/ directors honestly believed they were
acting within their power and hon.
catly believed their reasons to be suf-
| fcient Is inconsistent with bad faith
or fraud in its common acceptation.
This is finding of good faith on the
part Of the directors as to all reasons
stated except the one for failure to
devote time enough to the business.
| 1t is not a finding that the other
reasons given were tainted or affect
| ed by the one as to failure Of Mr..
| Rowlands to devote time enough to