view of these decisions are protected by the same reasons which shield similar rights in individuals.1 When the municipal divisions of the territory of the State are changed in their boundaries, two or more consolidated in one, or one subdivided, it is conceded that the legislature possesses the power to make such disposition of the corporate property as natural equity would require in view of the altered condition of things. The fact that a portion of the citizens, before entitled to the benefits springing from the use of specific property for public purposes, will now be deprived of that benefit, cannot affect the validity of the legislative act, which is supposed in some other way to compensate them for the incidental loss.2 [* 238] And in many other cases the legislature properly exercises a similar power of control in respect to the corporate property, and may direct its partition and appropriation, in order to accommodate most justly and effectually, in view of new circumstances, the purposes for which it was acquired. * The rule upon the subject we take to be this: when corporate powers are conferred, there is an implied compact between the State and the corporators that the property which they are given the capacity to acquire for corporate purposes under their charter shall not be taken from them and appropriated to other uses. If the State grants property to the corporation, the grant is an executed contract, which cannot be revoked. The rights acquired, either by such grants or by any other legitimate mode in 1 "It is an unsound and even absurd proposition that political power conferred by the legislature can become a vested right, as against the government, in any individual or body of men. It is repugnant to the genius of our institutions, and the spirit and meaning of the Constitution; for by that fundamental law, all political rights not there defined and taken out of the exercise of legislative discretion were intended to be left subject to its regulation. If corporations can set up a vested right as against the government to the exercise of this species of power, because it has been conferred upon them by the bounty of the legislature, so may any and every officer under the government do the same." Nelson, J., in People v. Morris, 13 Wend. 331. And see Bristol v. New Chester, 3 N. H. 532; Benson v. Mayor, &c. of New York, 10 Barb. 244. 2 Bristol v. New Chester, 3 N. H. 533. And see ante, pp. *232-*234, notes. 8 If land is dedicated as a public square, and accepted as such, a law devoting it to other uses is void, be cause violating the obligation of con tracts. Warren v. Lyons City, 2 Iowa, 351. As there was no attempt in that case to appropriate the land to such other uses under the right o eminent domain, the question of th power to do so was not considered. which such a corporation can acquire property, are vested rights, and cannot be taken away. Nevertheless if the corporate powers should be repealed, the corporate ownership would necessarily cease, and even when not repealed, a modification of those powers, or a change in corporate bounds, might seriously affect, if not altogether divest, the rights of individual corporators, so far as they can be said to have any rights in public property. And in other ways, incidentally as well as by direct intervention, the State may exercise authority and control over the disposition and use of corporate property, according to the legislative view of what is proper for the public interest and just to the corporators, subject only as we think to this restriction, that the purpose for which the property was originally acquired shall be kept in view, so far as the circumstances will admit, in any disposition that may be made of it.1 1 See North Yarmouth v. Skillings, 45 Me. 133. "That the State may make a contract with, or a grant to, a public municipal corporation, which it could not subsequently impair or resume, is not denied; but in such a case the corporation is to be regarded as a private company. A grant may be made to a public corporation for purposes of private advantage; and although the public may also derive a common benefit therefrom, yet the corporation stands on the same footing, as respects such grant, as would any body of persons upon whom like privileges were conferred. Public or municipal corporations, however, which exist only for public purposes, and possess no powers except such as are bestowed upon them for public political purposes, are subject at all times to the control of the legislature, which may alter, modify, or abolish them at pleasure." Trumbull, J., in Richland County v. Lawrence County, 12 Ill. 8. "Public corporations are but parts of the machinery employed in carrying on the affairs of the State; and they are subject to be changed, modified, or destroyed, as the exigencies of the public may demand. The State may exercise a general superintendence and control over them and their rights and effects, so that their property is not diverted from the uses and objects for which it was given or purchased." Trustees of Schools v. Tatman, 13 Ill. 30, per Treat, Ch. J. And see Harrison v. Bridgeton, 16 Mass. 16; Montpelier v. East Montpelier, 27 Vt. 704; Same v. Same, 29 Vt. 19; Benson v. Mayor, &c. of New York, 10 Barb. 223. See also City of Louisville v. University, 15 B. Monr. 642; Weymouth and Braintree Fire District v. County Commissioners, 108 Mass. 142. In State v. St. Louis County Court, 34 Mo. 572, the following remarks are made by the court, in considering the cause shown by the county in answer to an application to compel it to meet a requisition for the police board of St. Louis: "As to the second cause shown in the return, it is understood to mean, not that there is in fact no money in the treasury to pay this requisition, but that as a matter of law all the money which is in the treasury was collected for specific purposes from which it cannot be diverted. The specific purposes for [* 239] * This restriction is not the less applicable where corporate powers are abolished than it is in other cases; and whatever might be the nature of the public property which the corporation had acquired, and whatever the purpose of the acquisition, the legislature, when by taking away the corporate authority it became vested with the control of the property, would be under obligation to dispose of it in such manner as to give the original corporators the benefit thereof by putting it to the use designed, if still practicable, or to some kindred or equally beneficial use having reference to the altered condition of things. The obligation is one which, from the very nature of the case, must rest for its enforcement in great measure upon which the money was collected were those heretofore directed by the legislature; and this act, being a later expression of the will of the legislature, controls the subject, and so far as it conflicts with previous acts repeals them. The county is not a private corporation, but an agency of the State government; and though as a public corporation it holds property, such holding is subject to a large extent to the will of the legislature. Whilst the legislature cannot take away from a county its property, it has full power to direct the mode in which the property shall be used for the benefit of the county." For like views see Palmer v. Fitts, 51 Ala. 489, 492. Compare People v. Mahaney, 13 Mich. 433. In Darlington v. New York, 31 N. Y. 164, the complete control of the legislature over the corporate property of cities was asserted, and it was held competent to subject the city to liability for property destroyed by a riot. It will be observed that the strong expression of legislative power is generally to be found in cases where the thing actually done was clearly and unquestionably competent. In Payne v. Treadwell, 16 Cal. 233, this language is used: "The agents of the corporation can sell or dispose of the property of the corporation only in the way and according to the order of the legislature; and therefore the legis lature may by law operating immediately upon the subject dispose of this property, or give effect to any previous disposition or attempted disposition. The property itself is a trust, and the legislature is the prime and controlling power, managing and directing the use, disposition, and direction of it." Quoted and approved in San Francisco v. Canavan, 42 Cal. 558. These strong and general expressions should be compared with what is said in Grogan v. San Francisco, 18 Cal. 590, in which the right of municipal corporations to constitutional protection in their property is asserted fully. The same right is asserted in People v. Batchellor, 53 N. Y. 128; People v. Mayor, &c. of Chicago, 51 Ill. 17; People v. Tappan, 29 Wis. 664; People v. Hurlbut, 24 Mich. 44; and very many others. See Dillon, Mun. Corp. § 39 et seq., and cases referred to in notes. And see Hewison v. New Haven, 37 Conn. 483; New Orleans, &c. R. R. Co. v. New Orleans, 26 La. Ann. 517, as to the distinction between the public or governmental character of municipal corporations, and their private character as respects the ownership and management of their own property. the legislative good faith and sense of justice; and it could only be in those cases where there had been a clear disregard of the rights of the original corporators, in the use attempted to be made of the property, that relief could be had through judicial action. No such restriction, however, can rest upon the legislature in regard to the rights and privileges which the State grants to municipal corporations in the nature of franchises, and which are granted only as aids or conveniences to the municipality in effecting the purposes of its incorporation. These, like the corporate powers, must be understood to be granted during pleasure.1 *Towns and Counties. [*240] Thus far we have been considering general rules, applicable to all classes of municipal organizations possessed of corporate powers, and by which these powers may be measured, or the duties which they impose defined. In regard to some of these organizations, however, there are other and peculiar rules which require separate mention. Some of them are so feebly endowed with corporate life, and so much hampered, controlled, and directed in the exercise of the functions which are conferred upon them, that they are sometimes spoken of as nondescript in character, and as occupying a position somewhere between that of a corporation and a mere voluntary association of citizens. 1 East Hartford v. Hartford Bridge Co., 10 How. 535. On this subject, see ch. ix., post. The case of Trustees of Aberdeen Academy v. Mayor, &c. of Aberdeen, 13 S. & M. 645, appears to be contra. By the charter of the town of Aberdeen in 1837, the legislature granted to it the sole power to grant licenses to sell vinous and spirituous liquors within the corporate limits thereof, and to appropriate the money arising therefrom to city purposes. In 1818 an act was passed giving these moneys to the Aberdeen Female Academy. The act was held void, on the ground that the original grant was of a franchise which constituted property, and it could not be transferred to another, though it might be repealed. The case cites Bailey v. Mayor, &c., 3 Hill, 541, and St. Louis v. Russell, 9 Mo. 507, which seem to have little relevancy; also 4 Wheat. 663, 698, 699, and 2 Kent, 305, note, for the general rule protecting municipal corporations in their vested rights to property. The case of Benson v. Mayor, &c. of New York, 10 Barb. 223, also holds the grant of a ferry franchise to a municipal corporation to be irrevocable, but the authorities generally will not sustain this view. See post, p. 283 and note. Counties, townships, school districts, and road districts do not usually possess corporate powers under special charters; but they exist under general laws of the State, which apportion the territory of the State into political divisions for convenience of government, and require of the people residing within those divisions the performance of certain public duties as a part of the machinery of the State; and, in order that they may be able to perform these duties, vest them with certain corporate powers. Whether they shall assume those duties or exercise those powers, the people of the political divisions are not allowed the privilege of choice; the legislature assumes this division of the State to be essential in republican government, and the duties are imposed as a part of the proper and necessary burden which the citizens must bear in maintaining and perpetuating constitutional liberty.1 Usually their functions are wholly of a public nature, and there is no room to imply any contract between them and the State, in their organization as corporate bodies, except that which springs from the ordinary rules of good faith, and which requires that the property they shall acquire, by local taxation or other wise, for the purposes of their organization, shall not be [*241] seized by the State, and appropriated *in other ways. They are, therefore, sometimes called quasi corporations, to distinguish them from the corporations in general, which possess more completely the functions of an artificial entity. Chief Justice Parker, of Massachusetts, in speaking of school districts, has said: "That they are not bodies politic and corporate, with the general powers of corporations, must be admitted; and the reasoning advanced to show their defect of power is conclusive. The same may be said of towns and other municipal societies; which, although recognized by various statutes, and by immemorial usage, as persons or aggregate corporations, with precise duties which may be enforced, and privileges which may maintained by suits at law, yet are deficient in many of the 1 Granger v. Pulaski County, 26 Ark. 37; Scales v. Chattahoochee County, 41 Geo. 225; Palmer v. Fitts, 51 Ala. 489. 2 Riddle v. Proprietors, &c., 7 Mass. 186, 187; School District v. Wood, 13 Mass. 192; Adams v. Wiscasset Bank, 1 Greenl. 361; Denton v. Jackson, 2 be Johns. Ch. 325; Beardsley v. Smith, 16 Conn. 367; Eastman v. Meredith, 36 N. H. 296; Hopple v. Brown, 13 Ohio, N. s. 311; Commissioners of Hamilton Co. v. Mighels, 7 Ohio, N. s. 109; Ray County v. Bentley, 49 Mo. 236. |