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is in terms from both taxes and assessments.19 An exemption from taxes applies to taxes which have not been collected, though they may have been assessed.20 And an exemption from assessments applies to assessments not in vogue at the time the charter and exemption were granted.21 Exemption from state taxation is not included in an exemption from local taxation merely.22 It has been held that an exemption from county taxes given by the charter of a corporation does not exempt from a school tax imposed after the charter was granted.23

§ 4647. Duration of exemption. There being no constitutional provision controlling the matter,24 an exemption granted may be made to run from the time of the issuance of the corporate charter or from

Massachusetts. See Boston Seamen's Friend Society v. Boston, 116 Mass. 181, 17 Am. Rep. 153.

Michigan. Lake Shore & M. S. Ry. Co. v. Grand Rapids, 102 Mich. 374, 29 L. R. A. 195, 60 N. W. 767.

Missouri. Sheehan v. Good Samaritan Hospital, 50 Mo. 155, 11 Am. Rep. 412; St. Joseph v. Hannibal & St. J. R. Co., 39 Mo. 476; St. Louis Public Schools v. St. Louis, 26 Mo. 468.

New Jersey. New Jersey Midland R. Co. v. Jersey City, 42 N. J. L. 97. New York. Roosevelt Hospital v. New York, 84 N. Y. 108; In re New York, 11 Johns. 77. See also In re St. Joseph's Asylum, 69 N. Y. 353.

Ohio. See Lima v. Cemetery Association, 42 Ohio St. 128, 51 Am. Rep. 809.

Pennsylvania. Philadelphia v. Union Burial Ground Soc. of City & County of Philadelphia, 178 Pa. St. 533, 36 Atl. 172; New Castle City v. Stone Church Graveyard, 172 Pa. St. 86, 33 Atl. 236; Pray v. Northern Liberties, 31 Pa. St. 69.

Rhode Island. See Second Universalist Society v. Providence, 6 R. I. 235.

South Dakota. See Winona & St. P. R. Co. v. Watertown, 1 S. D. 46, 44 N. W. 1072.

Wisconsin. Brightman v. Kirner, 22 Wis. 54.

"It is a general rule of construction that a clause exempting from taxation does not release the property so exempted from liability for assessments for local improvements.' Ford V. Delta & Pine Land Co., 164 U. S. 662, 41 L. Ed. 590.

19 Proprietors of Swan Point Cemetery v. Tripp, 14 R. I. 199.

20 State v. Academy of Science, 13 Mo. App. 213.

21 Proprietors of Swan Point Cemetery v. Tripp, 14 R. I. 199.

22 Wilkes-Barre Deposit & Savings Bank v. Wilkes-Barre, 148 Pa. St. 601, 24 Atl. 111.

23 Livingston County v. Hannibal & St. J. R. Co., 60 Mo. 516.

24 A corporation cannot avail itself of the exemption contained in its charter when such charter was not accepted until after the adoption of a constitutional provision prohibiting exemptions, which provision, in turn, was not adopted until ten years after the charter was granted, and it is immaterial that the legislature has recognized the existence of the corporation under such charter. Planters' Fire & Marine Ins. Co. v. Tennessee, 161 U. S. 193, 40 L. Ed. 667.

a later time, fixed or indeterminate, and for either a limited or an unlimited period.25

In dealing with the question of time limitations upon an exemption, the rule of strict construction applies.26 So, a railroad charter which exempts certain property of the company from taxation "for ten years after the completion" of its road does not exempt such property from taxation prior to the road's completion.27 In like manner it has been held that the exemption, granted by the charter of a Mississippi railroad company which provided that the company's property should be exempt from taxation "for a term of twenty years from the completion of said railroad to the Mississippi river, but not to extend beyond twenty-five years from the date of the approval of this Act," did not begin to run until the river was reached.28 But the clause, in the charter of a railroad company, providing that "no tax shall ever be laid on said road or its fixtures which will reduce the dividends below eight per cent" is not inoperative as an exemption during the years that the company is unable to declare any dividend whatsoever.29

"When a statute creates an exemption with the evident design of aiding in accomplishing a particular result, the exemption should be expected to cease when that result has been accomplished, and the statute should be read in the light of such expectation." 30 But the exemption granted by a corporate charter providing that all property of the corporation shall be exempt from taxation is a perpetual one regardless of the absence of the word "forever."" Moreover, by providing that the shares of stock in a railroad company may be taxed, after a specified number of years, whenever the annual profits thereon exceed a certain per cent, the legislature negatives the right of the state ever to tax such shares unless the annual profits thereon do exceed the per cent named.32 On the other

25 See § 4632, supra.

26 The fact that the property claimed to be exempt is owned by a charitable organization and is devoted to charitable uses does not exclude it from the operation of the rule that the duration of an exemption cannot be permitted to extend further than the terms of the granting statute clearly require. Sisters of Charity of St. Elizabeth v. Cory, 73 N. J. L. 699, 65 Atl. 500.

27 Vicksburg, S. & P. R. Co. v.

Dennis, 116 U. S. 665, 29 L. Ed. 770.

28 Yazoo & M. Val. R. Co. v. Thomas, 132 U. S. 174, 33 L. Ed. 302.

29 Mobile & O. R. Co. v. Tennessee, 153 U. S. 486, 38 L. Ed. 793.

30 Winona & St. P. Land Co. v. Minnesota, 159 U. S. 526, 40 L. Ed. 247.

31 Home of the Friendless v. Rouse, 8 Wall. (U. S.) 430, 19 L. Ed. 495. 32 Raleigh & G. R. Co. v. Reid, 13 Wall. (U. S.) 269, 270 note, 20 L. Ed.

570.

hand, the exemption of certain property for a specified time "and no longer" is equivalent to an express reservation of power to tax after such time.33 So also, the exemption granted to a railroad until it shall declare a dividend, but in no event for a period longer than two years, after which its roadbed, buildings, machinery, etc., are to be subject to taxation," at their actual cash value, "at the rate assessed by the state on other real and personal property of like value," is not a perpetual exemption from all taxation excepting that for state purposes, even though the statute containing the exemption makes special provision for the ascertainment and payment of a state tax and says nothing about the manner of ascertaining and paying other taxes, and therefore county taxes, assessed after the declaration of a dividend or the expiration of the two years will not be violative of the state's contract.34

Construing the statute which granted an exemption of certain lands until such lands were sold and "conveyed," it has been held that such exemption ceased when the corporation, to which the exemption was granted, had received full payment for the lands and had executed an instrument by which all of its equitable and substantial interest in them was transferred, and that the corporation's failure to vest the legal title in the transferee did not postpone the expiration of the exemption.35 And in any event, an exemption, personal to the corporation, ceases with the corporation's dissolution.36

33 Memphis & C. R. Co. v. Gaines, 97 U. S. 697, 24 L. Ed. 1091.

34 Bailey v. Magwire, 22 Wall. (U. S.) 215, 22 L. Ed. 850. The fact that the statute made special provision for the ascertainment and payment of a state tax and omitted all reference to the ascertainment and payment of other taxes "proves nothing more, ," said the court, than that the legislature thought proper, in the particular of state taxes, to modify the general revenue law so far as this corporation is concerned, leaving the provisions of this general law operative upon local taxation. It would be a hard rule to apply to the legislation of a state to hold that the circumstance of making in the amendment to a charter of a railroad corporation special provision for ascertaining

the tax due the state (nothing being said about the manner of ascertaining other taxes), works an exemption of the property of the corporation from all taxation not levied for state purposes. Silence on such a subject cannot be construed as a waiver of the right of the state in this regard. There must be something said which is broad enough to show clearly that the legislature intended to relieve the corporation from a part of the burdens borne by other real and personal property. This was not done in this case, and the claim of exemption from local taxation cannot be sustained."

35 Winona & St. P. Land Co. v. Minnesota, 159 U. S. 526, 40 L. Ed. 247.

36 Chesapeake & O. R. Co. v. Miller, 114 U. S. 176, 29 L. Ed. 121.

§ 4648. Transfer of exemption. In the absence of express statu tory provision to the contrary, exemption of a corporation from taxation is a personal privilege, and is not transferable.37 Nor does it, of its own force and without legislative direction, run with the property as to which it was granted.38 It follows that, in the absence of statutory provision, a corporation purchasing the property and franchises of another corporation from it, or under foreclosure of a mortgage given by it, under legislative authority, or at any judicial sale, does not acquire by the purchase an exemption from taxation enjoyed by the other corporation.39

37 United States. Chesapeake & O. R. Co. v. Miller, 114 U. S. 176, 29 L. Ed. 121; St. Louis, I. M. & S. Ry. Co. v. Berry, 113 U. S. 465, 28 L. Ed. 1055; Memphis & L. R. R. Co. v. Arkansas Railroad Commissioners, 112 U. S. 609, 28 L. Ed. 837.

Arkansas. Arkansas Midland R. Co. v. Berry, 44 Ark. 17.

Kentucky. Com. v. Owensboro & N. R. Co., 81 Ky. 572.

Louisiana. State v. Morgan, 28 La. Ann. 482.

New Jersey. State Board of Assessors v. Morris & E. R. Co., 49 N. J. L. 193, 7 Atl. 826.

The rule, which makes an exemption "the personal privilege of the very corporation specifically referred to" and unassignable "unless the express and clear intention of the law" is otherwise, is founded upon an obvious public policy, which regards such exemptions as in derogation of the sovereign authority and of common right and, therefore, not to be extended beyond the exact and express requirement of the grants, construed strictissimi juris." Memphis & L. R. R. Co. v. Berry, 112 U. S. 609, 28 L. Ed. 837.

Louisville & N. R. Co. v. Palmes, 109 U. S. 244, 27 L. Ed. 922.

28 Louisville & N. R. Co. v. Palmes, 109 U. S. 244, 27 L. Ed. 922.

Unless a legislative intent to the contrary clearly appears, an exemp tion from taxation will be held to be a privilege personal to the grantee corporation, not inhering in the property of such corporation and not passing to its assignee. Chesapeake & 0. R. Co. v. Miller, 114 U. S. 176, 29 L. Ed. 121.

39 Mercantile Bank v. Tennessee, 161 U. S. 161, 40 L. Ed. 656; Picard v. East Tennessee, V. & G. R. Co., 130 U. S. 637, 32 L. Ed. 1051; Louisville & N. R. Co. v. Palmes, 109 U. S. 244, 27 L. Ed. 922; Morgan v. Louisiana, 93 U. S. 217, 23 L. Ed. 860; Com. v. Nashville, C. & St. L. R. Co., 93 Ky. 430, 20 S. W. 383; State v. Morgan, 28 La. Ann. 482; State v. Chicago, B. & K. C. Ry. Co., 89 Mo. 523, 14 S. W. 522.

An exemption is not in itself transferable. "It must be considered as a personal privilege not extending beyond the immediate grantee, unless otherwise 80 declared in express terms. The same considerations which call for clear and unambiguous language to justify the conclusion that immunity from taxation has been granted in any instance, must require similar distinctness of expression be Ifore the immunity will be extended

The fact that the legislature authorizes an assignment of an exemption from taxation to a named corporation does not impart to the exemption the quality of general assignability so as to make it transferable by the assignee to its vendee.

Where a statute merely authorizes a corporation, as a railroad company, for example, to mortgage its "charter and works," and it executes a mortgage on its charter, rights, privileges and franchises, an exemption of its property or capital stock from taxation does not pass to a purchasing corporation on foreclosure of the mortgage.40 In other words, an exemption from taxation, vested in a railroad company, is not a franchise which passes as such without other description to a purchaser of the company's property on mortgage or execution sale.41

In a subsequent case which followed the holding in the case just considered to the effect that an exemption from taxation was not a "franchise" of a railroad company to the extent that it would pass,

to others than the original grantee. It will not pass merely by a conveyance of the property and franchises of a railroad company, although such company may hold its property exempt from taxation." Pickard v. East Tennessee, V. & G. R. Co., 130 U. S. 637, 32 L. Ed. 1051.

A sale, made under a decree to enforce the state's statutory lien and confirmed, of the "property and franchises" of a railroad company does not pass the company's exemption from taxation. Pickard v. East Tennessee, V. & G. R. Co., 130 U. S. 637, 32 L. Ed. 1051.

40 Memphis & L. R. R. Co. v. Berry. 112 U. S. 609, 28 L. Ed. 837.

"It is true there are some cases where the term 'privileges' has been held to include immunity from taxation, but that has generally been where other provisions of the act have given such meaning to it. The later and, we think, the better opinion is that unless other provisions remove all doubt of the intention of the legislature to include the immunity in the term 'privilege,' it will rot be so construed. It can have its full force by confining it to other grants to the corporation." Pickard v. East Tennessee, V. & G. R. Co., 130 U. S. 637, 32 L. Ed. 1051.

A demurrer cannot admit a fact

which is impossible in law, and the fact that the defendant demurs to a bill alleging that an exemption from taxation has vested in the complainant as a result of the transfer to it, by the corporation to which the exemption was granted, of such corporation's property, franchises, privileges and immunities, will not sustain complainant's claim to such exemption when the legal effect of the documents of title exhibited with the bill is to nullify such claim. Louisville & N. R. Co. v. Palmes, 109 U. S. 244, 27 L. Ed. 922. See also Wilson v. Gaines, 103 U. S. 417, 26 L. Ed. 401.

41 Morgan v. Louisiana, 93 U. S. 217, 23 L. Ed. 860. See also Chesapeake & O. R. Co. v. Miller, 114 U. S. 176, 29 L. Ed. 121.

"In Morgan v. Louisiana, 93 U. S. 217 [23 L. Ed. 860], we distinctly held that immunity from taxation was a personal privilege and not transferable, except with the consent or under the authority of the legislature which granted the exemption, or some succeeding legislature, and that suchan exemption does not necessarily attach to or run with the property after it passes from the owner in whose favor the exemption was granted." Wilson v. Gaines, 103 U. S. 417, 26 L. Ed. 401.

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