Visitation

The act of examining into the affairs of a corporation. The power of visitation is applicable only to ecclesiastical and eleemosynary corporations. 1 Bl. Comm. 480; 2 Kyd, Corp. 174. The visitation of civil corporations is by the government itself, through the medium of the courts of justice. See 2 Kent, Comm. 240.

The act of examining into the affairs of a corporation. The power of visitation is applicable only to ecclesiastical and eleemosynary corporations. 1 Bla. Com. 480. The visitation of civil corporations is by the government itself, through the medium of the courts of justice. See 2 Kent 240. In the United States, the legislature is the visitor of all corporations founded by it for public purposes; Dartmouth College v. Woodward, 4 Wheat (U. S.) 518, 4 L. Ed. 629. All of the above was quoted in Guthrie v. Harkness, 199 U. S. 148, 157, 26 Sup. Ct 4, 50 L. Ed. 130, 4 Ann. Cas. 433. See Eleemosynary Corporation. All eleemosynary corporations who are to receive the charity of the founder have visithe founder, then the Ordinary of the place is the visitor; if they are lay corporations, the founder and his heirs are perpetual visitors; 5 Mod. 404. It is a necessary incident of an eleemosynary corporation; 1 Mod. 82; “a power to correct abuses and to enforce due observance of the statutes of the charity, but not a power to revoke the gifts, to change uses or divest rights;” Allen v. Mc Kean, 1 Sunin. 276, Fed. Cas. No. 229, per Story, J. A visitor has the right of inspecting the affairs of the corporation, and superintending all officers who have charge of them according to the statutes of the founder, without any control or revision of any other person or body, except the judicial tribunals, by whose authority and jurisdiction he may be restrained and kept within the limits of the granted powers, and made to regard the general laws of the land; In re Murdock, 24 Mass. 303. No appeal lay from a visitor unless he visits qua Ordinary, when an appeal lay to the Crown in Chancery. It was said by Lord Camden that visitation is despotism uncontrolled and without appeal; Grant, Corp. 534. See, generally, Tudor, Charitable Trusts; Stephens, Statutes Relating to Ecclesiastical, etc., Institutions; Report of Oxford Commission (1852); 7 Com. Dig. 545; 21 Viner, Abr. 587. See 34 L. Mag. & Rev. 40, as to Oxford and Cambridge Universities. In Massachusetts it is held that the visitation of eleemosynary corporations according to the common law is in force except as altered by statute; In re Murdock, 24 Mass. 303; such statutes may vest visitatorial power in the courts, in the absence of a personal visitor, or even where there is one; In re Taylor Orphan Asylum, 36 Wis. 534; but where visitatorial power is conferred on certain public officers, the courts may not interfere unless such visitors should act contrary to law; Nelson v. Cushing, 2 Cush. (56 Mass.) 519. ‘ Even where a testator, in founding a hospital, directed that the trustees should annually report their acts to the court and give bonds, it was held that the court had no visitatorial power or other supervision; Jenkins v. Berry, 119 Ky. 350, 83 S. W. 594. The visitatorial power of a court over a cemetery association does not authorize it to substitute its own business judgment for that of the association; Roanoke Cemetery Co. v. Goodwin, 101 Va. 605, 44 S. E. 769. Under the visitatorial powers of a state over corporations doing business within its borders, it is competent for it to compel such corporations to produce their books and papers for investigation and to require the testimony of their officers and employees to ascertain whether its laws have been complied with, and this power extends to the produc tion of books and papers kept outside of the state, and a statute requiring such producof law; Consolidated R. Co. v. Vermont, 207 U. S. 541, 28 Sup. Ct. 178, 52 L. Ed. 327, 12 Ann. Cas. 658; Hammond P. Co. v. Arkansas, 212 U. S. 322, 29 Sup. Ct. 370, 53 L. Ed. 530, 15 Ann. Cas. 645. A corporation, being the creature of the state, has not the constitutional right to refuse to submit its books and papers for an examination at the suit of the state, and an officer of a corporation charged with criminal violation of a statute cannot plead the criminality of the corporation as a refusal to produce its books; Hale v. Henkel, 201 U. S. 43, 26 Sup. Ot. 370, 50 L. Ed. 652. A corporation is bound to furnish information when called for by the state, so far as reasonably possible, and state the facts which excuse them from answering more fully; State v. Express Co., 81 Minn. 87, 83 N. W. 465, 50 L. R. A. 667, 83 Am. St. Rep. 366; by statute the right exists in Kansas; see Western U. Tel. Co. v. Austin, 67 Kan. 208, 72 Pac. 850. It may be considered that, to a certain extent, railroad commissions are the machinery created by law for the exercise of visitatorial power. This power does not include the common law right of the shareholder to inspect the books of the corporation; Guthrie v. Harkness, 199 U. S. 148, 26 Sup. Ct 4, 50 L. Ed. 130, 4 Ann. Cas. 433.

Inspection; superintendence; In English law. Tisitation books: College, containing the pedigrees cipal gentry in England.

In a technical sense, is a visit of an authorized person; such as that of the bishop of a diocese or the archdeacon to the churches, or that of the founder or his appointee to an endowed coi-poration, made for the purpose of ascertaining and correcting abuses. Visitor: is the title of a person authorized to make such official visit of inspection. Visitor is an inspector of the government of a corporation, &c. The ordinary is visitor of spiritual corporations. But corporations instituted for private charity, if they are lay, are visitable by the founder, or whom he shall appoint; and from the sentence of. such visitor there lies no appeal. By implication of law, the founder and his heirs are visitors of lay foundations, if no particular person is appointed by him to see that the charity is not perverted. Jacob. The term visitor is also applied to an official appointed to see and report upon persons found lunatic by Inquisition, and to a person appointed by a school board to visit houses and see that parents are complying with the provisions in reference to the edu- Scotch law, is the unlawful meddling, by an heir or other person not executor, with the property of a deceased person. The party so unlawfully meddling is called the villous intromitter; he corresponds with the executor de son tort of the English law. Bell; Paterson. Viva voce. With living voice; verbally; by word of mouth. A witness is said to give his testimony oiva voce, when testifying orally iu open court, as distinguished from a written deposition. VOID; VOIDABLE. The true distinction between void and voidable acts, orders, and judgments is, that the former can always be assailed in any proceeding, and the latter only in a direct proceeding. Alexander v. Nelson, 42 Ala. 462. Void properlj' means of no legal force, — null, and incapable of confirmation or ratification,— but is frequently used in the sense of voidable. A statute provision that, " if an owner of lands sold for taxes establishes fraud in the sale, the sale shall be void," may be construed to mean may be avoided. Van Shaack o. Robbins, 36 Iowa, 201. The term void, as applicable to conveyances or other agreements, has not at all times been used with technical precision, nor restricted to its peculiar and limited sense, as contradistinguished from voidable; it being frequently introduced, even by legal writers and jurists, when the purpose is nothing further than to indicate that a contract was invalid, and not binding in law. But the distinction between the terms void and voidable, in their application to contracts, is often one of great practical importance; and whenever entire technical accuracy is required, the term void can only be properly applied to those contracts that are of no effect whatsoever, — such as are a mere nullity, and incapable of confirmation or ratification. AUis y. Billings, 6 Mete. (Mass.) 415. Void, as used in statutes and by the courts, does not usually mean that the act or proceeding is an absolute nullity. Kearney V. Vaughan, 50 Mo. 284. Void does not always imply entire nullity; but it is, in a legal sense, subject to large qualifications iu view of all the circumstances calling for its application and the rights and interests to be affected in a given case. Brown v. Brown, 60 N. IT. 538, 552. Void, in its most unlimited sense, implies an act of no effect at all, — a nullity ab initio. When used in a statute, in reference to the solemn acts and judgments of superior courts, it may mean no more than voidable. Inskeep v. Lecony, 1 N. J. L. 111. Void, in the statute of 1843, forbidding assignments, means voidable by creditors. Merrill v. Englesby, 28 Vt. 150. able." Statutes not unfrequently declare acts void which the tenor of their provisions necessarily makes voidable only. Perhaps the best excuse made for such inaccuracy is that of Parker, C. J., cited and adopted by this court: "Whatever may be avoided may, in good sense, to this purpose, be called void; and the use of the terra void is not uncommon in the language of statutes and of courts. But, in regard to the consequences to third persons, the distinction is highly important; because nothing can be founded upon what is absolutely void, whereas from those which are only voidable fair titles may flow. These terms have not always been used with nice discrimination; indeed, in some books there is a great want of precision in the use of them." Crocker v. Bellangee, 6 Wis. 645; Bromley v. Goodrich, 40 Wis. 131. See also Hone ». Woolsey, 2 Edw. Ch. 289; Anderson v. Roberts, 18 Johns. 515; Pearsoll v. Chapin, 44 Pa. St. 9. Void, in a certain policy of insurance, was held to mean suspended till fulfilment of conditions, in Williams v. Albany City Ins. Co., 19 Mich. 451. There is this difference between the two words " void " and " voidable; " Void means that an instrument or transaction is so nugatory and ineffectual that nothing can cure it; voidable applies when an imperfection or defect can be cured by the act or confirmation of him who could take advantage of it. Thus, while acceptance of rent will make good a voidable lease, it will not affirm a void lease. The court of chancery has drawn this distinction between voidable and void contracts: With regard to the former, they will be decreed to be delivered up, since their retention is liable to be applied to improper purposes, such as future litigation, when lapse of time may have weakened or destroyed the means of defence; or since their existence uncancelled may cloud a title, or diminish its value and security: but as to void instruments, the illegality of which appears upon their face, equity does not interpose its authority, since their production at o Mg period of time will plainly establish their nullity. Wharton.

is the act of examining into the affairs of a corporation. The power of visitation is applicable only to ecclesiastical and eleemosynary corporations. 1 BI. Com. 480; 2 Kyd on Corp. 174. The visitation of civil corporations is by the government itself, through the medium of the courts of justice. Vide 2 Kent, Com. 240.