Trusts are subject to the same rules of descent, and are deemed capable of the same limitations, as legal estates. 4 Kent Com. 302. As was said by Lord Mansfield in Burgess v. Wheate, 1 W. Bl. 160, "whatever would be the rule of law, if it was a legal estate, is applied in equity to a trust estate." Parker v. Converse, 5 Gray, 339; Newhall v. Wheeler, 7 Mass. 189.
But a distinction has prevailed to some extent in regard to the construction of trust estates, especially as to those which are executory, and to those created by marriage settlements; they are to be construed with a much greater deference to the manifest intention, to be deduced from the whole instrument of conveyance, than in construing the like limitations in legal estates. 1 Fearne Cont. Rem. (10th ed.) 90; Neves v. Scott, 9 How. 196. It is therefore proper to inquire, whether there is anything in the objects of this deed of trust, which would lead to the conclusion that it was intended to alter the usual rule of construction, and to use the word "heirs" as a word of purchase.
The recital preceding the grant to the trustee states that " whereas she, the said Elizabeth Fleet Eliot, is desirous of securing the said estate, both real and personal, in the event of her marriage, to her sole use and benefit; and for this purpose it hath been agreed that all the estate and property aforesaid shall be granted "to a trustee, "to be held in trust for the separate and sole use and benefit of her, the said Elizabeth, and her heirs (notwithstanding any such coverture), upon the terms and conditions, for the uses, intents and pur-poses, under the limitations, and for and during the time, as hereinafter expressed." The estate for life is limited until the marriage to the sole use and behoof of the said Elizabeth and her heirs, and then "to the sole use and separate benefit of her, the said Elizabeth, without being liable to the debts, incumbrances or control of any husband she may have during the existence and continuance of said trust." The income, with such portion of the principal as the trustee shall judge necessary for her convenience and support, is to be paid to her, or to such persons as she shall in writing, without the signature or interference of any husband, appoint. At her death, the trustee is to convey and transfer all that remains to her children, if she shall leave any, to them and their heirs and assigns forever; and in case she should die without issue, to her heirs-at-law.
It would seem to be apparent from these clauses in the deed, that its whole purpose was to secure the estate to the separate use of the wife during her life, free from any control of her husband; and to secure what should remain of it to her children, if she should leave any. So far from anything in the deed showing a purpose to give a different meaning to the word "heirs" from its usual legal import as a word of limitation, it is noticeable that in the covenants of the trustee none is inserted for any disposition of the estate beyond the remainder to the children. It has been suggested at the argument that this omission was accidental; but it is an accident which would not have been likely to occur if the purpose had been to make an express provision for collateral relatives. By limiting the estate in the first instance to the wife for life, with a contingent remainder in fee to the children, if she should leave any, the children would take, if at all, as purchasers; and, therefore, although the husband is entitled to curtesy in his wife's equitable estate of inheritance, the condition of an estate by the curtesy, that there should be issue of the marriage which could inherit the estate, would not exist. Roberts v. Dixwell, 1 Atk. 607; 1 Fearne Cont. Rem. 90; 1 Cruise Dig. tit. 5, c. 1, § 22; Barker v. Barker, 2 Sim. 249. As far, therefore, as the protection of the estate of the wife and of the children against the control of the husband or any incumbrance arising from the coverture, was the object, that object was secured.
We are, therefore, of opinion that Mrs. Hildreth had an equitable reversion, which she could lawfully devise, and that the claimants under her will are entitled to a conveyance from the trustee.
c. Possibilities analogous to reversions.
(I.) The Feudal Escheat.
(a.) On failure of heirs to a fee.1
(b.) On the dissolution of a corporation seised of real estate.
Holman, J., in
1 Blackford (Ind.), 267. - 1823.
The president and directors of the corporation become the agents of the stockholder, and if they violate the conditions on which he enjoys this privilege [the corporate franchise], his privilege is immediately subject to forfeiture by this act of his agents. Nor will the regard which the Constitution has for private property, secure such property from annihilation by a dissolution of the corporation. So that we see nothing in the Constitution to prevent the seizure of those franchises, let the effect upon private property be what it may. And there can be no doubt but that this judgment so far as it authorizes a seizure of the franchises into the hands and custody of the State, is warranted by law. When it appears that the liberty has been once granted, and is forfeited by misuser or nonuser, the judgment shall be that it be seised into the King's hands. Year-book, 15 Ed. 4, cited in 2 Kyd on Cor. 407. And such appears to be the law at present. Thus far everything appears to be regular. But when we proceed to that part of the judgment that authorizes a seizure into the hands of the State of all the goods and chattels, rights, credits and effects, together with all and singular the lands, tenements and hereditaments of the corporation, we are compelled to pause and minutely examine the ground on which this part of the judgment has been founded. * * *
The most of the cases to be found in the books against corporations are where the corporations have been created for the purposes of government, and calculated for perpetuity, and where the property of the corporation, whether real or personal, has formed a very inconsiderable feature in the case. Of course, the effect of the judgment on the property of corporations has been but seldom a question, and is much less explained than the effect of the judgment on the franchises. There is a tedious labyrinth of cases through which we have to travel on this subject, and many of the landmarks are so dim and uncertain that we are frequently at a loss to know whether we are on safe and tenable ground. It is certain, however, that the dissolution of a corporation is effected by a seizure of its franchises, although the franchises themselves are not thereby destroyed, for they exist in the hands of the State, and may be afterwards granted to the same or other individuals, in the same manner in which they were originally granted. But the existence of the corporation is terminated. Its being is so completely lost that it can have no power over, nor connection with, anything in existence; of course, it can no longer be considered as the owner or possessor of lands or goods, rights or credits. But it does not follow that those lands and goods, rights and credits, necessarily fall into the hands of the State, much less that they are proper objects to be included in the terms of the judgment. There are but two grounds on which it can be contended the corporate effects fall into the hands of the State: 1st, as a forfeiture for abusing the franchises; or 2d, for the want of an owner by the dissolution of the corporation. When we examine the first of these grounds, we find nothing in the books to support an idea that the abuse of corporate franchises occasions a forfeiture of lands or goods, rights or credits, or, in fact, occasions any other forfeiture but the franchises themselves. The consequence of a breach of the implied condition on which their liberties were granted, was not that they should forfeit their property or possessions if they abused their franchises, but only that they should forfeit the franchises. That which comes out of the hands of the King is the proper subject of forfeiture; the King, by the seizure, resuming what originally flowed from his bounty. Authorities leading to this conclusion are numerous. See the cases cited in 2 Bac. 32, and in The King v. Amery, 2 T. R. 515. For the forfeiture is the same for nonuser, when no property has been held or rights exercised, as for misuser or abuser, after the possession of much property and the exercise of extensive rights and credits; and the judgment is the same in both cases. Consequently, the judgment could not direct a seizure of the corporate possessions, as a forfeiture for the violation of the charter. Nor is the second ground - that the property falls to the State for the want of an owner, on the dissolution of the corporation - more tenable as a foundation on which to sustain this judgment. For the ownership of the corporation does not cease until its dissolution. And whether it is dissolved by the judgment of seizure, or not until the State has execution on that judgment, is not here very material. For if the corporation is dissolved by the judgment, the judgment must be regularly entered, and have its full effect before the dissolution takes place; and it is not till then that the property can be said to be without an owner. The loss of the property to the corporation is a conse-quence of the judgment; and it is a contradiction of the first principles of reason - a complete reversal of effect and cause - to make such loss of property a part of the judgment. That which cannot exist until after the judgment, can never be the subject-matter on which the judgment is given. But the better opinion seems to be, that the corporation is not dissolved by the judgment of seizure, but that it exists until the franchises are seized by the execution on that judgment. See 2 Kyd on Cor. 409, 410, and the authorities there cited. Consequently, the last shadow of a support for this judgment, on this ground, must vanish.