20 BULLETIN 1106, U. S. DEPARTMENT OF AGRICULTURE. 
mentally, therefore, certificates of membership are not transferable, 
while shares of stock fundamentally are transferable. 
Churches were among the first organizations to be incorporated. 
It is obvious that church membership, from its peculiar personal 
quality, is essentially nontransferable. This personal element, which 
is so apparent in the case of church organizations and in social clubs 
and kindred organizations, may have been responsible for the estab- 
lishment of the concept, both in the decisions of the courts and in the 
minds of the people, that membership in a nonstock corporation is 
not assignable. This principle is basic and in the absence of special 
provision on the subject is applicable. In view of the foregoing, it 
is apparent that fundamentally a nonstock association can control its 
membership better than a stock association. 
At common law the stock of a member of a corporation could not 
be forfeited and the member expelled from the corporation, while 
nonstock corporations possess the inherent right to expel members 
for cause. 62 From an early date it was recognized as one of the 
inherent powers of a nonstock corporation to expel members for 
cause. Without any charter or statutory provisions on the subject 
a nonstock corporation may for cause expel members. This, as pre- 
viously stated, is not true with respect to a stock corporation. Where 
the charter of a nonstock corporation is silent on the power of expul- 
sion and there are no statutory provisions on the subject, the decided 
weight of authority is that a member may be expelled for only three 
reasons: (1) Offenses of an infamous nature indictable at common 
law; (2) offenses against the members' duty to the corporation; (3) 
offenses compounded of the two. 
In the absence of restrictions in the charter or by-laws of a non- 
stock corporation or of a statutory provision on the subject, a member 
may withdraw at any time, and no acceptance is required. 63 On the 
other hand, shareholders or members of a corporation having capital 
stock can not, strictly speaking, withdraw from the corporation. 6 * 
This brief sketch on the differences between stock or nonstock cor- 
porations explains why a stock corporation is generally thought of as 
a commercial organization; that is, as an organization in which 
money, rather than the personnel of the membership, is the dominant 
factor. By appropriate charter or statutory provisions a stock cor- 
poration may exercise control over its membership resembling that 
exercised by nonstock corporations. Indeed, no reason is apparent 
why the legislature could not endow stock corporations, at least at 
the time of their creation, with as complete control over their mem- 
02 Fletcher Cyclopedia Corporation, sec. 39G0. 
03 Ewald v. Medical Society, 130 N. V. S. 1024, (reversed on other grounds, 144 App. 
Div. 82) ; Finch v. Oake, 73 L. T. R. (N. S.) 716. 
64 Picalora v. Gulf Cooperative Co., 123 N. Y. S. 9S0. 
