LEGAL PHASES OF COOPERATIVE ASSOCIATIONS. 55 
UNINCORPORATED ASSOCIATIONS— HOW FORMED. 
Statutes have been passed in some States expressly authorizing 
individuals to unite as a voluntary association under a distinctive 
name, but, as a rule, the organization of unincorporated or voluntary 
[ associations is done independent of statutes. They are generally 
formed under the common-law right of contract. Just as A and B 
may enter into a contract with reference to doing some lawful act, 
so a larger number may associate for the accomplishment of a law 1' id 
object. 
Provision may be made for any matter that is the legitimate sub- 
ject of contract. The qualifications of members may be prescribed, 
and causes for expulsion may be specified. A constitution is usu- 
ally adopted which states the objects of the association and other 
fundamental propositions relative to the organization. By-laws are 
also usually adopted which prescribe the manner in which the ob- 
jects of the association are to be attained. The constitution and the 
by-laws, or either of them, constitute a contract binding all those 
who agree to them. 
In a Michigan case 61 it was said, " The articles of agreement of 
a benevolent association, whether called a constitution, charter, by- 
laws, or any other name, constitute a contract between the members 
which the courts will enforce if not immoral or contrary to public 
policy or the law of the land." The foregoing was quoted approv- 
ingly in a Kansas case 62 involving an antihorse-thief association, 
and it is believed it states the general rule. 63 It follows that inas- 
much as a voluntary association rests on a contract or contracts, 
the rights or liabilities of members among themselves are to be de- 
termined by the contracts involved in accordance with common-law 
principles as modified or supplemented by statutes; and in the 
absence of a constitution or by-laws the courts will apply the same 
legal rules for ascertaining the rights of the parties, weight being 
given to any usages or customs which may have been followed by 
the association. 64 
It should be remembered that, in order for a constitution and by- 
laws, or either of them, to constitute a contract between an associa- 
tion and one claiming or alleged to be a member, he must have agreed 
to them in some way, either by signing papers containing the con- 
I stitution and by-laws or by assenting to them in some other way. 65 
If one in joining an association signs its constitution and by-laws 
or assents to them in some other way and thus agrees to be bound by 
a Brown v. Stoerkel, 74 Mich. 2G9, 41 N. W. 921, 3 L. R. A. 430. 
63 McLaughlin v. Wall. S6 Kans. 45. 119 Pac. 541. 
63 Kalbitzer v. Goodhue. 52 W. Va. 435, 44 S. W. 264. 
^Ostvom r. Green. 101 N. Y., 353, 55 X. E. 919. 
65 Austin v. Searing, 16 N. Y. 112, 69 Amer. Dec. G6i> and note. 
