20 BULLETIN 1106, U. S. DEPARTMENT OF AGRICULTURE. 
as previously explained, upheld restrictions on the right of members 
to transfer shares of stock. At common law, however, shares of 
stock are regarded as personal property capable of sale, transfer, or 
succession in any of the ways by which personal property may be 
transferred. 
On the other hand, the interest which a member has in a nonstock 
corporation, which is usually evidenced by a certificate of member- 
ship, at common law is not transferable. In a certain case the plain- 
tiff acquired a certificate of membership from one who was formerly 
a member of a nonstock corporation, but it was held that this did 
not constitute the plaintiff a member of the corporation.** Of 
course certificates of membership could be made transferable by 
statute, by charter, or by authorized by-laws, but in the absence of 
specific provisions on the subject they are not transferable. Funda- 
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 persona] 
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 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.*? 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 
previously stated, is not true with respect to a stock corporation. 
Where the charter of a nonstock corporation is silent on the power 
of expulsion 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 indict- 
able at common law; (2) offenses against the members’ duty to the 
corporation; (3) offenses compounded of the two. 
6° Cook on Corporations, sec. 331; Mobile Mut. Ins. Co. v. Cullom, 49 Ala. 558; Bos- 
ton Music Hall v. Corp., 129 Mass. 435. 
s:American Live Stock Comm. Co. v. Chicago Live Stock Exchange, 143 Ill. 210, 18 
12 “R.A. 190. 
© Fletcher Cyclopedia Corporation, sec. 3960. 
