B e f o r e :
LORD JUSTICE MORRIS
LORD JUSTICE ROMER
and
LORD JUSTICE WILLMER.
Between:
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Between:
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THE ROYAL COLLEGE OF NURSING
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and
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THE MAYOR, ALDERMEN and COUNCILLORS of the METROPOLITAN BOROUGH of St. MARYLEBONE
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(Transcript of the Shorthand Notes of The Association of Official Shorthandwriters Limited,
Room No. 392, Royal Courts of Justice, and No.2, New Square, Lincoln's Inn, London, W.C.2.)
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Mr J.P. WIDGERY, Q.C., and Mr R. BLANSHARD STAMP (instructed by Messrs Sharpe, Pritchard & Co.)
appeared on behalf of the St. Marylebone Corporation (Appellants).
Mr LESLIE G. SCARMAN, Q.C., Mr ERIC BLAIN and Mr MICHAEL MANN (instructed by Messrs Charles Russell & Co.)
appeared on behalf of the Royal College (Respondents).
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HTML VERSION OF JUDGMENT
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Crown Copyright ©
LORD JUSTICE MORRIS: I will ask Lord Justice Romer to read the Judgment of the court.
LORD JUSTICE ROMER: This is an appeal by the St. Marylebone
Corporation against an Order of the Divisional Court dismissing the Corporation's appeal by way of Case Stated by the Appeals Committee of the Court of Quarter Sessions for the County of London. The question at issue is whether the Royal College of Nursing (hereinafter referred to as "the College") are entitled to rating relief under Section 8 of the Rating and Valuation (Miscellaneous Provisions) Act 1955 in respect of certain hereditaments occupied by the College being 1 and 1A Henrietta Place, London, W. In January 1957 the Corporation rejected the College's claim to relief but an appeal from that rejection to Quarter Sessions was successful and the Divisional Court upheld the decision of Quarter Sessions,
So far as material section 8 of the 1955 Act provides as follows:
"(1) This section applies to the following hereditaments, that is to say - (a) any hereditament occupied for the purposes of an organisation (whether corporate or unincorporate) which is not established or conducted for profit and whose main objects are charitable or are otherwise concerned with the advancement of religion, education or social welfare".
Then the sub-divisions of the section give a certain measure of relief from rates to those hereditaments.
The College, which is admittedly not conducted for profit, was incorporated by Royal Charter in 1928. The following provisions of the Charter are or may be material. It begins with the recital: "Whereas 'The College of Nursing, Limited', hereinafter referred to as 'the said Company', a Company incorporated under the Companies Acts, 1908 and 1913, has presented to us in Our Council a Humble Petition setting forth:-
"That the said Company was so incorporated for the purposes set forth and mentioned in its Memorandum of Association, and that it was thereby provided (inter alie) that the income and property of the Company should be applied solely towards the promotion of those purposes:
"That the said Company has during the last ten years created an organisation, acquired premises and property, and promoted reforms directed to the said purposes:
"That the said Company proposes to place at the disposal of, and to transfer to, and vest in, the proposed Corporation, when incorporated under Our Charter, the said premises and other property and existing organisation:
"That the said Company believes that the incorporation under Our Charter of the proposed Corporation will be for the public advantage, and will tend to the advancement of the science and art of nursing, and further to improve the education of nurses in the said science and art:
"And Most Humbly Praying Us In Our Council to grant Our Charter of Incorporation to the President and other Members for the time being of the proposed Corporation under the name and style of 'The College of Nursing' and with such powers and privileges and in such manner in all respects as to Us in Our Council may seem fit".
By the first Article the President and other members for the time being of the Corporation were constituted and created one body corporate with the name "The College" and "The College of Nursing", By Article II it is provided: "The purposes for which the College is established and incorporated are as follows:
(A) To acquire and take over all the assets, property, possessions, effects, and liabilities of the said Company.
(B) To promote, by means of such assets and otherwise, the purposes hereinafter sot out and in particular", and I need not read them all,
"(a) To promote the science and art of nursing and the better education and training of nurses and their efficiency in the profession of nursing.
(b) To promote the advance of nursing as a profession in all or any of its branches.
....(e) To institute and conduct examinations in all branches of women's work conducive to the efficient conduct of the nursing profession and to grant Certificates and Diplomas to those who pass prescribed examinations: Provided no Certificate or Diploma shall confer any right to the privilege of a nurse registered in pursuance of an Act of Parliament.
(f) To provide establish and maintain for the purposes herein mentioned in London and elsewhere offices, examination halls, and lecture rooms, with all requisite equipment, and to institute and provide courses of lectures and demonstrations",
and
(j) To do all such other lawful things as may from time to time be conducive to the attainment and furtherance of the above objects or any of them".
Upon the matter being hoard by Quarter Sessions their decision was as follows:
"We were of opinion that the main objects of the Appellants were such as to attract the application of section 8 of the Act".
This finding of Quarter Sessions being somewhat wanting in precision the Divisional Court, upon the appeal coming before them, remitted the Case for an answer to the following questions:-
"(1) What is or are the main object or objects of the College ? (2) In the case of such object or objects is it
(a) Charitable,
(b) if not, is it otherwise concerned with the advancement of education,
(c) is it otherwise concerned with the advancement of social welfare ?",
Quarter Sessions gave the following answer to those questions:-
"We found that the main objects of the College were those sot out in Article II (B) (a) and (b) of its Charter. The objects in Article II (B) (a) were admitted to be charitable. We were further of opinion that the object in Article II (B) (b) was either charitable or otherwise concerned with the advancement of social welfare for we were satisfied on the evidence written and oral that the objects in Article II (B) (a) and (b) were mutually complementary in that both wore directed to a single end, namely, the raising of the standard of nursing for the benefit of the community rather than the promotion of the professional interests of nurses as an end in itself".
It is to be observed in passing that Quarter Sessions did not specifically answer the question whether the main object or objects, if not charitable, was or were mainly concerned with the advancement of education but it is, we think, implicit in the Answers which they did give that they did not think that the question should be answered affirmatively. The supplementary answers given by Quarter Sessions are, perhaps, expressed a little ambiguously and Mr Scarman suggested before us that their finding that the objects in Article II (B) (a) and (b) "were mutually complementary in that both were directed to a single end" was intended to qualify the earlier finding "that the main objects of the College were those set out in Article II (B) (a) and (b) of its Charter".
Mr Scarman relied in this connection on the observation of Lord Justice A.L. Smith (referred to in the Judgment of the Divisional Court) in Overseers of the Savoy v. Art Union of London Limited (1894, volume 2 Queen's Bench page 609 at pages 628, 629) that
"If the other object be only a means to the one end ...... then the Society has a sole and exclusive object and not another object subsidiary thereto".
Applying this, Mr Scarman submitted that reading the answers of Quarter Sessions as a whole they were intending to find that the College had only one main object, which they described as a single end. We agree, however, with the view of the Divisional Court that the effect of the answers of Quarter Sessions is that they were intending to find that the College, under its Charter, had twe main objects and not one. It seems to us that this is reasonably clear if the answers are road in conjunction with the arguments which had boon addressed to Quarter Sessions by the respective parties which are sot out in paragraphs 3 (a) and 4 (a) of the Case.
On the footing, then, that the College has twe main objects it is now established by authority that each of them must comply with the requirements of Section 8 of the Rating and Valuation (Miscellaneous Provisions) Act 1955 if the College is to qualify for the relief from rates which the section provides. It is also established that once the main objects of a body such as the College have been determined the question whether such objects do so comply is purely one of construction, unaffected by the actual activities in which the body engages. Nor is the court concerned with the results of such activities. "It is", said Lord Keith in General Nursing Council for England and Wales v. St. Marylebone Borough Council (1959 volume 2, Weekly Law Reports, page 308 at page 318) "the objects for which the Council was immediately and directly constituted that we arc, in my opinion, concerned, and not with the results of its activities at second or third hand". The question cannot, however, be decided by taking the language in which a main object is expressed and by asking what that language means if construed by itself; the language has to be construed in its context and with reference to all other relevant provisions of the document.
The object expressed in Article II (B) (a) is admittedly charitable, and accordingly the first question to be considered is whether the purpose expressed in Article II (B) (b) of the Charter
"to promote the advance of nursing as a profession in all or any of its branches",
is, in its context and in the light of the Charter as a whole, also a charitable object. The answer to this question depends, in our judgment, upon whether the true view of the object is (in the words of Mr Justice Donovan who delivered the Judgment of the Divisional Court) "the advancement of nursing or the advancement of the interests of nurses". If it is the former, then Mr Widgery for the appellants rightly concedes that the object is undoubtedly charitable. If, however, the object is to advance the interests of the members of the nursing profession it cannot be said to be charitable in the sense in which that word is known to our law (see the General Nursing case supra; and General Medical Council v. Inland Revenue Commissioners, volume 97 Law Journal, King's Bench, page 578).
The question is a difficult one, but the Divisional Court decided it in favour of the College, and we have come to the conclusion on the whole that they were right in doing so. The difficulty arises from the presence in Article II (B) (b) of the words "as a profession". Had those words boon absent and the expressed object been "to promote the advance of nursing in all or any of its branches" it would clearly have been charitable as promoting (in the words of Lord Morton of Henryton in the Royal College of Surgeons case, 1952 Appeal Cases, pages 631, 654) "the relief of human suffering". Mr Widgery, however, for the St. Marylebone Corporation, naturally relies upon the words "as a profession" as showing that the real object of the provision was to promote the interests of the nurses as distinct from the nursed. His argument in essence is that the object of (b) was either to provide a trade union protection for the nursing profession or to increase the status of the profession and its members, Mr Widgery contended that the interests of the sick were fully covered by Article II (B) (a) and that (b) is directed to promoting the interests of the nurses, which is not the subject of any other provision in the Charter. (B) (a), says Mr Widgery, having fully covered the promotion of nursing for the benefit of the community one would expect (b) to be concerned with something else; and the only reasonable meaning to attribute to (b), and one which is indicated by the words "as a profession", is an intention to promote and safeguard the interests of those who administer the nursing.
It cannot be disputed, we think, that there is considerable force in Mr Widgery's submission. Although it is true, as Mr Justice Donovan pointed out, that tautology is by no means unusual in documents such as the College's Charter, we agree with Mr Widgery that on ordinary principles of construction one should try to attribute some significance of its own to each separate provision. It is at this point, however, that we diverge from Mr Widgery. In our opinion the relief of human suffering through nursing is not covered in all its aspects by (B) (a). For example (a) docs not cover, or at all events does not clearly cover, the advance of nursing in the sense of increasing the quality and range of services offered to the public or of enhancing the number and standard of those joining the profession.
We respectfully adopt and are unable to improve upon the language of Mr Justice Donovan where he said:
"What is meant by the advance of some particular calling as a profession? If, for example, one says that in the last fifty years there has been a striking advance in the profession of accountancy, what idea is conveyed? Presumably this, that the profession has greatly increased in stature, importance, membership and general esteem, not simply that the fees have gone up, although that might be assumed as a consequence. How then is a profession to be 'advanced' in this sense? The answer is, by service. Demands for more pay and better conditions for those engaged, however loud and persistent, and even successful, will not 'advance' the profession in the sense wr have defined. But improvement in the quality and range of services rendered, and the spectacle of constant endeavour to do better, will certainly have that effect. If, then, one finds an organisation one of whose objects is to advance nursing as a profession, there is no great difficulty in interpreting this as moaning to improve the quality and range of the services which nurses give and so to enhance the stature and importance of the nursing profession and the esteem in which it is held. It may well be, of course, that in order to improve nursing services you must attract more entrants into the profession, which in time will mean improvements in pay and conditions. But such improvements will be means, not ends".
We agree with those views of the Divisional Court as expressed by Mr Justice Donovan, and the rejection of the Corporation's contention is, we think, supported by certain other considerations. First, it seems to us that the words "in all or any of its branches" which appear in Article II (B) (b) are by no means apt if the intention of the provision was to promote the interests of the profession in a trade union sense or to increase the status of its members and the esteem in which they are held. Secondly, the whole tenor of the Charter appears to us to show that the object of the College was to promote the interests of the sick in all the ways that efficient and extensive nursing can achieve. In this connection we would refer again to the fourth statement in the recital in the Charter. Thirdly, there is nowhere in the Charter any clear statement indicative of an intention to promote the interests of nurses as members of the nursing profession - a point to which Lord Morton attached importance in the Royal College of Surgeons case.
It may well be, and it is indeed probable, that (to borrow the language of Mr Justice Donovan in the passage above cited) the improvement in the quality and range of the services which nurses give will benefit the nurses and their profession in the ways which ho indicated. It is clear, however, from such cases as the Institute of Civil Engineers v. Commissioners of Inland Revenue (1932, volume 1 King's Bench Division, page 149) and other cases that this resulting benefit to the nurses is irrelevant for the purpose now in question provided that the main object as expressed in (B) (b) is to promote the advance of nursing. We have no doubt that under this provision those who administer the affairs of the College can (as in fact they do) take care of the interests of the nursing profession and its members. But in the words of Lord Justice Greer in the Geologists Association v. Commissioners of Inland Revenue, (volume 14 Tax Cases, 871, 285)
"if you come to the conclusion, as you may in many cases, that one of the ways in which the public objects of an association can be served is by giving special advantages to the members of the association, then the association docs not cease to be an association with a charitable object because incidentally and in order to carry out the charitable object it is both necessary and desirable to confer special benefits upon the members".
As we have come to the conclusion that Article II (B) (b) had as its main object the advancement of nursing and not the advancement of the nursing profession in the ways suggested by Mr Widgery, it follows that in our judgment the College are entitled to the relief from rates which they claim on the ground that their main objects are charitable. On this view it becomes unnecessary to consider the alternative submission advanced by Mr Scarman that the main objects are otherwise concerned with the advancement of education or social welfare, and we express no opinion upon that question. In our judgment the appeal must be dismissed.
Mr MICHAEL MANN (for Mr Scarman): I ask that the appeal be dismissed with costs, my Lord.
Mr DEARBERGH (for Mr Wdigery): I cannot oppose that, my Lord. That must follow. I would ask your Lordships for leave to appeal on the ground that this is an important case, and involves difficult questions of principle
Mr MICHAEL MANN: This is, of course, a case which really turns entirely, as my Lord has pointed out in the Judgment, upon the construction of the Charter of this particular organisation upon which the Divisional Court has formed a. unanimous view, and this court has given a. unanimous Judgment. I would respectfully have submitted that this is not a case of general importance, but oven if I be wrong on that, my Lord, I would ask that the appellants be put on terms.
LORD JUSTICE MORRIS: Have you any submission to make on that, Mr Dearbergh?
Mr DEARBERGH: I do submit this is a case of so general importance, my Lord, in the same way as the General Nursing Council case is one upon which the House of Lord's adjudicated. This is a similar case,
LORD JUSTICE MORRIS: I was thinking more particularly of the last observation made.
Mr BEARBERGH; I would submit, my Lord, that this is a case upon which we should not be put on terms, but as to that I am entirely in your Lordship's hands.
LORD JUSTICE MORRIS: You do not offer any terms, Mr Dearbergh ?
Mr DEARBERGH: I have no instructions to offer any terms, my Lord.
LORD JUSTICE MORRIS: The appeal will be dismissed with costs. We give leave to appeal on the terms that the orders as to costs made in this court and hitherto are not disturbed. In other words, we give you leave to appeal on the terms that you do not ask their Lordships, if you appeal, to disturb the order as to costs here and below. We give leave to appeal only on those terms.
Mr DEARBERGH: If your Lordship pleases.
(Appeal dismissed)
