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the United States so long only as such land shall remain in the possession of the United States or in said board of managers of the National Home for Disabled Volunteer Soldiers." (Italics supplied.)

Under date of February 26, 1929, the lease authorized by the statute just quoted was duly executed by the statutory commission on behalf of "the people of the State of New York, lessor," to "the Board of Managers of the National Home for Disabled Volunteer Soldiers, a corporation created by Act of Congress, approved March 3, 1865, the lessee." The lease was "without rental or charge" but, following the language of the statute,

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upon the condition that such camp shall be maintained by the lessee during the term of this lease as a camp or home for veterans of the wars of the United States and that the veterans of the Civil War and veterans of the SpanishAmerican War, who are inmates of such camp at the time of the transfer of possession under this lease, shall be maintained therein by the lessee during the term of this lease, subject to the reasonable rules and regulations of the lessee."

The lease did not purport in any way to bind the United States as distinguished from the Board of Managers of the National Home. On March 18, 1929, pursuant to a resolution of the Board of Managers of the same date (Report of the Board of Managers for the fiscal year ended June 30, 1929, House Document No. 203, 71st Cong., 2d Sess., p. 34), the lease was accepted on behalf of the Board by its President.

By Act of March 17, 1930 (c. 106, Laws of New York, 1930), the Commissioners of the New York Land Office were authorized to extend the term of the lease, without rental or charge, for a term not exceeding forty years, or to execute a new lease for a term not exceeding fifty years, upon the same conditions as were contained in the original lease. On June 6, 1930, the Board of Managers voted to accept a forty-year extension of the lease (Report of the Board of Managers for the fiscal year ended June 30, 1930, House Document No. 546, 71st Cong., 3d Sess., p. 47), and on June 27, 1930, the State of New York issued its letters patent extending the term for forty years upon the conditions stated.

Pursuant to a resolution of the Board of Managers of March 18, 1929, the camp at Bath was, on May 1, 1929, established as the Bath Branch of the National Home for Disabled Volunteer Soldiers, and has since been so maintained. Appropriations for the maintenance of the Bath Branch, totaling $1,234,300, were made in the Second Deficiency Act of March 4, 1929, c. 707, 45 Stat. 1668, the Urgent Deficiencies Act of March 26, 1930 (c. 92, 46 Stat. 90, 123), the War Department Appropriations Act of May 28, 1930 (c. 348, 46 Stat. 432, 466), the Deficiency Appropriations Act of July 3, 1930 (c. 846, 46 Stat. 860, 911), and the Second Deficiency Act of March 4, 1931 (c. 522, 46 Stat. 1552, 1557). The action of the Board of Managers in executing the lease was reported to Congress in the Annual Report of the Board of Managers for the fiscal year ended June 30, 1929 (House Document No. 203, 71st Cong., 2d Sess., pp. V., 34), and its action in accepting the extension of the lease was reported to Congress in the Annual Report of the Board for the year ended June 30, 1920 (House Document No. 546, 71st Cong., 3d Sess., p. 47).

By the Act of July 3, 1930 (c. 863, 46 Stat. 1016), Congress provided:

"(a) That the President is authorized, by Executive order, to consolidate and coordinate any hospitals and executive and administrative bureaus, agencies, or offices, especially created for or concerned in the administration of the laws relating to the relief and other benefits provided by law for former members of the Military and Naval establishments of the United States, including *** the National Home for Disabled Volunteer Soldiers, into an establishment to be known as the Veterans' Administration,

This Act contained the following appropriation:

"Bath Home, Bath, New York: For current expenses, subsistence, household, hospital, transportation, repairs, and farm, * • for the camp

for veterans at Bath, New York, leased by the State of New York to the Board of General Managers of the National Home for Disabled Volunteer Soldiers, $500,000, fiscal year 1929, and to remain available until June 30, 1930." (Italics supplied.)

Although the lease in question was executed by the State of New York under date of February 26, 1929, it was not accepted by the Board of Managers of the National Home for Disabled Volunteer Soldiers until March 18, 1929. The first appropriation for the maintenance of the Bath Branch of the Home thus took express cognizance of the proposed lease and actually antedated the acceptance thereof by the Board of Managers.

"SEC. 2. * Upon the establishment of such Veterans' Administration all the functions, powers, and duties now conferred by law upon the Board of Man

agers of the National Home for Disabled Volunteer Soldiers, are hereby conferred upon and vested in the Ad

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ministrator of Veterans' Affairs.

"SEC. 3. All property the title of which now stands in the name of the Board of Managers of the National Home for Disabled Volunteer Soldiers is hereby transferred to and the title thereof vested in the United States.

"SEC. 5. (a) When the consolidation and coordination herein provided for shall have been effected in the Veterans' Administration the President shall so declare by proclamation or order, whereupon the corporation known as the National Home for Disabled Volunteer Soldiers and the Board of Managers shall cease to exist.

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(b) All contracts and other valid and subsisting obligations of the corporation, the National Home for Disabled Volunteer Soldiers, shall continue and be and become obligations of the United States, and the United States shall be considered as substituted for said corporation with respect to all such demands either by or against said corporation, unless and until they shall thereafter be superseded or discharged according to law.

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In one of the legal opinions accompanying your letter of April 29, 1931, the conclusion is reached that the lease was valid but that the forty-year extension of the lease was invalid, since the extension was accepted on behalf of the Board of Managers at a meeting at which only four members of the Board were present (see Report of the Board of Managers for the fiscal year ended June 30, 1930, House Document No. 546, 71st Cong., 3d Sess., pp. 45-47), which number, the opinion states, was less than the quorum of "six" members prescribed by section 4827 of the Revised Statutes (U. S. C., Title 24, sec. 74). If this objection to the validity of the action of the Board were well taken, it would apply equally to the original lease, since the execution of that document was authorized at a meeting of the Board at which only five members were present. (Report of the

Board of Managers for the fiscal year ended June 30, 1929, House Document No. 203, 71st Cong., 2d Sess., pp. 32–34.) As a matter of fact, the author of the opinion referred to, having apparently been misled by an error in the compilation of section 74, Title 24, of the United States Code, overlooked the Joint Resolution of October 19, 1914, No. 49 (38 Stat. 780), which provides, with respect to the Board of Managers of the National Home for Disabled Volunteer Soldiers, that:

"Said board, after the passage of this resolution, shall be composed of seven members, and four members shall constitute a quorum for the transaction of business at any regular or special meeting thereof."

This Joint Resolution appears never to have been repealed or superseded, and, accordingly, it seems clear that the execution of the lease and extension by the Board of Managers was duly authorized by the Board.

Turning to the main questions involved on the facts above set forth, it is contended, on the one hand, that the National Home for Disabled Volunteer Soldiers, while a corporation, was really a governmental agency operated by appropriations of public funds, and that the obligations of the Board were in effect obligations of the United States, and the act of the Board in entering into this lease was void for the reason that it purported to commit the Board, and therefore the United States, to an obligation to maintain the Home for the full term of the lease, and thus to involve the Government in an obligation for the future disbursement of money in excess of amounts appropriated by Congress. The statutes referred to are as follows:

"No contract or purchase on behalf of the United States shall be made, unless the same is authorized by law or is under an appropriation adequate to its fulfillment, except in the War and Navy Departments, for clothing, subsistence, forage, fuel, quarters, transportation, or medical and hospital supplies, which, however, shall not exceed the necessities of the current year." (R. S., sec. 3732; June 12, 1906, c. 3078, 34 Stat. 255; U. S. C., Title 41, sec. 11.)

"No Executive Department or other Government establishment of the United States shall expend, in any one fiscal

year, any sum in excess of appropriations made by Congress for that fiscal year, or involve the Government in any contract or other obligation for the future payment of money in excess of such appropriations unless such contract or obligation is authorized by law. (Act of February 27, 1906, c. 510, 34 Stat. 49.)

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See Smoot v. United States, 38 Ct. Cls. 418; Chase v. United States, 44 Fed. 732; Bradley v. United States, 98 U. S. 104; Chase v. United States, 155 U. S. 489; Leiter v. United States, 271 U. S. 204.

The contrary argument advanced is that the National Home for Disabled Volunteer Soldiers is a corporation organized under Act of Congress and that it has corporate power to make contracts and incur contractual liabilities in its own name, and can lawfully enter into any contracts with respect to matters within the scope of its corporate power, and that it has corporate power to sue and be sued, to receive and hold donations of properties for its sole and exclusive use, and to procure from time to time, at suitable places, sites for its military homes. National Home for Disabled Volunteer Soldiers v. Parrish, 229 U. S. 494; 35 Op. 490, 492; In re O'Connor, 37 Wisc. 379; Mallory v. Wheeler, 151 Wisc. 136; Lyle v. National Home for Disabled Volunteer Soldiers, 170 Fed. 842. Cf. Merchant Fleet Corporation v. Harwood, 281 U. S. 519; United States v. Strang, 254 U. S. 491; Chase National Bank v. Merchant Fleet Corporation, 294 Fed. 641 (Certiorari denied, 264 U. S. 586).

Based on these contentions the argument is made that the obligation assumed by the Board of Managers under this lease, if an obligation of the United States, was an obligation "authorized by law" within the meaning of the statute above referred to, which prohibits involving the Government in any obligation for the future payment of money in excess of appropriations "unless such contract or obligation is authorized by law." If that interpretation of the statute is rejected, it is contended that the obligation created by this lease may have been an obligation of the Board of Managers alone and not an obligation of the United States, or at least was an obligation both of the Board and of the United States, in which case if the effort to obligate the United States was ineffective and void there still remained the valid

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