CORPORATIONS ‑- DOMESTIC ‑- FEE OWNERSHIP OF LAND ‑- WASHINGTON CORPORATION OWNED WHOLLY BY CANADIAN CORPORATION

CORPORATIONS ‑- DOMESTIC ‑- FEE OWNERSHIP OF LAND ‑- WASHINGTON CORPORATION OWNED WHOLLY BY CANADIAN CORPORATION.

A Washington corporation which is wholly owned by a Canadian corporation may hold fee ownership in land within this state.

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                                                               September 3, 1963

Honorable Charles P. Moriarty, Jr.
State Senator, 36th District
100 Highland Drive
Seattle, Washington

                                                                                                                Cite as:  AGO 63-64 No. 52

Dear Sir:

            By letter previously acknowledged, you have asked whether a Washington corporation, wholly owned by a Canadian corporation, may hold fee ownership in land within this state.

            In our opinion it may.

                                                                     ANALYSIS

            At one time our constitution (Article II, § 33), our Alien Land Law (chapter 64.16 RCW), and our corporation statutes (§ 16, chapter 70, Laws of 1937), restricted land ownership in the state of Washington by corporations that were owned by aliens.  This is no longer the situation.  The constitutional prohibition was removed by Amendment 29; the Alien Land Law restriction as to domestic corporations was lifted by § 1, chapter 255, Laws of 1955; and the corporation law restriction was repealed by § 2, chapter 12, Laws of 1959.  Any common-law restrictions against alien ownership have been superseded by our constitutional and statutory provisions on the subject.  Cf.Oregon Mortgage Co. v. Carstens, 16 Wash. 165, 47 Pac. 421 (1896); Abrams v. State, 45 Wash. 327, 88 Pac. 327 (1907);State ex rel. Atkinson v. Evans, 46 Wash. 219, 89 Pac. 565 (1907).

            In view of these considerations, we are of the opinion that a Washington corporation may own land (its charter permitting) even though its corporate stock is owned by aliens.

             [[Orig. Op. Page 2]]

            Our foregoing treatment of your inquiry makes it unnecessary to interpret the scope of the Canadian exemption to our Alien Land Law.  However, we agree with your suggestion that the affirmative right is granted to a Washington corporation to hold real estate where the stock of the corporation is owned by a Canadian corporation organized under the laws of a province imposing no alien disability to land ownership by Washington citizens.  RCW 64.16.150; Washington Constitution, Article II, § 33, as amended.

            We trust the foregoing information will be of assistance to you.

Very truly yours,

JOHN J. O'CONNELL
Attorney General

HAROLD T. HARTINGER
Assistant Attorney General