Dissenting Opinion by
Mr. Justice Musmanno:Section 310.10 of the Estates Act of 1947, P. L. 100, Sec. 10 (20 P.S.) provides: “Except as otherwise provided by the conveyor, if the charitable purpose for which an interest shall be conveyed shall be or become indefinite or impossible or impractical of fulfilment, or if it shall not have been carried out for want of a trustee or because of the failure of a trustee to designate such purpose, the court may, on application of the trustee or of any interested person or of the Attorney General of the Commonwealth, after proof of notice to the Attorney General of the Commonwealth when he is not the petitioner, order an administration or distribution of the estate for a charitable purpose in a manner as nearly as possible to fulfill the inten*158tion of the conveyor, whether his charitable intent be general or specific. 1947, April 24, P. L. 100, Sec. 10.”
While this section deals with cases where the doctrine of cy pres applies, it does show that public policy approves of the enforcement of trusts through the institution of suit by “any interested person” after proof of notice to the Attorney General of the Commonwealth. The beneficiaries of the Barnes Foundation are the members of the public, of whom the plaintiff is one. He is, therefore, an “interested person,” and having properly notified the Attorney General of his action and obtained his express written consent thereto, which was made a part of the Bill, the suit Avas properly instituted by him.
In fact, the Attorney General is directly involved in the proceedings. Exhibit “A” of the Amended Bill of Complaint reads as follows:
“IN THE COURT OF COMMON PLEAS OF MONTGOMERY COUNTY, FEBRUARY TERM, 1952. No. 2 IN EQUITY. Harold J. Wiegand, Individually and as Editorial Writer for The Philadelphia Inquirer Division of Triangle Publications, Inc. 115 Old Lancaster Road, Cynwyd, Pennsylvania, Plaintiff v. The Barnes Foundation, a Pennsylvania Corporation, Laura L. Barnes, Nelle E. Mullen, Mary Mullen, Yiolette deMazia and Albert Nulty, Officers and Trustees of The Barnes Foundation, LoAver Merion ToAvnship, Montgomery County, Pa., Defendants.
“CONSENT
“Robert E. Woodside, Attorney General of the Commonwealth of Pennsylvania, hereby consents to the filing of the foregoing Amended Bill of Complaint in Equity.
(s) ROBERT E. WOODSIDE”
Robert E. Woodside
*159By this written participation in the very Bill of Complaint, the Attorney General has made the plaintiff’s action Ms action and he has become a party to the record as if expressly named in the caption. By this participation in the lawsuit the Attorney General would be estopped from authorizing other similar actions so that the danger of further like suits being instituted is conclusively forestalled.
No objection was made by the defendant to the plaintiff’s declaration in his brief: “No statement of the amount in controversy is necessary by reason of the fact that the action1 was authorized by the Attorney General of the Commonwealth of Pennsylvania, whose express consent was attached to the Amended Complaint in Equity filed. Act of 1895, P. L. 212, Para. 7, Sec. c, as amended by Act of 1899 P. L. 248, Para. 1, and Act of 1923, P. L. 3 No. 2, Sec. 1 (17 P.S. 184).”
The opinion of the court below sustained the first and second preliminary objections in the defendant’s answer, but made no reference to disqualification on the part of the plaintiff.
The Barnes Foundation has been adjudicated to be a “purely public charity.” (C.P. No. 1, Dec. Term, 1929, No. 6369; Barnes Foundation v. Keely, 108 Pa. Superior Ct. 203; 314 Pa. 112.)
There can be no doubt about the public character of this institution. The charter which brought the Foundation into being specified its purpose, inter alia, as follows: “The purpose for which the corporation is formed is to promote the advancement of education and the appreciation of the fine arts; and for this purpose to erect, found and maintain, in the Township of Lower Merion, County of Montgomery and State of Pennsylvania, an art gallery and other necessary build*160ings for the exhibition of works of ancient and modern art. . .” An arboretum and a laboratory of arboriculture were also provided for.
Paragraph 29 of the Indenture specifies that the Art Gallery shall be open to the public: “During the life of Donor and his said wife the art gallery of Donee shall only be open to the public on not more than two days in each week, except during July, August and September of each year, and only upon cards of admission issued by or under the direction of the Board of Trustees of Donee.”
Paragraph 30 emphasizes the public nature attaching to the Art Gallery: “. . It will be incumbent upon the Board of Trustees to make such regulations as will ensure that it is the plain people, that is, men and women who gain their livelihood by daily toil in shops, factories, schools, stores and similar places, who shall have free access to the art gallery upon those days when the gallery is to be open to the public
Paragraph 33 reiterates the public character and the democratic nature of the grant: “The purpose of this gift is democratic and educational in the true meaning of those words, and special privileges are forbidden.” [This paragraph then prohibits the holding of “tea parties, dinners, banquets, dances, musicales or similar affairs,” in the Foundation buildings.] “It is further stipulated that any citizen of the Commonwealth of Pennsylvania who shall present to the courts a petition for injunction based upon what reputable legal counsel consider is sufficient evidence that the above-mentioned stipulation has been violated, shall have his total legal expense paid by The Barnes Foundation.”
In considering the dismissal of the Bill of Complaint we are required to accept as true the averments therein. That Bill categorically declares that the pur*161pose of the Charter is being subverted by the defendant Board of Trustees, that the specific intentions of the Donor are being flouted and that certain by-laws controvert both the Charter and provisions of the Indenture, whereby the grant came into being. In defiance of the Charter and the Indenture, the Board of Trustees has sealed off the Art Gallery from the public. Those who ask to see the paintings, sculpture, drawings, etchings and lithographs housed in the Gallery receive a card which coldly announces: “THE BARNES FOUNDATION is not a public gallery. It is an educational institution with a program for systematic work, organized into classes which are held every day, and conducted by a staff of experienced teachers. Admission to the gallery is restricted to students enrolled in the classes.”
It would seem that Dr. Barnes in his lifetime, not unlike other geniuses, leavened the force of a powerful personality with the yeast of whim and idiosyneracy. The Board of Trustees apparently are seeking to perpetuate an idiosyncratic trend in the administration of the trust fund, but it has no right to go beyond the clearly worded intention of the charter and the Indenture. The Board is not privileged to guess as to what Dr. Barnes might have wanted. It must follow his explicit instructions that “it will be incumbent upon the Board of Trustees to make such regulations as will ensure that it is the plain people, that is, men and women who gain their livelihood by daily toil in shops, factories, schools, stores and similar places, who shall have free access to the art gallery upon those days when the gallery is to he open to the public.” Building a wall of haughtiness around the gallery, through which no one may pass except the chosen few picked by the Board of Trustees is certainly not conducive to helping the “plain people.”
*162Every one has the right to dispose of his money, property and other possessions as he chooses, bnt once he stamps them with a public interest to the extent that they are exempt from public taxation he divests himself of the arbitrary control which was once his. And what he cannot do, his representatives may not do.
If we accept as fact the averments in the Bill of Complaint we must conclude that the arbitrary action taken by the Board of Trustees in their administration of this trust estate is defeating the very purpose of the charter which created it. The Foundation enjoys immunity from local, state and federal taxation. It is asserted in the Bill of Complaint that this tax exemption has saved the Foundation “many hundreds of thousands of dollars since its incorporation.” The taxpaying public has a direct interest in this institution and that interest cannot be ignored by the Board of Trustees, especially in the face of the oft-repeated conditions announced by the donor.. If a court of equity does not step in to compel the Board of Trustees to enforce the dictates of the charter and the indenture, the Barnes Foundation will become a private tax-exempt collection of $25,000,000 worth of rare art, plus other property.
There can be no doubt about the right of a Court of Chancery to hear testimony to determine whether the serious charges made in the Bill of Complaint against the Board of Trustees are substantiated in fact or not. In the case of Hamilton v. John C. Mercer Home, 228 Pa. 410, this Court approved of the statement made by the celebrated Judge Sulzberger, President Judge of the Common Pleas Court of Philadelphia County: “Fortunately, the powers of a court of equity are ample for the purpose. Whenever it is shown that trustees are derelict in the administration' of their trust, *163the chancellor interferes to save the trust. This ancient remedy, under the inherent jurisdiction of the court, has been formally ratified by statute. The Act of June 16, 1836, sec. 13, P. L. 785, 789, confers upon us the jurisdiction and powers of a court of chancery so far as relates to GY. The control, removal and discharge of trustees, and the appointment of trustees, and the settlement of their accounts.’ And as regards the case in hand we have the additional power conferred in the same section, subhead ‘Y. The supervision and control of all corporations other than those of a municipal character. . . .’ If the plaintiffs have a standing here, it would be easy to shape a bill and its prayers so that any inefficiency in management tending to destroy or to impair the trust may be corrected.”
It could be that the Bill of Complaint cannot be supported in fact, that the charges therein are exaggerations of chance incidents and happenings, but how can that be determined without a hearing? The plaintiff makes the flat statement that the Art Gallery has been closed to the public. Under no semblance of logic can that statement be reconciled with the positive mandate that the public shall have access to the art gallery not more than two days a week. “Not more than” necessarily means more than nothing. If, on condition of tax exemption of a building housing a rare library, the owner or trustee announced to the public that it would have access to the library not more than 200 days a year, the only interpretation possible would be that on a certain number of days ranging from some substantial minimum number up to 200 the public could examine the volumes in question. But if the owner or trustee barred the doors completely to the public throughout the entire year, it cannot be questioned that his recalcitrance would be a matter for review by a Court of Chancery, whose jurisdiction was in*164voked by a member of tbe public. How does that differ from the situation at bar?
No matter what powers the Board of Trustees may have, it cannot transcend the borders of the charter’s intention. Any by-laws and regulations which it may promulgate in violation of that intention may be modified, altered or outrightly invalidated by the Court of Equity upon application by an aggrieved party. In the case of Lutz v. Webster, 249 Pa. 226, a by-law of the involved corporation provided that four-fifths of the capital stock had to be represented for a quorum at a stockholders’ meeting. Upon suitable application to a court of equity, it was held that this was an unreasonable by-law and that a meeting could be held, even though four-fifths of the stockholders were not represented in person or by proxy. This Court affirmed the lower court’s decision: “The jurisdiction of the court to grant the relief prayed for is challenged, but we agree with the views of the learned chancellor and approved by the court in banc, that under the exceptional facts of this case, the court had power to determine whether the by-law was inconsistent with the law of the State, and if found to be so, to decree that an election be held at which a majority of the stock shall constitute a quorum. The appellant Webster has prevented the holding of an annual election for two years by refusing to attend a meeting called for this purpose, and certainly it is within the spirit and reason of our own cases for the court to order an election to be held in an orderly and lawful manner under such circumstances.”
Of course, interfering with the functions of any managing body of a corporation is a serious matter and can never be justified on some slight undertaking, but the issue in this case has to do with the very heart and soul of the charitable project: giving the public *165a chance to see the reputedly fabulous works of art which otherwise might never come within the orbit of its enjoyment. Justice Kephart, in Barnes Foundation v. Keely, supra, said: “It is a general rule that the management of corporate affairs is within the discretion of the proper officers of the corporation, and this discretion when not abused is not to be interfered with. . . .” The plaintiff protests, however, in his Complaint that the discretion vested in the Board of Trustees is being abused.
Justice Kephart said further in that same decision: “Reasonable regulations for admission of the public do not destroy the charitable nature of a gift where it is otherwise found to be so.” But the Bill of Complaint avers that the regulations imposed by the Board of Trustees are unreasonable. And if the facts alleged by the plaintiff are true, and we are required, in considering this action, to accept them as true, the lower court was not, in my opinion, justified in dismissing the Bill.
Italics throughout, mine.