CLOSE - The Law Mind Legal Dictionary

CLOSEAuthored

The Law Mind • 1281 words

Definition

As used in law, CLOSE carries distinct meanings depending on whether it functions as a noun, verb, or adjective. The meanings do not always map onto each other or onto ordinary usage.

1. (n.) A parcel or piece of land. In real property law, a "close" is the land itself — whether physically enclosed or not. The law treats every person's land as enclosed by an imaginary boundary, making any unauthorized entry a trespass. The classic common-law action of trespass *quare clausum fregit* ("why he broke the close") was the procedural vehicle for enforcing this right. A close in this sense need not have any fence, wall, or visible demarcation; the legal enclosure is implied by ownership.

2. (v.) To end, conclude, or bring to completion. In transactional contexts, to "close" a deal is to execute the final steps that consummate it — exchanging consideration, delivering instruments, and transferring title or rights. In real estate, "closing" refers to the settlement event at which a conveyance is completed. In negotiation or contract law, to close a bargain is to reach final agreement. In regulatory contexts (such as alcohol licensing statutes), to "close" a premises means to cease the regulated activity entirely, not merely to lock the doors.

3. (adj.) Restricted, private, or limited in access or membership. Used in compound terms: a "close corporation" is one whose shares are not publicly traded and whose governance is internally controlled; "close copies" were handwritten copies of legal documents that could be written compactly, as distinguished from regulated office copies; a "closed session" is one from which the public is excluded.

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Common Language

Modern common usage (Wiktionary): An end or conclusion; the manner of shutting; in sales contexts, the moment when a buyer is asked to commit to a purchase; the conclusion of a musical phrase.

Historical common usage (Webster's 1913): To shut or stop an opening; to bring parts together; to bring to an end or period; to complete or finish, as in closing a bargain.

The gap that matters for legal research: The noun sense — a close as a parcel of land — has no counterpart in ordinary modern English and has largely disappeared from common usage. A researcher encountering "close" as a noun in historical pleadings, deeds, or case reports must recognize it as a property term, not a reference to an ending or conclusion. Conflating the noun and verb senses across a single document can produce serious misreadings.

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Common Confusion

Two confusions recur in historical sources. First, the noun "close" (land) and the verb "close" (to conclude) appear in the same legal documents — particularly in pleadings that both describe the trespass to a close and recount the closing of proceedings — without any typographic distinction. Context is the only guide. Second, researchers sometimes confuse "close corporation" with "closed corporation," treating them as interchangeable. While usage varies by jurisdiction and era, the terms have sometimes carried distinct technical meanings in corporate law; older sources may use one where modern law uses the other.

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Recognized Forms

/SUBTYPES

Close (noun, real property): The land interest protected by trespass *quare clausum fregit*. Includes not just physical enclosures but any parcel held with a right to exclude.

Close corporation: A corporation with a small number of shareholders, restrictions on share transfer, and directors empowered to fill their own vacancies without a public shareholder vote. Distinguished from publicly held corporations by its private, often family or partner-based structure.

Close copies: Historical term for handwritten copies of legal instruments written without prescribed spacing requirements, as opposed to office copies governed by word-per-sheet rules.

Closing (transactional): The settlement event in a real estate or commercial transaction at which all conditions are satisfied, documents executed, and consideration exchanged.

Closing agreement (tax): A formal written agreement between a taxpayer and the IRS that conclusively resolves a specific tax matter. Binding on both parties.

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Why It Matters in Research

The noun sense is the primary trap. In historical pleadings — especially trespass actions from the seventeenth through nineteenth centuries — "close" almost always means land, not an ending. Researchers working in Burrill or Bouvier will find this sense prominently treated; Black's second edition gives it less space but acknowledges it. Modern legal databases and finding aids indexed around the verb or adjective senses will not reliably surface materials about trespass to a close.

The verb sense has expanded considerably in transactional practice. "Closing" as a real estate settlement event is a modern American usage; older English sources use "completion" for the equivalent concept. Researchers comparing American and English property transaction materials must watch for this terminological shift.

The close corporation entry in Black's 2nd edition reflects an early articulation of what became a significant body of corporate law, particularly in closely held business planning and minority shareholder rights. Researchers tracing the development of close corporation doctrine should note that the term appears inconsistently across jurisdictions and time periods, and statutory definitions (where they exist) vary.

Closing agreements in tax law are a discrete and highly technical category. The term "close" or "closing" in a tax context almost always signals this formal IRS procedure, not the general transactional meaning.

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Historical Dictionary Support

Burrill provides the fullest treatment of close as a land interest, quoting the foundational principle that every person's land is enclosed in the eye of the law whether or not a physical fence exists. Bouvier reinforces this, grounding the doctrine in the right to exclude and connecting it to trespass doctrine. Both treat the noun sense as primary and the verb sense as merely vernacular.

Anderson's Dictionary of Law is the most useful source for the verb and adjective senses, noting explicitly that as verb and adjective the term "preserves its vernacular senses" except in the compound "foreclose." Anderson also captures the regulatory usage — closing as the cessation of a licensed activity — which the other dictionaries miss entirely.

Rapalje & Lawrence's entry is fragmentary in the available excerpt but confirms the property sense and the trespass *quare clausum fregit* connection, noting that trespass on land was described as a breach of one's close.

Black's 2nd edition adds the close corporation and close copies subtypes, which the earlier dictionaries do not address, reflecting the expansion of the term into corporate and procedural contexts by the early twentieth century.

What the historical dictionaries collectively miss: the modern transactional "closing" as a settlement event, and the tax law closing agreement. Neither concept existed in its current form when these dictionaries were compiled. Researchers should not expect historical dictionary support for these usages.

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Jurisdictional Note

The close corporation form is treated differently across U.S. jurisdictions. Some states (Delaware, Maryland) have specific statutory close corporation regimes; others apply general corporate law with modifications negotiated in shareholder agreements. The term itself appears inconsistently in statutes, and a jurisdiction may recognize the practical arrangements without using the label.

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Encyclopedia Cross-Reference

realestate_37: The Closing Process — Settlement Procedures, Closing Agents, and Escrow (The Law Mind Real Estate Transactions & Construction Encyclopedia)
realestate_41: Post-Closing Obligations — Title Policy Delivery, Document Retention, and Post-Closing Corrections (The Law Mind Real Estate Transactions & Construction Encyclopedia)
tax_14: Closing Agreements (The Law Mind Tax Encyclopedia)

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CLOSEmain

Black's Law Dictionary • 1891

persons dealing there. Called “clericus mer- transferred to the chancery division of the cati." 4 Bl. Comm. 275. high court. Now, by the judicature (officers') act, 1879, they have been transferred to the central office of the supreme court, under the title of "Masters of the Supreme Court," and the office of clerk of records and writs has

CLOSEmain

Bouvier's Law Dictionary • 1928

An interest in the soil. Doc- tor & Stud. 30; 6 East 154; 1 Burr. 133; or in trees or growing crops. 4 Mass. 266; 9 Johns. 118. In every case where one man has a right to exclude another from his land, the law encircles it, if not already inclosed, with an imaginary fence, and entitles him to a compensation in damages for the in- jury he sustains by the act of another pass- ing through his boundary-denominating the injurious act a breach of the inclosure; Hamm. N. P. 151; Doctor & Stud. dial. 1, c. 8, p. 30; 2 Whart. 430. In considering the cases in which tres- pass might be supported for an injury to land, for breaking the close, it is laid down that the term close, being technical and signifying the interest in the soil, and not merely a close or inclosure in the com- mon acceptance of that term. It lies how- ever temporary the tenant's interest, and though it be merely in the profits of the soil as vesturæ terræ or herbagii pas- turæ Co. Litt. 46; 5 East 480; 6 id. 606; 5 T. R. 535; prima tonsura; 7 East 200; chase for warren, etc.; 2 Salk. 637; if it be in exclusion of others; 2 Bla. Rep. 1150; 8 M. & S. 499. So it lies by one hav- ing a right to take off grass; 6 East 602; or after a tenancy expires to emblements; 9 Johns. 108; or one having the right to cut timber trees; 4 Mass. 266. An ejectment will not lie for a close; 11 Co. 55; Cro. Eliz. 235; Ad. Ej. 24. See

CLOSEmain

Rapalje & Lawrence • 1888

(220) assist the justices of the peace in quarter sessions in drawing indictments, entering judgments, issuing process, &c. Pritch. Quar. Sess. 49. CLERK OF THE PETTY BAG.-See

CLOSEv.

Websters Unabridged Dictionary (1913) • 1913

To stop, or fill up, as an opening; to shut; as, to close the eyes; to close a door. To bring together the parts of; to consolidate; as, to close the ranks of an army; -- often used with up. To bring to an end or period; to conclude; to complete; to finish; to end; to consummate; as, to close a bargain; to close a course of instruction. One frugal supper did our studies close. Dryden. To come or gather around; to inclose; to encompass; to confine. The depth closed me round about. Jonah ii. 5. But now thou dost thyself immure and close In some one corner of a feeble heart. Herbert. A closed sea, a sea within the jurisdiction of some particular nation, which controls its navigation.

CLOSEv.

Websters Unabridged Dictionary (1913) • 1913

To come together; to unite or coalesce, as the parts of a wound, or parts separated. What deep wounds ever closed without a scar Byron. To end, terminate, or come to a period; as, the debate closed at six o'clock. To grapple; to engange in hand-to-hand fight. They boldly closed in a hand-to-hand contest. Prescott. To close on or upon, to come to a mutual agreement; to agree on or join in. "Would induce France and Holland to close upon some measures between them to our disadvantage." Sir W. Temple.  -- To close with. (a) To accede to; to consent or agree to; as, to close with the terms proposed. (b) To make an agreement with.  -- To close with the land (Naut.), to approach the land.

CLOSEn.

Websters Unabridged Dictionary (1913) • 1913

The manner of shutting; the union of parts; junction. [Obs.] The doors of plank were; their close exquisite. Chapman. Conclusion; cessation; ending; end. His long and troubled life was drawing to a close. Macaulay. A grapple in wrestling. Bacon. The conclusion of a strain of music; cadence. A double bar marking the end. At every close she made, the attending throng Replied, and bore the burden of the song. Dryden.

closenoun

Wiktionary (English) • 2026

Wiktionary contributors • CC BY-SA 4.0 • via Kaikki
Extracted and formatted for display by Law Mind. Source link opens the current Wiktionary page and its contributor history; it is not a frozen copy of this extract.

An end or conclusion. | The manner of shutting; the union of parts; junction. | The point at the end of a sales pitch when the consumer is asked to buy. | A grapple in wrestling. | The conclusion of a strain of music; cadence. | A double bar marking the end. | The time when check-in staff will no longer accept passengers for a flight.

closeadj

Wiktionary (English) • 2026

Having little difference or distance in place, position, or abstractly; see also close to. | At little distance; near in space or time. | Having little difference or distance in place, position, or abstractly; see also close to. | Almost, but not quite (getting to an answer, goal, or other state); near. | Having little difference or distance in place, position, or abstractly; see also close to. | Almost resulting in disaster. | Having little difference or distance in place, position, or abstractly; see also close to. | Nearly equal; almost evenly balanced; almost exactly matching. | Having little difference or distance in place, position, or abstractly; see also close to. | Adhering strictly to a standard or original; exact or nearly so. | Having little difference or distance in place, position, or abstractly; see also close to. | Intimate or immediate in personal relationship. | Having little difference or distance in place, position, or abstractly; see also close to. | Involving a tight connection; involving frequent communication, shared or cooperative activity, etc. | Compressed, restricted, constrained, etc. | Physically narrow or confined. | Compressed, restricted, constrained, etc. | Tight, with little space separating components or elements. | Compressed, restricted, constrained, etc. | Strictly confined; carefully guarded. | Compressed, restricted, constrained, etc. | Tightly restricted in availability. | Compressed, restricted, constrained, etc. | Of a corporation or other business entity, closely held. | Compressed, restricted, constrained, etc. | Oppressive; without motion or ventilation; causing a feeling of lassitude. | Compressed, restricted, constrained, etc. | Hot, humid, with no wind. | Compressed, restricted, constrained, etc. | Dense; solid; compact. | Rigorous, careful, etc. | Attentive; undeviating; strict. | Rigorous, careful, etc. | Carefully done, detailed. | Rigorous, careful, etc. | Accurate; precise. | Short. | Closed, shut. | Articulated with the tongue body relatively close to the hard palate. | With its wings at its side, closed, held near to its body (typically also statant); (of wings) in this posture. | Difficult to obtain. | Parsimonious; stingy. | Out of the way of observation; secluded; secret; hidden. | Concise; to the point. | Marked, evident.

closeverb

Wiktionary (English) • 2026

To remove or block an opening, gap or passage through. | To move a thing, or part of a thing, nearer to another so that the gap or opening between the two is removed. | To remove or block an opening, gap or passage through. | To obstruct or block. | To remove or block an opening, gap or passage through. | To become denser or more crowded with objects. | To remove or block an opening, gap or passage through. | To make or become unreceptive. | To remove or block an opening, gap or passage through. | To move to a position preventing fluid from flowing. | To remove or block an opening, gap or passage through. | To move to a position allowing electricity to flow. | To remove or block an opening, gap or passage through. | To grapple; to engage in close combat. | To remove or block an opening, gap or passage through. | To angle (a club, bat or other hitting implement) downwards and/or (for a right-hander) anticlockwise of straight. | To finish. | To end or conclude. | To finish. | To finish; to come to an end. | To finish. | To conclude (a sale). | To finish. | To perform as the final act at (a show etc.). | To finish. | To make the final outs, usually three, of a game. | To finish. | To cancel or reverse (a trading position). | To make or become non-operational or unavailable for use. | To put out of use or operation. | To make or become non-operational or unavailable for use. | To cease operation or cease to be available. | To make or become non-operational or unavailable for use. | To cease trading for the day, or permanently. | To make or become non-operational or unavailable for use. | To do the tasks (putting things away, locking doors, etc.) required to prepare a store or other establishment to shut down for the night. | To make or become non-operational or unavailable for use. | To terminate an application, window, file or database connection, etc. | To make or become non-operational or unavailable for use. | To turn off; to switch off. | To come or gather around; to enclose. | To have a vector sum of 0; that is, to form a closed polygon.

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