Adams v. Plunkett

• Decision Date: 26 February 1931
• Citation: Adams v. Plunkett , 274 Mass. 453, 175 N.E. 60 (Mass. 1931)
• Parties: ADAMS et al. v. PLUNKETT et al.
• Court: Supreme Judicial Court of Massachusetts

274 Mass. 453

175 N.E. 60

ADAMS et al.

v.PLUNKETT et al.

Supreme Judicial Court of Massachusetts, Berkshire.

Feb. 26, 1931.

Case Reserved from Supreme Judicial Court, Berkshire County.

Suit by John S. Adams and others against Charles T. Plunkett and others. The case was heard before a single justice and by him reserved upon the pleadings and statement of agreed facts for determination by the full court.

Bill dismissed.P. J. Ashe and W. F. Barrington, both of North Adams, for plaintiffs.

J. Noble, of Boston, C. N. Stoddard, of Greeenfield, and S. Vaughan, of Boston, for individual defendants.

RUGG, C. J.

This suit in equity concerns the management of the William B. Plunkett Memorial Hospital in the town of Adams. The case was reserved upon the pleadings and an agreed statement of facts for the determination of the full court.

The pertinent facts are these: In February, 1917, William B. Plunkett, a lifelong resident of Adams, publicly announced his intention of building a hospital and giving it to the town of Adams. The location and extent of the lands which were to constitute the hospital grounds were made known to the officers of the town in the following month. The erection of the building was commenced and its entire cost was paid by Mr. Plunkett so long as he lived, and after his death in October, 1917, his executors completed and equipped the hospital at the expense of his estate. He talked with his executors about the hospital and communicated to them his desires in respect to the board to manage and control the hospital. He said that he considered it of the utmost importance to keep the hospital ‘out of politics' and that the managing board should be chosen in some other manner than by popular vote. The warrant for the annual meeting of the town in March, 1918, contained this article: ‘To see if the town will take land, together with a Hospital erected and fully equipped thereon, known as the W. B. Plunkett Memorial Hospital, the same to be accepted as a gift to the town by the late W. B. Plunkett; subject to the condition that the same shall be used forever as a Hospital for the reception of persons who require relief during temporary sickness, and also subject to the condition that such ordinances, rules and regulations necessary and expedient for the appointment of trustees and their successors and all other officers and agents necessary for the future management of such Hospital shall be made by the present Board of Selectmen and shall be approved in writing by the executors of the will of the said W. B. Plunkett. And to raise and appropriate such sum or sums of money as may be necessary for the maintenance and support of such Hospital for the ensuing year.’ At an adjournment of this meeting the finance committee of the town reported in favor of the acceptance of the gift subject to the conditions mentioned in the article, and at that meeting it was voted ‘That the Town hereby takes the land, together with the Hospital erected and fully equipped thereon, known as the W. B. Plunkett Memorial Hospital, accepting the same as a gift to the Town by the late W. B. Plunkett, upon the agreement on the part of the legal representatives of the estate of said W. B. Plunkett to complete the grading upon said land in accordance with the plans and specifications already prepared for that purpose; subject to the condition that the same shall be used forever as a Hospital for the reception of persons during temporary sickness, and, also subject to the condition that such ordinances, rules and regulations necessary and expedient for the appointment of trustees and their successors and all other officers and agents necessary for the future management of said Hospital shall be made by the present Board of Selectmen and shall be approved in writing by the executors of the will of the said W. B. Plunkett.’

Shortly thereafter one of the executors of Mr. Plunkett's will conferred with the selectmen of the town touching the organization of the managing board of the hospital, telling them that Mr. Plunkett considered it of the utmost importance that the management of the hospital be kept out of politics and that the gift was made upon condition that this board be chosen and vacancies therein filled in some other manner than by popular vote. In pursuance of the wishes thus expressed and in compliance with the conditions of the vote of the town already quoted, the board of selectmen in April, 1918, made and adopted ordinances, rules and regulations respecting the hospital and its management. After a recital that by the great beneficence ‘of a loyal and devoted life-long citizen of Adams, the late William B. Plunkett, the Town is the recipient of a beautiful Memorial Hospital surrounded by spacious grounds and all fully equipped with modern appliances and already [all ready] for the reception and treatment of persons during temporary sickness, And in pursuance of the wishes of the donor and in compliance with the conditions of the vote of the Town referred to above,’ five ‘Ordinances Rules and Regulations' were adopted. The first set out the name of the hospital; the second provided that the management of the hospital should be in the hands of a board of seven trustees, seven residents of the town being therein named as creating and constituting ‘the present board’; the third was in these words: ‘Whenever the trustees above appointed shall for any cause become less than seven in number the remaining trustees shall cho[o]se by ballot some person or persons to fill the vacancy or vacancies until the said trustees shall be seven in number, and any vacancy thereafter occurring shall be filled by ballot by the remaining trustees. They shall always be residents of Adams and no trustee shall continue to hold his office after ceasing to be a resident of Adams'; the fourth vested the entire control of the hospital in the board of trustees; and the fifth provided that the trustees should make and submit a complete annual report to the town together with an account of all receipts and expenditures. These ‘Ordinances Rules and Regulations' were approved in writing by the executors of the will of Mr. Plunkett. The trustees appointed by the selectmen accepted their trust and made oath to the faithful performance of their duties. Five of them are still in office. Two vacancies since occurring in the board have been filled as provided in article third just quoted.

On June 22, 1918, the executors of the will of Mr. Plunkett conveyed to the town the real estate, together with the buildings thereon and all the equipment and appliances constituting the hospital property. The deed contained the following: ‘This conveyance is made subject to the condition that the premises described herein shall be used forever as a Hospital for the reception of persons during temporary sickness and all the further conditions more particularly set forth in a vote of the Inhabitants of the Town of Adams, accepting the above-described property, which vote was passed on the 16th day of March, A. D. 1918 as appears by the record of the same in the Office of the Clerk of said Town of Adams.’ Appropriations have been made by the town for the support of the hospital varying from $14,000 in 1918 to $22,000 in 1930, the largest appropriation for any single year being $23,000 in 1929.

By St. 1930, c. 32, § 2, it was provided that the town of Adams ‘shall elect at a special town meeting * * * a board consisting of seven trustees to manage’ the W. B. Plunkett Memorial Hospital, two to hold office for a term of one year, two for two years and three for three years, with provision upon the expiration of these terms for elections for a term of three years to fill these vacancies, and that ‘upon the qualification of the trustees so elected, the terms of office of all the trustees of said hospital then in office shall expire.’ Provision was further made (section 3) that the act should become operative only upon its acceptance by the affirmative vote of the majority of the voters voting thereon in answer to a question to be printed on the official ballot for the annual town meeting in 1930. Pursuant to the terms of that act the vote was to accept the act, and in April, 1930, at a special town meeting held pursuant to said chapter 32, the petitioners were elected as trustees to manage the hospital. At this special town meeting a representative of the board of trustees at that time attended and publicly read a protest based upon the conditions of the gift of the hospital, which was filed with the town clerk and recorded in the records of the meeting. Thereafter the plaintiffs, as the elected trustees under said chapter 32, made demand upon the individual defendants as the pre-existing trustees to turn over the control of the hospital to them. That demand was refused. Thereafter they brought the present suit against the individual defendants (who will hereafter be called the defendants) and the town of Adams. The town of Adams makes no contention concerning the merits of the controversy.

The question thus presented for decision is whether St. 1930, c. 32, is valid and binding upon the town of Adams and the defendants.

The facts narrated show that the completed hospital, including buildings and grounds, in June, 1918, was conveyed to the town of Adams in fee but upon the express conditions that it should forever be used as a hospital and that its control and management should be vested in a self-perpetuating board of trustees originally named by the selectmen of the town, all of whom should at all times be residents of the town. This method of selecting the original members of the board of trustees and of filling all vacancies therein from time to time occurring was an essential factor in the scheme of benefaction resulting in the gift of the hospital to the town. The gift in this particular is phrased, not in the form of a direction but of a condition. It would...