Albert Lea College v. Brown
| Decision Date | 13 February 1903 |
| Docket Number | 13,279 - (218) |
| Citation | 93 N.W. 672,88 Minn. 524 |
| Parties | ALBERT LEA COLLEGE v. H. N. BROWN and Others |
| Court | Minnesota Supreme Court |
Action in the district court for Freeborn county against the administrator and heirs at law of Horatio N. Brown, deceased to recover from the estate $2,500, and interest, upon a promissory note of deceased. The case was tried before Kingsley, J., who found in favor of plaintiff. From an order denying a motion for a new trial, defendants appealed. Affirmed.
Promissory Note -- Gift -- Consideration.
B. in his lifetime made and delivered to plaintiff, an incorporated charitable educational institution, dependent for the most part upon voluntary contributions for its support (formed under G.S. 1894, c. 34, tit. 3), his promissory note, by which he promised to pay it the sum of $2,500 at a future date; the same to form, by itself, or with other like contributions, a permanent endowment fund for the college. Before it became due, B. died. Plaintiff, through its board of directors, by resolution, accepted the donation before the death of B.; and in reliance thereon, and upon other like donations, continued its work, when without the same it would have been necessary to suspend, and abandon the purposes for which it was incorporated. It was induced thereby to incur debts and obligations, and to solicit subscriptions from others, all of which was known to B. Held, that the promise was sufficiently supported by a consideration, was not revoked by the death of B., and is valid and enforceable against his estate.
Morgan & Meighen, for appellants.
The instrument in question was a complete and independent offer to make a gift and could not be enlarged or extended by any act of the plaintiff. It was subject to withdrawal or revocation at any time until executed, and could only be executed by payment, or some act of the donor in furtherance or execution of the gift; and it was completely annulled and revoked by the death of the donor before the time fixed for fulfilment. The resolution of thanks and acceptance added nothing to its force or validity and merely signified a willingness to accept the money when tendered and for the purposes specified. Fink v. Cox, 18 Johns. 146; Schoon-maker v. Roosa, 17 Johns. 301; Pearson v Pearson, 7 Johns. 26; Noble v. Smith, 2 Johns. 52; Second National v. Williams, 13 Mich. 282; Simpson v. Tuttle, 71 Iowa 596; Beatty v. Western College, 177 Ill. 280; Pratt v. Trustees, 93 Ill. 475; Beach v. First Methodist, 96 Ill. 177; Hudson v. Green Hill, 113 Ill. 618; Wesleyan v. Fisher, 4 Mich. 515; Trustees v. Cowls, 6 Pick. (Mass.) 427; Roberts v. Cobb, 103 N.Y. 600; Johnston v. Wabash, 2 Ind. 555; Roche v. Roanoke, 56 Ind. 198; Simpson v. Bryan, 50 Iowa 293; Vierling v. Horton, 27 Ill.App. 263; Pryor v. Cain, 25 Ill. 292; Cottage v. Kendall, 121 Mass. 528; School v. Sheidley, 138 Mo. 672; Brooks v. Owen, 112 Mo. 251; Koch v. Lay, 38 Mo. 147; Steele v. Steele, 75 Md. 477; University v. Livingston, 57 Iowa 307; Trustees v. Garvey, 53 Ill. 401; Pitt v. Gentle, 49 Mo. 74; Richelieu v. International, 140 Ill. 248; Pope v. Dodson, 58 Ill. 360; Blanchard v. Williamson, 70 Ill. 647; McClure v. Wilson, 43 Ill. 356, and cases there cited; Trustees v. Carter, 72 Ill. 247.
The promissory note of a donor, as a gift, is a mere naked revocable promise, without a sufficient valid consideration, and creates no obligation on the part of the maker or his representatives. Hall v. Howard, Rice Law (So. C.) 310; Simmons v. Cincinnati, 31 Oh. St. 457; Flint v. Pattee, 33 N.H. 520; Parish v. Stone, 14 Pick. (Mass.) 198; Holley v. Adams, 16 Vt. 206; Shaw v. Camp, 160 Ill. 425; Williams v. Forbes, 114 Ill. 167; Richardson v. Richardson, 148 Ill. 563; Graves v. Safford, 41 Ill.App. 659; Sanborn v. Sanborn, 65 N.H. 172; Holmes v. Roper, 141 N.Y. 64; 14 Am. & Eng. Enc. (2d Ed.) 1016, 1017, 1030, notes and cases; Tracy v. Alvord, 118 Cal. 654; Raymond v. Sellick, 10 Conn. 480; Carr v. Silloway, 111 Mass. 24; Thresher v. Dyer, 69 Conn. 404; Curry v. Powers, 70 N.Y. 212; Cloyes v. Cloyes, 36 Hun, 145; Smith v. Kittridge, 21 Vt. 238; Murphy v. Bordwell, 83 Minn. 54; Voorhees v. Combs, 33 N.J.L. 494; Gammon v. Robbins, 128 Ind. 85; Egerton v. Egerton, 17 N.J.Eq. 419; Gano v. Fisk, 43 Oh. St. 462; Penfield v. Thayer, 2 E. D. Smith, 305; Rice v. Rice, 68 Ala. 216; 1 Parsons, Cont. (7th Ed.) *454.
H. C. Carlson, for respondent.
Action to recover against the estate of Horatio D. Brown, deceased, the amount of a promissory note by him delivered to plaintiff in his lifetime, by which he promised to pay plaintiff the sum of $2,500 for the purposes and upon the terms and conditions therein specified. Plaintiff had judgment in the court below, and defendants, heirs of the deceased, appealed from an order denying their motion for a new trial.
The facts are as follows: Plaintiff, Albert Lea College, is a corporation formed January 13, 1881, under and pursuant to G.S. 1894, c. 34, tit. 3, for the purpose of conducting a college for the education of young women, with power to establish and conduct a preparatory or academical department, on principles in sympathy with the religious teachings of the Presbyterian Church. Soon after its incorporation it acquired suitable buildings and other property for its accommodation, and has ever since carried on and conducted the college in all respects as required by law and its articles of association. It is charitable in its nature, and not conducted for a pecuniary profit to its members. The government of its affairs has been at all times vested in a board of trustees, one of whom, from the organization of the college until his death, was decedent, Brown, whose efforts in its support, pecuniary, and otherwise, from the time of its formation, were of substantial benefit, and contributed much to its success. On May 23, 1901, he executed and delivered to its trustees a promissory note, in form and effect, though not negotiable, in the following language:
Thereafter, on June 12 following the delivery of the note, the board of trustees accepted the same, and, to that end, duly adopted a resolution in the following language:
"Resolved, that the board of trustees hereby accept the donation of Hon. H. D. Brown of the sum of $2,500 towards an endowment for Albert Lea College, and the board hereby extends to Mr. Brown its hearty thanks for this manifestation of his generosity, which, in connection with his many previous contributions of time, money, and effort, will make possible a future for Albert Lea."
Decedent was duly notified of the acceptance by a copy of the resolution being transmitted to him. On August 3, 1901, subsequent to the delivery of the note and its acceptance by the plaintiff, Brown died, but prior thereto no part of the note had ever been paid; it was not yet due; and the trustees presented the same to the probate court having jurisdiction of the administration of his estate for allowance. From the decision of that court an appeal was taken to the district court, where, after trial without a jury, plaintiff had judgment.
The trial court found, among other matters of fact, that, in addition to the sums of money received from tuition from time to time, it has always been necessary to meet the expenses of the college, to a large degree, by voluntary donations from persons charitably disposed, who were interested in the perpetuation of the college and the accomplishment of its objects, without which it would have been obliged to abandon the purposes for which it was incorporated; that on May 23, 1901, the trustees deemed it necessary, for the relief of the college from financial embarrassment, and for its continued existence, to authorize the solicitation of money for the purpose of paying outstanding indebtedness, and of establishing a permanent endowment fund for the college; that decedent, being a member of the board of trustees, and an active supporter of the college, was familiar with its condition, and with the purposes of the board in soliciting such subscriptions, and, to aid and assist this object, delivered to them the note in question. The court further found that if the said Brown and others had not contributed to the support of the college, either toward an endowment fund, or for the payment of its debts, it would have been necessary for the college to have suspended its work, and to have abandoned the objects for which it was incorporated, all of which was known to Brown at the time he made and delivered the note in question; that, relying upon this subscription, the trustees were encouraged to continue, and have since then continued, the work of the college, solicited other subscriptions, and expended money received therefrom in the payment of teachers' wages and other expenses of the institution. Upon these facts the court below ordered judgment for plaintiff.
Three questions are presented to this court:
1. Whether certain evidence offered by plaintiff for the purpose of showing a consideration for the execution of the note was competent and admissible.
2. Whether the findings of the trial court in the respects just referred to are sustained by the evidence; and
3. Whether upon the whole record, the note upon which the action is founded was a valid and binding obligation.
1. At the trial plaintiff offered certain testimony upon which it relied to establish a consideration for the note....
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