Armington v. Meyer
| Decision Date | 13 December 1967 |
| Docket Number | No. 56-A,56-A |
| Citation | 236 A.2d 450,103 R.I. 211 |
| Parties | Arthur A. ARMINGTON et al., Trustees v. Catherine S. MEYER et al. ppeal. |
| Court | Rhode Island Supreme Court |
This civil action was commenced in the superior court on April 15, 1966, by the plaintiffs as trustees under the will of Simon W. Wardwell, deceased, for the construction of certain portions of the Tenth paragraph of the latter's will and for instructions to the trustees relative thereto. After the complaint was filed, one of the trustees, Arthur A. Armington, died. Theodore A. Fisher, successor trustee to Arthur A. Armington, was substituted as a party plaintiff. The estate of Arthur A. Armington was added as a party plaintiff and an amended complaint was filed. It is represented that all known parties who may have any interest have been joined as parties defendant and a guardian ad litem has been appointed for persons unknown.
The action was heard on the amended complaint, answers and proof, and as soon as the cause was ready for final judgment in the superior court, it was certified to this court for determination in accordance with the provisions of G.L.1956, § 9-24-28, as amended.
Simon W. Wardwell, hereinafter referred to as the 'testator,' died in Providence on February 19, 1921. His will was duly admitted to probate by the probate court of the city of Providence. Under the Tenth paragraph of his will he left his entire estate to four persons named therein as trustees under the trust established therein for the benefit of certain persons or classes of persons, during their respective lives. The will provides in paragraph Tenth that upon the death of all the beneficiaries the trust estate is to be used for certain charitable purposes in furtherance of testator's intentions as expressed in the Ninth paragraph of his will.
The testator provided for the distribution of up to $50,000 of the annual net income from the trust estate in specified amounts among (1) his wife and after her death to one of her brothers and three daughters of another brother; (2) testator's sisters and brother and after their respective deaths to their daughters and granddaughters; and (3) his trustees. Paragraph Tenth disposes of annual net income in excess of $50,000 according to the following provision:
'That all net income in excess of fifty thousand dollars ($50,000.00) be administered in trust and distributed by my trustee (sic) aforesaid at their discretion and will for the benefit of all aforesaid persons and for any and all men and women among my employees and acquaintances known to my said trustees to have been loyal to me and my inventions during the hard, up-hill struggle to establish my Wardwell Braiding Machine business.'
From the foregoing it appears that the income beneficiaries may be divided into the four following classes:
1. Testator's wife and her nieces and brother;
2. Testator's sisters and brother and their respective daughters and granddaughters; 2
3. The four trustees under said trust and their successors;
4. Certain 'employees and acquaintances' as described in the above-quoted provision from paragraph Tenth.
The trust provides specifically for the distribution of annual net income up to $50,000 as follows:
Class 1. Testator's wife and after her death her brother and their nieces. $15,000.00
Class 2. Testator's sisters and brother and after their respective deaths to their daughters and granddaughters $15,000.00
With the exception of Arthur A. Armington, who died on October 7, 1966, all of the original trustees died prior to 1965 and have been replaced by various successor trustees. At the present time plaintiffs, Oscar L. Heltzen, Frank Lee Baker, Perry E. Farnum and Theodore A. Fisher, are the trustees.
The defendants include the surviving nieces of the testator's wife and the surviving daughters and granddaughters of his sisters and brother. Under paragraph Tenth they are entitled to receive certain annual portions of the net income of the trust estate.
The defendants Louis Shulver and Lucien Jules Geoffroy were former 'employees' of testator's company. The defendant Shulver was served with process, but has made no appearance in these proceedings. The defendant Geoffroy died on February 13, 1966, and the executrix of his estate, defendant Lorette Brisson, has filed an answer to the complaint. The defendant Shulver, and the defendant Brisson, in her capacity as executrix, may be discretionary beneficiaries of some part of the net income of the trust estate in any year in which such net income exceeds the sum of $50,000.
The plaintiffs, Frank Lee Baker and Theodore A. Fisher, in their capacity as executors of the estate of Arthur A. Armington, may be, as such executors, discretionary beneficiaries of some part of the net income of the trust estate in any year in which such net income exceeds the sum of $50,000.
The attorney general has been named a party defendant because, upon the death of all the income beneficiaries, the corpus of the estate is to be devoted to charitable purposes under the terms of testator's will.
The plaintiffs, Oscar L. Heltzen, Frank Lee Baker, Perry E. Farnum, and Theodore A. Fisher, are also beneficiaries of part of the net income of the trust estate.
As we have already stated, after providing for the distribution of the annual net income of the trust estate up to the amount of $50,000, the testator in paragraph Tenth of his will further provided for the distribution of the net annual income of said estate of excess of $50,000. In 1965 and 1966, the annual net income of the trust estate was in excess of $50,000, and there is a probability that this will happen in future years. This situation precipitated the bringing of the instant complaint seeking a construction of that portion of paragraph Tenth providing for the distribution of the annual net income of the trust estate in excess of $50,000. In paragraph 19 of their amended complaint plaintiffs have presented eight specific questions 3 for which they seek the guidance and instructions of this court.
The basic issues raised by the questions posited by the complaint are (1) whether the trustees are required or merely permitted to distribute the annual net income of the trust estate in excess of $50,000, and (2), if such income is distributed, to whom and in what amounts are the trustees required or permitted to distribute the same.
The first question is whether the trustees are '* * * required (or permitted) to distribute all annual net income of the trust estate which exceeds Fifth (sic) Thousand ($50,000) Dollars?' The answer depends upon what the testator intended when he provided in his will:
'That all net income in excess of fifty thousand dollars ($50,000.00) be administered in trust and distributed by my trustee (sic) aforesaid at their discretion and will for the benefit of all aforesaid persons and for any and all men and women among my employees and acquaintances known to my said trustees to have been loyal to me and my inventions during the hard, up-hill struggle to establish my Wardwell Braiding Machine business.'
The testator's language is clear; he directs the trustees to distribute annually all net income in excess of $50,000, but he gives them discretion as to the selection of beneficiaries, the proportion of income to be paid to them and the time said distributions are to be made. There is no language in the will evidencing an intent to add any of this income to the corpus of the trust. Our conclusion finds support in Leo v. Armington, 74 R.I. 297, 301, 60 A.2d 475, 477, where, in construing another section of this same will, this court said:
'* * * Nowhere is there any manifestation of an intention to accelerate the time when the gift for charitable purposes should take effect nor to accumulate funds during the lifetime of any beneficiary in order to increase the corpus of the gift to charity.
'The testator expressly provided that all income up to $50,000 per year should be paid to the groups referred to above and that all in excess of that amount of annual income should be paid to those loyal employees and acquaintances whom the testator wished to become the recipients of his appreciation and bounty. * * *'
Our answer to the first question is that the trustees are required to distribute annually all net income in excess of $50,000.
We consider next the question whether the provision in clause Tenth providing for the distribution of income among the 'employees and acquaintances' of the testator is void for indefiniteness and uncertainty. It appears from an affidavit executed on July 27, 1966, by Arthur A. Armington, the sole surviving original trustee, that he knew of only two former employees who were living in 1965 who were loyal to the testator and his inventions during the period in question, namely, Louis Shulver and Lucien Jules Geoffroy. The pertinent language of the clause in question reads as follows:
'That all net income in excess of fifty thousand dollars ($50,000.00) be administered in trust and distributed by my trustee (sic) aforesaid at their discretion and will * * * for any and all men and women among my employees and acquaintances known to my said trustees to have been loyal to me and my inventions during the hard, up-hill struggle to establish my Wardwell Braiding Machine business.'
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