Boatmen's Trust Co. v. Sugden, s. 59219
| Decision Date | 17 March 1992 |
| Docket Number | Nos. 59219,59236 and 59267,s. 59219 |
| Citation | 827 S.W.2d 249 |
| Parties | BOATMEN'S TRUST COMPANY, Plaintiff/Appellant, v. Margaret Sample SUGDEN, Defendant/Respondent, and George C. Slaton, et al., Defendants/Cross-Appellants. |
| Court | Missouri Court of Appeals |
This is an appeal from an interlocutory judgment of the Circuit Court of the City of St. Louis, providing for the distribution of trustees's fees from four trusts created by William Sample.
When William Sample died in 1956, he left behind a wife, Julia, and three children: William Sample, Jr., Margaret Sample Sugden (Sugden), and Janet Sample Bass. Both William Sample, Jr., and Janet Sample Bass predeceased Julia Sample. William Sample, Jr., is survived by a daughter, Mary Wilmette. Janet Sample Bass is survived by three children, Jennie Bartee, Margaret Berglund, and Francis Bass, Jr.
Julia Sample re-married and became Julia Sample Tyler (Tyler). At her death in 1987, Tyler was survived by Sugden and the grandchildren, Wilmette, Bartee, Berglund, and Bass (grandchildren). The executor of Tyler's estate is her nephew George Slaton (Slaton).
During his lifetime, William Sample created two insurance trusts described as the "marital insurance trust" and "residuary insurance trust". At his death, his will provided for the creation of two trusts from the residue of his estate described as the "marital testamentary trust" and the "residuary testamentary trust". Julia Sample Tyler was the sole income and discretionary principal beneficiary of the four trusts. St. Louis Union Trust Company and Julia Sample Tyler served as co-trustees of the trust during her lifetime. Boatmen's Trust Company (Boatmen's) is the successor to the St. Louis Union Trust Company. On Tyler's death, the four trusts ended and the principal was distributed. Margaret Sugden succeeded Tyler as co-trustee as provided by the trust agreements. The principal of the marital insurance trust and the marital testamentary trust were distributed pursuant to an appointment by Tyler. The residuary insurance trust and the residuary testamentary trust were distributed to Sugden and the surviving children of William Sample, Jr., and Janet Sample Bass.
At issue in this case is the payment of fees to the trustees for their part in the distribution of the trust principal. The principal in the four trusts consisted primarily of stock in the Ralston Purina Company with a value in excess of 90 million dollars.
Paragraph 15 of the William Sample Will provides for the compensation of the Trustees, as set forth below:
The Trustees shall receive as compensation for their services hereunder, five per cent (5%) upon the gross income accruing each year to the trust estate, and five percent (5%) upon the fair market value of the principal of the trust estate as and when the same is disbursed or distributed from trust. The St. Louis Union Trust Company, while serving as Co-Trustee, shall receive three-fifths ( 3/5) of such compensation, provided, however, that said Trust Company in no event shall receive less than an amount equal to the full five per cent (5%) fee on the annual gross income of the trust estate up to FOUR THOUSAND NO/100 ($4,000.00) DOLLARS, and on principal disbursement up to ONE HUNDRED THOUSAND NO/100 ($100,000.00) DOLLARS or less than FIFTY NO/100 ($50.00) DOLLARS per year as its minimum compensation. If the St. Louis Union Trust Company shall be entitled to the entire fee as above set out, then the individual Co-Trustee shall receive no compensation.
Article Ten of the Insurance Trust provides for the compensation of the Trustees, as set forth below:
TENTH: The Trustees hereunder shall receive for their services five per cent (5%) upon the gross income accruing each year to the trust estate, and five percent (5%) upon the fair market value of the principal of the trust estate as and when the same is distributed free from trust.
The St. Louis Union Trust Company while acting as Co-Trustee shall receive three-fifths ( 3/5ths) of such compensation, provided, however, that said Trust Company shall in no event receive less than an amount equal to the full five percent (5%) fee on annual gross income of the This litigation was commenced by Boatmen's filing a petition in the Circuit Court of the City of St. Louis seeking instructions regarding distribution of the trustee's fee. Sugden, Slaton, and the grandchildren were named as defendants.
trust estate up to Four Thousand Dollars ($4,000.00) and on principal disbursements up to One Hundred Thousand Dollars ($100,000.00) or less than Fifty Dollars ($50.00) per year as its minimum compensation. If the St. Louis Union Trust Company shall be entitled to the entire fee as above set out, then the individual Co-Trustees shall receive no compensation.
Sugden answered Boatmen's petition and claimed that she was entitled to the two-fifths of the co-trustee's fees as Tyler's successor trustee. The grandchildren, as beneficiaries, filed an answer, a cross-claim against Sugden, and a counterclaim against Boatmen's, asking the court to construe the trusts and determine a fair and reasonable compensation for the co-trustees. Slaton filed an answer, a counterclaim against Boatmen's, and a cross-claim against Sugden asking the court to determine that the Estate of Julia Tyler was entitled to fees as co-trustees and that the trust limited Boatmen's to $100,000 in fees or fair and reasonable compensation. Slaton's counterclaim against Boatmen's also included a count of breach of fiduciary duty and a count of unjust enrichment.
The parties filed a stipulation of facts and submitted the case to the court on motions for summary judgment. The court ruled that under the fee arrangement, Boatmen's was limited to receiving a maximum of $100,000 in fees for each trust. As a result, Boatmen's was awarded a total of $291,570.78 in fees as trustee. The court also ruled that Sugden was entitled to $1,846,287.56 in fees as co-trustee. The court certified this judgment as final for purposes of appeal pursuant to Rule 74.01(b), but retained jurisdiction over the two counterclaims of Slaton, breach of fiduciary duty and unjust enrichment, the allowance of prejudgment interest, attorney's fees and expenses.
Boatmen's brought this appeal, and Slaton and the grandchildren filed cross-appeals against Boatmen's and Sugden.
The trial court certified its judgment on the distribution of fees as final pursuant to Rule 74.01(b). However, the trial court retained jurisdiction over issues of prejudgment interest, attorney's fees, expenses, and the two counterclaims of Slaton. Defendant Sugden raises the question of whether the trial court could certify a final judgment while reserving questions of attorney's fees, expenses, and prejudgment interest for later determination. Under Rule 74.01(b), a matter may become final and appealable if it could be the subject of a separate judgment. International Minerals & Chemical Corp. v. Avon Products, Inc., 817 S.W.2d 903, 906 (Mo.banc 1991). The decision to enter a partial and appealable judgment under Rule 74.01(b) is in the broad discretion of the trial judge, who is "best equipped to form an informed conclusion as to the most efficient and economical course for the litigation to take." Id. We find that the construction of the trust and the distribution of the fees could be the subject of a separate judgment and, thus, the certification of a final and appealable judgment was proper. Accordingly, we have jurisdiction over the appeal in this case.
There are two motions pending before this court. Respondent Sugden filed a motion to receive attorney's fees for her expenses in pursuing this appeal. Slaton filed a motion to dismiss point two of Boatmen's argument, which concerns the denial of summary judgment on the unjust enrichment and breach of fiduciary duty claims.
The trial court retained jurisdiction over the issue of attorney's fees in its order. The issue of attorney's fees incurred from this appeal may be addressed by the trial The trial court also retained jurisdiction over Slaton's claims of unjust enrichment and breach of fiduciary duty. In point two of its brief, Boatmen's argues that the trial court erred in denying its motion for summary judgment on these claims. Because these claims remain before the trial court, there has been no final judgment on Slaton's claims. Until there is a judgment disposing of these claims with finality, we are without jurisdiction to entertain an appeal. Section 512.020 RSMo. 1986; Ganaway v. Shelter Mutual Ins. Co., 795 S.W.2d 554, 565 (Mo.App.1990). Slaton's motion to dismiss is granted.
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