Randolph v. Vails

• Decision Date: 21 November 1912
• Citation: 180 Ala. 82,60 So. 159
• Parties: RANDOLPH ET AL. v. VAILS ET AL.
• Court: Alabama Supreme Court

60 So. 159

180 Ala. 82

RANDOLPH ET AL. v. VAILS ET AL.

Supreme Court of Alabama

November 21, 1912

Appeal from Chancery Court, Lamar County; W. H. Simpson, Chancellor.

Bill by M. A. Randolph and others against Jerry W. Vails and others. From a decree of dismissal, complainants appeal. Affirmed with directions that the dismissal be without prejudice.

Wilson Kelley, of Vernon, and Thetford & McKenzie, of Montgomery for appellants.

J. W Loving, of Columbus, Miss., and Walter Nesmith, of Vernon, for appellees.

DE GRAFFENRIED, J.

Undoubtedly the relations of trustee and cestui que trust exist, so far as the personalty of an estate is concerned, between an administrator and the distributees of an estate. The administrator is clothed with the legal title to the personalty, is charged with the payments of the debts of the estate out of such personalty, and with reducing the personal assets to cash, to the end that the distributees of the estate, his cestui que trusts, may receive their distributive shares of such estate.

While our statutes confer large powers upon the administrator of an estate over the real estate of the intestate, the legal title to such lands descends to the heirs of such intestate. It is their land, subject, of course, to the payment of the debts of the intestate if the personalty proves insufficient for that purpose, and subject to certain powers which our statutes confer upon the administrator while acting as such administrator. He may rent out such lands; and if he does so he, in the performance of that act, is a trustee, and is chargeable as such trustee. He may, for certain purposes, under the orders of a court of competent jurisdiction, sell the lands; and if he does so then, in the performance of that act, he is a trustee, and is chargeable as such. For this reason it has been many times held that the purchase by an administrator at his own sale of the lands of his intestate is voidable at the option of the cestui que trust, and will be set aside by a court of equity if application for that purpose is made within a reasonable time. James v. James, 55 Ala. 525.

It, of course, makes no difference whether the purchase is made by the administrator in his own name, or through the medium of some other person, who subsequently conveys to such administrator. Calloway v. Gilmer, 36 Ala. 354.

"To this eminently wise and conservative principle, the previous decisions of this court require us to recognize a single exception; that is, that such executors and administrators as have an interest in the property sold may purchase at a sale of the goods of the estate, provided there is no unfairness, and the property is exposed to sale in the ordinary mode, and under such circumstances as will command the best price." Calloway v. Gilmer, 36 Ala. 354.

(2) There seems to be no doubt about the fact that a tenant in common "will not be permitted to inequitably acquire title to the common property solely for his own benefit, or to the exclusion of his cotenants; the general rule being that the purchase or extinguishment of an outstanding title to, incumbrance upon, or claim against, the common property by one tenant in common inures to common benefit of all the co-owners who may, within a reasonable time, elect to avail themselves of the benefit of the purchase of the outstanding interest or conflicting claim, or the removal of the incumbrances from the common property." 38 Cyc. 40, 41, and authorities cited in the notes; Savage et al. v. Bradley, 149 Ala. 169, 43 So. 20, 123 Am. St. Rep. 30; Lehman, Durr & Co. v. Moore, 93 Ala. 186, 9 So. 590.

(3) M. E. Vails died, a resident citizen of Lamar county, on the 24th day of July, 1900, leaving as his heirs nine children and five grandchildren; four of the grandchildren being the children of a deceased child, and the other grandchild being the only child of another deceased child. At the time of his death he owned certain real estate, a part of which was covered by a mortgage of M. L. Smith, and the other part by another mortgage to P. W. Kemp. These lands, of course, subject to the above mortgages, descended to the above children and grandchildren as tenants in common. Shortly after the death of said M. E. Vails, one of his children, Jerry W. Vails, qualified as his administrator. At the time of the death of said intestate, another of his children, Jacob W. Vails, owed him $175, which was secured by a mortgage on certain lands which had been sold to him by said intestate.

On the 10th day of November, 1900, M. L. Smith sold the said lands of said intestate under the power contained in said two mortgages, and bid them in at the sale. On the 26th day of November, 1900, the said Smith conveyed the said lands to the said Jerry W. Vails (then the administrator of the said estate, as we have already stated) and to said Jacob W. Vails as tenants in common. On the 4th day of January, 1904, the said Jerry W. and Jacob W. Vails divided the lands and executed conveyances to each other, evidencing such division. All of the conveyances above referred to appear to have been filed for record in the probate office of Lamar county shortly after their execution and delivery.

(4) This was, in reality, a bill to remove a cloud from the complainants' title to an undivided interest in the lands described in the bill; but, for the purposes of this opinion, we will treat the bill as simply a bill in equity filed by the complainants, who are some of the heirs of M. E. Vails, as tenants in common, against their cotenants in common, who are the remaining heirs of said M. E. Vails, for a sale of the lands of which said M. E. Vails died seised and possessed, for the purpose of distributing among its owners the proceeds derived from such sale. The bill alleges that the parties to the bill are tenants in common of the land; that it cannot be equitably divided among its owners; and that it is necessary that a sale be had for the purposes of distribution among its owners. By treating the bill of complaint in the manner above pointed out, we get at once to the vital issues between the parties, and strip the case of a needless discussion of its minor matters.

The sale by M. L. Smith of the lands, under the power of sale contained in the two mortgages, was not a sale by the administrator of the land. If Smith's purchase at his sale--and under provisions in each mortgage he was authorized to buy at his sale--was for the benefit of Jerry W. Vails (then administrator) and Jacob W. Vails, that purchase was not a purchase of the land by the administrator at his own sale, within the meaning of the law. As the administrator was, as to the personalty of the estate, a trustee for complainants, as it was his duty, if the personalty was sufficient for the purpose, to have paid the mortgage debts and thus have prevented the sale, and as his relation to the heirs, for the above reasons and because of his statutory powers and duties relative to the land, was, as to the land, not that of a trustee, but, nevertheless, of a fiduciary character, the above purchase, if made for his benefit, even for a fair price, in good faith, would have been regarded in a court of equity as a purchase for the common benefit of all the heirs who, within a reasonable time, elected, in an appropriate way, to avail themselves of such purchase, except for the fact that he is shown by the bill to have owned an interest in the land when it was sold. While this exact proposition does not appear to have been heretofore announced, this conclusion seems to be in harmony with principles declared in cases presenting questions of much similarity to the one now under discussion. Daniel v. Stough, 73 Ala. 379; James v. James, 55 Ala. 525; Foxworth v. White, 72 Ala. 224; Savage v. Bradley, supra.

When an administrator with an interest in the lands buys the lands of his intestate at a mortgage or other sale at less than their value, or the sale is not fairly conducted, then if, for such fraud in the sale, the heirs elect to disaffirm the sale they must do so by instituting appropriate proceedings within a reasonable time after the discovery of the fraud. Such a purchase by an administrator with an interest in the land is voidable at the election of the heirs because of the fraud, and only because of the fraud; and it is a familiar proposition that when a conveyance is sought to be avoided in a court of equity on the ground of fraud the actor must invoke the aid of the court within a reasonable time after the discovery of the fraud. Goree v. Clements, 94 Ala. 337, 10 So. 906. In such instances the reasonable time within which the heirs must act must, of course, depend upon the situation of the parties and the circumstances of the particular case. Goree v. Clements, supra; Savage et al. v. Bradley, supra.

(5) In the instant case the purchase was made at a mortgage sale, or shortly thereafter from the purchaser at such sale, by two tenants in common, one of whom was the administrator of the estate of the ancestor from whom the lands descended; and that purchase, if made in good faith and without actual fraud, inured to the benefit of all the tenants in common, provided they, within a reasonable time, elected, in the manner provided by courts of equity, to so treat the purchase. In ordinary cases the reasonable time for the exercise by the coowners of such election has been by this court declared to be two years from the date of the mortgage sale. Savage et al. v. Bradley, supra.

The above rule should be adhered to, unless the particular circumstances of a case take it clearly out of the operation of the rule. Our laws governing the statutory right of redemption of real estate sold under the powers contained in a mortgage give to the...