Boyle v. Maryland State Fair, Inc.

Walsh, J., delivered the opinion of the Court. The bill of complaint in this case, which was filed by the appellant, ashed the court to require the defendant to surrender to the plaintiff an undivided one-fourth interest in certain land, to account and pay over to- the plaintiff the income and profits received by the defendant from said interest since IDII, and for other relief. The hill alleges, that on July 14th, 1888, Adolph and Louisa Schmidt, being seised' as tenants by the entireties of a tract of land of about one hundred anti eighteen acres, in Anne Arundel County, conveyed the same to Louisa Schmidt in trust for herself for life, and after her death and upon condition of the payment of certain debts upon the land, the remainder was conveyed to their seven children, one of whom was the plaintiff, and there was also a further trust that the said Louisa, could, at any time during her lifetime, upon the payment by any one of the children of their respective part of the debt, convey to such child its share. The hill also alleges that in 1895 a survey of the land was made, and after the one hundred and eighteen acres was divided among the children “in accordance with the said deed of trust and an agreement be ³³⁶ tween said children” a parcel of about four and one-half acres of land at the western extremity of the whole tract remained undisposed of.

That as a result of said agreement and partition three of the children were divested of any interest in this four and one-half acres, so that the title to it remained in Louisa Schmidt for life, with remainder over to the other three children and the plaintiff. That on October 20, 1902, Louisa executed a deed conveying said four and one-half acres (hereinafter called the track) to the plaintiff in trust for the plaintiff until her daughter Irene (who later intermarried with one Studds), became eighteen years of age, then in trust for Irene until she became twenty-one, and thereupon the tract was to be conveyed to the said Irene in fee-simple, provided that if Irene died before reaching twenty-one the property was to vest in the plaintiff in fee-simple. That after Irene became twenty-one, the plaintiff, through inadvertence, did not convey the property to her, though she was ready and willing to do soq that some time prior to May 29, 1911, one Hopkins, president of the Laurel Four County Fair, Inc., “the corporate predecessor in interest and title ito the defendant, herein acting for and on, behalf of his corporation,” negotiated with Irene for the purchase of said fract, that the plaintiff knew nothing of the details of these .negotiations “until after they were concluded,” and that these negotiations resulted in Irene selling her interest in the tract to Hopkins. That the officers of the Laurel Four 'County Fair, Inc., thereupon advised the plaintiff that in order to vest in Irene the title and estate given to her under the trust deed of 1902, it was necessary for the plaintiff to sign the deed conveying the tract from Irene to Hopkins not only as trustee, but also individually, because, under the deed of trust, the plaintiff would acquire a beneficial interest in the property if Trene died before becoming twenty-one, and hence the plaintiff’s joinder in the deed individually was needed to prevent any future claim that said Irene had died before attaining the age of twenty-one.

It was further alleged that the plaintiff was unskilled in conveyancing, that ³³⁷ •she executed the deed relying upon the foregoing representations of the officers of the Laurel Four County Fair, Inc., and that at the time she executed the deed she believed that Louisa Schmidt, the life tenant, had full power over the property during her lifetime, and that she did not know that she, as remainderman, liad any rights during her mother’s lifetime, nor that she could execute a conveyance affecting her interest and remainder under the deed of trust of 1888. That the negotiations of Hopkins were with Irene and not with plaintiff up to the time she was requested to join in the deed; that no one paid or offered to pay the plaintiff any consideration; that her motive in signing the deed was to clear the title and that the officers of the defendant advised her that her signature was necessary to accomplish that; and that the plaintiff does not know whether the agents with whom she dealt knew of her interest and remainder under the deed of 1888, but if they did, then they were •guilty of fraud, and if they did not intend to acquire said interest, then it would he unjust to permit them to retain •said interest under the deed of 1911. The bill then asked the court to decree that the defendant’s right under the deed ■of 1911 ceased upon the death of Louisa Schmidt in 1917, and that the defendant be required to surrender possession of the said land to plaintiff and to account for the mesne profits. Later oil the bill of complaint was amended by filing as exhibits copies of the deed showing the chain of 'title to the land in question from its transfer to Adolph and Louisa Schmidt by Henry and Elizabeth Hartman in 1881, •down to its acquisition by the defendant from, the Laurel Four C’ounty Fair, Inc., in August, 1911.

This chain of title shows the original transfer above mentioned, then the trust deed from Adolph and Louisa Schmidt to the latter in 1888, then the trust deed of 1902 from Louisa Schmidt to the plaintiff in which Louisa undertook to convey the fee-■simple title to the four and one-half acres involved in this •case, then the deed of 1911 from, the plaintiff, hoth as trustee and individually, her husband, her daughter Irene and the ³³⁸ latter’s husband, to Hopkins, in which the grantors undertook to transfer to the grantee a fee-simple title to the four and a half acres, and which also contained a special warranty and a warranty of further assurance, then the deed of June 6, 1911, from Hopkins to the laurel Four Oounty Fair, Inc., and finally the deed from the last named grantee to the defendant, dated August 25, 1911. The defendant demurred to the amended bill, and the demurrer having been sustained by the learned court below, the plaintiff has appealed. The plaintiff’s interest in the land in dispute is alleged to be an undivided one-fourth interest. The ownership of the remaining three-fourths interest was before this Court in the case of Maryland State Fair, Inc., v. Basilicus H. Schmidt et al., 147 Md. 613 , and we decided in that case that the three-fourths interest there involved did not pass under the deeds from Louisa Schmidt to the plaintiff, and from the plaintiff, her daughter and others, to Hopkins, and so to the Maryland State Fair, Inc., the defendant in that case as well as in this one, but was, on the contrary, vested in three of the children of Adolph and Louisa Schmidt, namely, Henry, Basilicus and Mary, as remaindermen under the original trust deed of 18S8.

It was also stated in the course of the opinion in that case that the Maryland State Fair, Inc., “has also acquired and holds the interest of Emma J. 0. Boyle (the plaintiff here) in the whole property,” and it further appears in that opinion that the four and a half acres involved is now part of the Laurel race track and because of this fact has been considerably enhanced in value. The plaintiff here was not a party to the case just discussed, and so the statement quoted from that opinion is not binding upon her, but it is obvious that the statement accurately describes the effect of the deed of 1911 from the plaintiff, her daughter and others, to Hopkins, and that the defendant here has acquired the plaintiff’s interest and title unless the-bill alleges facts which would justify the Gourt in reforming or setting aside the deed in question. In fact, the plain ³³⁹ tiff concedes that the deed of 1911 on its face conveyed a fee-simple title to Hopkins, and transferred the entire interest of the plaintiff to him, but she contends that the allegations of the bill are amply sufficient to warrant tbe interposition of a court of equity either on the ground of a mutual mistake, or on the ground of a mistake on her part and inequitable conduct or fraud on the part of Hopkins, acting as agent for the defendant.

Leaving out of consideration the question of whether the •alleged mistake of the plaintiff was one of law or fact, concerning which matter there is a great deal of learning in the decisions and very little agreement, it would seem to be ratlier dear that the bill does not allege a mutual mistake. The mistake made by the plaintiff did not arise from lack of knowledge that she had an interest in remainder, but was •due to her alleged ignorance that the deed she signed would ■affect that interest. On the other hand, if any mistake was made by Hopkins, it arose from his failure to know that the plaintiff had an interest in remainder, and the bill does not •even allege this; it simply says the plaintiff does not know whether Hopkins knew of this interest or not. There are allegations that Hopkins intended to acquire Irene Studds’ title, and it is argued from this that he did not intend to ■acquire a fee simple title, because Irene did not have such ;a title.

This contention ignores the deed which Hopkins ■got from Irene, the plaintiff, and others, which deed is part •of the bill. That deed undoubtedly undertook to convey a fee simple title, and its provisions were amply sufficient to transfer all the interests of those who signed it. As a matter of fact, the bill and exhibits show that at the time IIop'kins purchased the property the plaintiff was holding the legal title in trust for Irene, under a deed which purported to convey the property in fee simple, and as Hopkins secured a fee simple deed from the plaintiff and Irene, and there is no direct allegation that he did not intend to acquire a fee ^simple title, it is rather difficult to see how it can be held ;that the bill alleges any mistake on Hopkins’ part as to what ³⁴⁰ he was getting. He may have been mistaken as to the respective interests of the plaintiff and Irene, but it seems apparent that he wanted a fee simple title and thought he was getting it.

This mistake as to the plaintiff’s interest, if it existed, is not similar to the plaintiff’s mistake as to the effect of the deed she signed, and it seems very doubtful tons that such a state of facts would ever justify the interference of a court of equity. However, in the present case the bill discloses other circumstances which, in our opinion, bar the plaintiff, and to prevent repetition these will be considered in discussing the charge of fraud brought by the plaintiff. The appellant’s next and1 alternative contention is that the mistake on her part was induced by the agents of the appellee falsely representing to her that the execution of the deed to Hopkins only affected any interest she might have-under the trust deed of 1902, and so, inferentially, did not affect her interest as remainderman under the trust deed of 1888. There can be no doubt of the power of equity to give-relief where there is a mistake by one party, accompanied by fraud or other inequitable conduct on the part of the other-party.

Hesson v. Hesson, 121 Md. 626 ; Cohen v. Numsen 104 Md. 679 , 23 R. C. L. 328 ; 1 Story’s Equity Jurisprudence, sec. 115 ; Pomeroy’s Equity Jurisprudence (3rd ed.),. see. 1376. And this rule applies even where the mistake involved is one of law. 23 R. C. L. 331 ; Deisher v. Price, 148 Ill. 383 ; 21 C. J. 96, and cases cited in notes. The question, therefore, to be determined is whether the bill in this case-alleges such fraud or other inequitable conduct on the part of the appellee as will justify the interference of a court of equity, it being conceded by both parties that the bill does sufficiently allege a mistake on the part of the appellant. The allegations bearing on this point are to be found in the ninth, tenth and seventeenth paragraphs of the bill, in which it is alleged in effect that the agents of the Laurel Four County Fair, Inc., advised the appellant she would have to join in the deed of 1911 to- Hopkins, not only as trustee, but also individually, to protect the purchaser against a claim that ³⁴¹ Irene Studds had died before attaining twenty-one years of age; that the appellant relied on these representations, that she was advised by the agents of the appellee that the sole reason for their requesting her to join in the deed was forth e purpose of clearing the title they were purchasing from Irene Studds, and that the appellant does not know whether-these agents, at that time, knew of the interest in remainder which the appellant held under the deed of trust of 1888.

The general rule is that the facts constituting the fraud charged must be set forth with certainty and particularity,. Wenstrom etc. Co. v. Purnell, 75 Md. 120 ; Miller’s Equity,. sec. 93, p. 118, sec. 133, pp. 171, 172. This has not been done in the bill now before us, unless; it is unnecessary to allege that the party making the misrepresentation knew it was false. There may be cases in which such an allegation is not required, but we do not think this is one of them.

The general rule is thus stated by Pomeroy