[Cite as Wynn v. Crumm, 2024-Ohio-1447.]
IN THE COURT OF APPEALS FIRST APPELLATE DISTRICT OF OHIO HAMILTON COUNTY, OHIO
THOMAS WYNN, : APPEAL NO. C-230341 TRIAL NO. 2020-002927 Plaintiff-Appellee, :
VS. : O P I N I O N.
BEATRICE CRUMM, Individually and : as Trustee of the Stephen D. Wynn Living Trust, :
Defendant-Appellant, :
and :
DEBORAH WORSHAM, et al., :
Defendants. :
Appeal From: Hamilton County Court of Common Pleas, Probate Division
Judgment Appealed From Is: Reversed and Cause Remanded
Date of Judgment Entry on Appeal: April 17, 2024
Graf Coyne Co., LPA, William R. Graf, Jennifer J. Loomis, LLC, and Jennifer J. Loomis, for Plaintiff-Appellee,
David L. Prem and Timothy R. Cutcher, for Defendant-Appellant. OHIO FIRST DISTRICT COURT OF APPEALS
CROUSE, Judge.
{¶1} This appeal centers on the question of whether the trust agreement at
issue permits the trustee to sell real property owned by the Trust and distribute the
proceeds of the sale to the beneficiaries, or if instead the trustee must convey title to
the real property to the 14 beneficiaries “in kind.” One faction of the beneficiaries,
represented by plaintiff-appellee Thomas Wynn, argues that title to the real property
must be conveyed to the beneficiaries in kind.1 The other faction, represented by
defendant-appellant Beatrice Crumm, argues that the trustee has the discretion to sell
the property and distribute the proceeds to the beneficiaries. For the following
reasons, we agree with Crumm that the trust agreement permits the trustee to sell the
property and distribute the proceeds of the sale to the beneficiaries.
I. Factual and Procedural History
{¶2} Beatrice is the trustee of the Stephen D. Wynn Living Trust (“the
Trust”). Beatrice is also a beneficiary under the Trust. Thomas, Beatrice’s brother and
one of the beneficiaries of the Trust, brought this action against Beatrice seeking to
compel Beatrice to provide an accounting of Trust assets, to prevent Beatrice from
selling Trust real estate, and to require compliance with Ohio Trust Code provisions
pertaining to impartiality and conflicts of interest.2
{¶3} The Trust provides that the Trust shall terminate and its corpus shall be
distributed on the death of Frank Wynn, Sr., (“Frank Sr.”). Frank Sr. is the father of
the 14 beneficiaries of the Trust. Stephen D. Wynn, the Settlor of the Trust, is one of
Frank Sr.’s children and a beneficiary of the Trust. Prior to his death, Frank transferred
1 Because Thomas and many of the beneficiaries of the Trust share the surname Wynn, we refer to
the beneficiaries and their father by their first names. 2 The complaint names the other beneficiaries as defendants. However, only Thomas and Beatrice
are parties to this appeal.
2 OHIO FIRST DISTRICT COURT OF APPEALS
his real estate to Stephen to avoid those assets being included as countable resources
for Medicaid eligibility purposes. Stephen subsequently transferred the real estate to
Beatrice as trustee of the Trust. Beatrice, acting as Frank Sr.’s attorney-in-fact,
transferred other of Frank Sr.’s property, including bank accounts, a tractor, and cash,
into the Trust.
{¶4} Frank Sr. died in April 2020. In August 2020, Thomas brought the
instant action to enforce his rights as a beneficiary of the Trust. In relevant part, the
magistrate found that the express terms of the trust agreement require that the trustee
convey title to the real estate to the beneficiaries, and that the trustee may not sell the
real estate and distribute the proceeds unless all the beneficiaries agree to such
distribution. The real estate at issue in this appeal consists of three parcels of farmland
in Clermont County, Ohio.
{¶5} Beatrice, as trustee, filed objections to the magistrate’s decision arguing,
in relevant part, that the magistrate erred in her interpretation of the unambiguous
terms of the trust agreement. Beatrice also argues, in the alternative, that if the terms
of the trust agreement are ambiguous, the magistrate erred by failing to hold an
evidentiary hearing. The trial court overruled the objections and issued an order
adopting the magistrate’s decision. This appeal timely followed.
II. Analysis
{¶6} Beatrice raises two assignments of error for the court’s consideration.
In her first assignment of error, Beatrice argues that the trial court erred in its
interpretation of the trust agreement that the trustee is required to distribute the real
estate to the beneficiaries in kind. In her second assignment of error, Beatrice argues
in the alternative that if the trust agreement is ambiguous, the trial court erred by not
3 OHIO FIRST DISTRICT COURT OF APPEALS
holding an evidentiary hearing to determine whether the ambiguity can be resolved
with the assistance of extrinsic evidence of its meaning.
{¶7} The interpretation of a written trust is a question of law, which this court
reviews de novo. Arnott v. Arnott, 132 Ohio St.3d 401, 2012-Ohio-3208, 972 N.E.2d
586, ¶ 14. “A court’s purpose in interpreting a trust is to effectuate, within the legal
parameters established by a court or by statute, the settlor’s intent.” Id., quoting Domo
v. McCarthy, 66 Ohio St.3d 312, 612 N.E.2d 706 (1993), paragraph one of the syllabus.
Accordingly, “the trust must be read as a whole to discern the intent of the settlor.”
Evans v. Evans, 2014-Ohio-4450, 20 N.E.3d 1139, ¶ 16 (4th Dist.); May v. Lubinski,
9th Dist. Summit No. 26528, 2013-Ohio-2173, ¶ 10.
{¶8} The portion of the trust agreement in dispute is found in Article
IV(B)(1):
Real Estate Division into Shares. Trustee shall divide all real estate then
remaining in the Trust Estate into fourteen shares. Trustee shall
distribute one such share, outright and free of trust, to each of Frank L.
Wynn’s children.
{¶9} There is no explicit language in Article IV or elsewhere in the trust that
forbids the trustee from selling the real estate in the trust and requires the trustee to
convey the real estate to the beneficiaries in kind.
{¶10} Beatrice points to the following power granted to the trustee in Article
V(P), as the source of the trustee’s authority to sell the real estate and distribute the
proceeds to the beneficiaries:
In-Kind Division or Distribution. Upon any division, distribution,
allocation or apportionment of any assets, Trustee may make such
4 OHIO FIRST DISTRICT COURT OF APPEALS
division, distribution, allocation or apportionment in money or in kind,
or partly in money and partly in kind.
{¶11} Beatrice also points to Article V(C), which sets forth another
discretionary power of the trustee, as confirmation that the trustee has the authority
to sell the real estate:
Disposition of Assets. Trustee may sell, lease, exchange or grant options
to purchase, publicly or privately, any asset, real or personal, and any
right appurtenant thereto, for cash or upon credit, with or without
security.
{¶12} Under this paragraph, the trustee has the discretion to sell the real
estate at any time during the existence of the Trust. Beatrice argues that bestowing
such power upon the trustee demonstrates that the settlor did not intend for the
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[Cite as Wynn v. Crumm, 2024-Ohio-1447.]
IN THE COURT OF APPEALS FIRST APPELLATE DISTRICT OF OHIO HAMILTON COUNTY, OHIO
THOMAS WYNN, : APPEAL NO. C-230341 TRIAL NO. 2020-002927 Plaintiff-Appellee, :
VS. : O P I N I O N.
BEATRICE CRUMM, Individually and : as Trustee of the Stephen D. Wynn Living Trust, :
Defendant-Appellant, :
and :
DEBORAH WORSHAM, et al., :
Defendants. :
Appeal From: Hamilton County Court of Common Pleas, Probate Division
Judgment Appealed From Is: Reversed and Cause Remanded
Date of Judgment Entry on Appeal: April 17, 2024
Graf Coyne Co., LPA, William R. Graf, Jennifer J. Loomis, LLC, and Jennifer J. Loomis, for Plaintiff-Appellee,
David L. Prem and Timothy R. Cutcher, for Defendant-Appellant. OHIO FIRST DISTRICT COURT OF APPEALS
CROUSE, Judge.
{¶1} This appeal centers on the question of whether the trust agreement at
issue permits the trustee to sell real property owned by the Trust and distribute the
proceeds of the sale to the beneficiaries, or if instead the trustee must convey title to
the real property to the 14 beneficiaries “in kind.” One faction of the beneficiaries,
represented by plaintiff-appellee Thomas Wynn, argues that title to the real property
must be conveyed to the beneficiaries in kind.1 The other faction, represented by
defendant-appellant Beatrice Crumm, argues that the trustee has the discretion to sell
the property and distribute the proceeds to the beneficiaries. For the following
reasons, we agree with Crumm that the trust agreement permits the trustee to sell the
property and distribute the proceeds of the sale to the beneficiaries.
I. Factual and Procedural History
{¶2} Beatrice is the trustee of the Stephen D. Wynn Living Trust (“the
Trust”). Beatrice is also a beneficiary under the Trust. Thomas, Beatrice’s brother and
one of the beneficiaries of the Trust, brought this action against Beatrice seeking to
compel Beatrice to provide an accounting of Trust assets, to prevent Beatrice from
selling Trust real estate, and to require compliance with Ohio Trust Code provisions
pertaining to impartiality and conflicts of interest.2
{¶3} The Trust provides that the Trust shall terminate and its corpus shall be
distributed on the death of Frank Wynn, Sr., (“Frank Sr.”). Frank Sr. is the father of
the 14 beneficiaries of the Trust. Stephen D. Wynn, the Settlor of the Trust, is one of
Frank Sr.’s children and a beneficiary of the Trust. Prior to his death, Frank transferred
1 Because Thomas and many of the beneficiaries of the Trust share the surname Wynn, we refer to
the beneficiaries and their father by their first names. 2 The complaint names the other beneficiaries as defendants. However, only Thomas and Beatrice
are parties to this appeal.
2 OHIO FIRST DISTRICT COURT OF APPEALS
his real estate to Stephen to avoid those assets being included as countable resources
for Medicaid eligibility purposes. Stephen subsequently transferred the real estate to
Beatrice as trustee of the Trust. Beatrice, acting as Frank Sr.’s attorney-in-fact,
transferred other of Frank Sr.’s property, including bank accounts, a tractor, and cash,
into the Trust.
{¶4} Frank Sr. died in April 2020. In August 2020, Thomas brought the
instant action to enforce his rights as a beneficiary of the Trust. In relevant part, the
magistrate found that the express terms of the trust agreement require that the trustee
convey title to the real estate to the beneficiaries, and that the trustee may not sell the
real estate and distribute the proceeds unless all the beneficiaries agree to such
distribution. The real estate at issue in this appeal consists of three parcels of farmland
in Clermont County, Ohio.
{¶5} Beatrice, as trustee, filed objections to the magistrate’s decision arguing,
in relevant part, that the magistrate erred in her interpretation of the unambiguous
terms of the trust agreement. Beatrice also argues, in the alternative, that if the terms
of the trust agreement are ambiguous, the magistrate erred by failing to hold an
evidentiary hearing. The trial court overruled the objections and issued an order
adopting the magistrate’s decision. This appeal timely followed.
II. Analysis
{¶6} Beatrice raises two assignments of error for the court’s consideration.
In her first assignment of error, Beatrice argues that the trial court erred in its
interpretation of the trust agreement that the trustee is required to distribute the real
estate to the beneficiaries in kind. In her second assignment of error, Beatrice argues
in the alternative that if the trust agreement is ambiguous, the trial court erred by not
3 OHIO FIRST DISTRICT COURT OF APPEALS
holding an evidentiary hearing to determine whether the ambiguity can be resolved
with the assistance of extrinsic evidence of its meaning.
{¶7} The interpretation of a written trust is a question of law, which this court
reviews de novo. Arnott v. Arnott, 132 Ohio St.3d 401, 2012-Ohio-3208, 972 N.E.2d
586, ¶ 14. “A court’s purpose in interpreting a trust is to effectuate, within the legal
parameters established by a court or by statute, the settlor’s intent.” Id., quoting Domo
v. McCarthy, 66 Ohio St.3d 312, 612 N.E.2d 706 (1993), paragraph one of the syllabus.
Accordingly, “the trust must be read as a whole to discern the intent of the settlor.”
Evans v. Evans, 2014-Ohio-4450, 20 N.E.3d 1139, ¶ 16 (4th Dist.); May v. Lubinski,
9th Dist. Summit No. 26528, 2013-Ohio-2173, ¶ 10.
{¶8} The portion of the trust agreement in dispute is found in Article
IV(B)(1):
Real Estate Division into Shares. Trustee shall divide all real estate then
remaining in the Trust Estate into fourteen shares. Trustee shall
distribute one such share, outright and free of trust, to each of Frank L.
Wynn’s children.
{¶9} There is no explicit language in Article IV or elsewhere in the trust that
forbids the trustee from selling the real estate in the trust and requires the trustee to
convey the real estate to the beneficiaries in kind.
{¶10} Beatrice points to the following power granted to the trustee in Article
V(P), as the source of the trustee’s authority to sell the real estate and distribute the
proceeds to the beneficiaries:
In-Kind Division or Distribution. Upon any division, distribution,
allocation or apportionment of any assets, Trustee may make such
4 OHIO FIRST DISTRICT COURT OF APPEALS
division, distribution, allocation or apportionment in money or in kind,
or partly in money and partly in kind.
{¶11} Beatrice also points to Article V(C), which sets forth another
discretionary power of the trustee, as confirmation that the trustee has the authority
to sell the real estate:
Disposition of Assets. Trustee may sell, lease, exchange or grant options
to purchase, publicly or privately, any asset, real or personal, and any
right appurtenant thereto, for cash or upon credit, with or without
security.
{¶12} Under this paragraph, the trustee has the discretion to sell the real
estate at any time during the existence of the Trust. Beatrice argues that bestowing
such power upon the trustee demonstrates that the settlor did not intend for the
trustee to be limited to an in-kind distribution of the shares of real estate to the
beneficiaries.
{¶13} By contrast, Thomas focuses his argument on the powers and duties laid
out in the Ohio Trust Code, R.C. Chapters 5801 to 5811. In particular, Thomas calls
attention to the trustee’s duty of loyalty under R.C. 5808.02(A), which states, “A
trustee shall administer the trust solely in the interests of the beneficiaries.” Thomas
emphasizes that duties are mandatory and powers are discretionary. In his brief,
Thomas argues that “duties circumscribe powers.”
{¶14} While we do not disagree with the general principle that a trustee must
exercise her powers in accordance with her fiduciary duties, we are also cognizant that
the Trust Code only governs the trust relationship insofar as the trust agreement is
silent on the relevant issue. See R.C. 5801.04(A) (Emphasis added.) (“Except as
5 OHIO FIRST DISTRICT COURT OF APPEALS
otherwise provided in the terms of the trust, Chapters 5801. to 5811. of the Revised
Code govern the duties and powers of a trustee, relations among trustees, and the
rights and interests of a beneficiary.”). The Trust Code lists 14 exceptions where the
trust agreement cannot modify a statutory provision, but none of those exceptions
apply to the controversy at issue. See R.C. 5801.04(B).
{¶15} In this case, the trust agreement, read as a whole, is unambiguous that
the trustee has the discretionary authority to sell real property held in trust and to
make “any distribution” of trust property in money, in kind, or partly in money and
partly in kind. Article IV(B)(1) requires the trustee to divide all real estate remaining
in the trust into 14 shares. Article V(P) states that once divided, the trustee may make
any distribution “in money or in kind.” The power to distribute the property in money
is in harmony with the trustee’s power to sell trust real estate found in Article V(C).
{¶16} These discretionary powers do not inherently conflict with any of the
trustee’s fiduciary duties under the trust agreement or the Trust Code.3 Therefore, we
hold that the trust agreement permits the trustee to sell the real estate and distribute
the proceeds of the sale to the beneficiaries. Beatrice’s first assignment of error is
sustained.
{¶17} In her second assignment of error, Beatrice seeks the alternative relief
of an evidentiary hearing if we had found the language of the trust agreement to be
ambiguous. Because we hold that the language of the trust agreement is unambiguous
and grant the requested relief under Beatrice’s first assignment of error, Beatrice’s
second assignment of error is moot. We therefore decline to address it. See App.R.
3 We are mindful of the requirement that the trustee must conduct the sale of the property and
make distributions in a way that complies with her fiduciary duties under the trust agreement and the Trust Code.
6 OHIO FIRST DISTRICT COURT OF APPEALS
12(A)(1)(c).
III. Conclusion
{¶18} For the foregoing reasons, we reverse the judgment of the trial court and
remand the cause for further proceedings.
Judgment reversed and cause remanded.
ZAYAS, P.J., and KINSLEY, J., concur.
Please note:
The court has recorded its entry on the date of the release of this opinion.