The Columns

W&L Law’s Danforth Weighs in on Sweet Briar Case

— by on June 11th, 2015

On Tuesday, the Supreme Court of Virginia breathed new life into the fight to keep Sweet Briar College open.

The Court ruled that Circuit Judge James Updike had erred when he held at trial that, because Sweet Briar is a corporation, Sweet Briar could not also be a trustee. The correction is important, said Washington and Lee law professor Robert Danforth, because, if Sweet Briar is both a corporation and a trustee, it means that Sweet Briar is subject to the law of trusts, and the Sweet Briar board cannot close the school if it would violate the terms of the original trust establishing the college in 1901.

“Because Sweet Briar Institute (the non-profit corporation that runs the College) was established pursuant to the terms of a trust under a will, the Institute is operating the College as the trustee of a trust and is therefore subject to the Virginia Uniform Trust Code,” said Danforth.  “The most important implication of being subject to the Uniform Trust Code is that the corporation cannot unilaterally decide to cease operations.”

This was the position Danforth and two other Virginia wills and trusts professors argued in an amicus brief filed with the Supreme Court ahead of the decision. In an interview with Virginia Lawyers Weekly, Danforth said that the Supreme Court’s ruling requires the trial court to consider whether the Sweet Briar trustees must seek court approval for their plans for the school.  The trial court’s earlier ruling would have eliminated this possibility.

The Supreme Court left a second issue undecided, declining to rule on whether Amherst county attorney Ellen Bowyer has the statutory authority to challenge the closing decision on behalf of the state. Danforth and his colleagues also argued in their brief that based on both the language of the Uniform Trust Code and on basic trust law principles Bowyer does have standing to sue to enforce the terms of a charitable trust.

The case now heads back to Judge Updike in circuit court for reconsideration. Meanwhile, Sweet Briar has no plans to enroll students this fall and many students have already transferred to other institutions.

“It may be that the end result will be no different, unfortunately,” Danforth told VLW. “Our concern, as professors, was the process. As a trust, the trustees can’t just shut it down.”

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