Stowe v. Smith
184 Conn. 194, 1981 Conn. LEXIS 517, 441 A.2d 81 (1981)
Rule of Law:
An intended beneficiary of a will may sue the drafting attorney for breach of contract as a third-party beneficiary if the contracting parties intended the attorney to assume a direct obligation to the beneficiary, even if the attorney’s performance was not rendered directly to that beneficiary.
Facts:
- The plaintiff's mother instructed the defendant attorney, Smith, to prepare a will that would provide for one-half of her estate to be held in trust for the plaintiff, Stowe, to be distributed to him when he attained the age of fifty, or to his issue if he died prior to age fifty.
- Defendant Smith informed the mother that he had prepared the will in accordance with her instructions, specifically including the exact provision she had requested for Stowe.
- The mother did not read the will but executed it in reliance on Smith's representations.
- Six days after executing the will, the mother died.
- The mother's will was admitted to probate before Stowe discovered that it did not conform to his mother’s instructions, providing instead that the trust principal would be distributed to his issue upon his attaining age fifty or upon his earlier death, which would prevent him from receiving the principal himself at age fifty.
- In an effort to mitigate damages, Stowe settled an appeal of the will's probate, allowing him three-fourths of the share he would have received had the will conformed to his mother’s instructions.
Procedural Posture:
- The plaintiff's mother died, and her will was admitted to probate.
- The plaintiff, Stowe, appealed the probate of the will.
- Stowe settled that probate appeal to mitigate damages.
- Stowe filed an original complaint against the defendant attorney, Smith, in the trial court.
- The trial court granted Smith's motion to strike the original complaint on the ground that it lacked an allegation that Smith intended to assume a direct obligation to Stowe.
- Stowe filed a substituted complaint, which repeated the original allegations but further alleged that the testatrix and Smith intended that Smith, by his agreement to prepare the will, would assume a direct obligation to the intended beneficiaries.
- The trial court granted Smith's motion to strike the substituted complaint.
- Stowe appealed the trial court's decision to strike the substituted complaint to the Connecticut Supreme Court.
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Issue:
Does a substituted complaint adequately state a cause of action for a plaintiff as a third-party beneficiary of a contract between his deceased mother and her attorney, where the attorney allegedly failed to prepare a will according to the mother's instructions, thereby depriving the plaintiff of an intended bequest?
Opinions:
Majority - Bogdanski, C. J.
Yes, a substituted complaint adequately states a cause of action for a plaintiff as a third-party beneficiary of a contract between his deceased mother and her attorney. The court affirmed that a third party seeking to enforce a contract must allege and prove that the contracting parties intended the promisor to assume a direct obligation to the third party. The plaintiff's substituted complaint explicitly alleged that the testatrix and the defendant intended that the defendant, by agreeing to prepare the will according to instructions, would assume a direct obligation to the intended beneficiaries. The court rejected the defendant's argument that a promisor cannot intend a direct obligation unless performance is rendered directly to the third party, citing Lucas v. Hamm and other authorities, asserting that contracts for the benefit of a third party are enforceable without such a requirement. The court reasoned that a promise to prepare a will creates a direct obligation to benefit the testatrix by enabling her to transfer assets, and if the attorney thwarts her wishes, the intended beneficiary suffers a direct injury by being deprived of an intended bequest. The benefit the plaintiff would have received is so directly and closely connected with the benefit the defendant promised the testatrix that the plaintiff is able to enforce the contract. Finally, the court concluded that a plaintiff may choose to proceed in contract, tort, or both, unless a particular conflict between the rules of contract and tort requires otherwise, indicating that a contract claim is permissible in this context.
Analysis:
This case significantly broadens the standing of intended beneficiaries to sue attorneys for professional negligence in will drafting, establishing a contractual remedy in addition to potential tort claims. It underscores the principle that the intent of the contracting parties to benefit a third party is paramount, even if the attorney's performance was not directly rendered to that party. This decision provides a crucial avenue for recourse where an attorney's error thwarts testamentary intent, thereby reinforcing accountability for legal professionals and ensuring that a testator's wishes are properly executed beyond their immediate client relationship. It clarifies that such actions can proceed in contract, preventing dismissals based on arguments that only tort actions are appropriate for professional negligence.
