In the Matter of the Trust of Robert W Moreland a/k/a Robert William Moreland.

This opinion is nonprecedential except as provided by
Minn. R. Civ. App. P. 136.01, subd. 1(c).

STATE OF MINNESOTA
IN COURT OF APPEALS
A22-0144

In the Matter of the Trust of
Robert W Moreland a/k/a Robert William Moreland.

Filed September 6, 2022
Affirmed
Cochran, Judge

Dakota County District Court
File No. 19HA-CV-20-3440

Robert B. Bauer, Dougherty, Molenda, Solfest, Hills & Bauer, P.A., Apple Valley,
Minnesota (for appellant Dean Moreland)

Paul D. Funke, Funke Law Office, St. Paul, Minnesota; and

Michael Kemp, Aaron Ferguson Law, Roseville, Minnesota (for respondent Robert S.
Moreland)

Considered and decided by Gaïtas, Presiding Judge; Cochran, Judge; and
Halbrooks, Judge.
∗
NONPRECEDENTIAL OPINION`
COCHRAN, Judge
This appeal arises from appellant’s petition in district court to invalidate two
amendments to a trust. The district court determined that the first amendment is valid.
With respect to the second amendment, the district court issued a decision reforming the

∗ Retired judge of the Minnesota Court of Appeals, serving by appointment pursuant to
Minn. Const. art. VI, § 10.
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amendment by striking an unenforceable provision and retaining the other provisions that
it concluded are valid . On appeal, appellant argues that the district court erred by
(1) concluding that the first amendment to the trust was properly executed and is valid,
(2) failing to expressly consider whether the second amendment to the trust was properly
executed, and (3) reforming the second amendment to the trust. We affirm.
FACTS
The following summarizes the district court’s findings of fact and the evidence
received at the evidentiary hearing. In 2002, Robert W. Moreland (Grantor) created a
revocable trust. The 2002 trust named respondent Robert S. Moreland, one of Grantor’s
sons, as trustee.
The trust agreement provided that, upon Grantor’s death, the trust’s assets would be
distributed according to a “schedule of beneficiaries” contained in “schedule A.”
Schedule A listed as beneficiaries of the trust a charitable organization and Grantor’s seven
children, including respondent and appellant Dean W. Moreland. It provided:
**If estate assets are over $100,000.00 to $200,000.00,
Pine Island Methodist Church is to get $1,500.00. If estate is
over $200,000.00, then the Pine Island Methodist Church is to
get $2,500.00. This bequeath is to be done before percentages
are given to the below named children.

Jon Robert Moreland 12%
Dean William Moreland 16%
Scott Allan Moreland 13%
Robert Scott Moreland 16%
William Brian Moreland 14%
Michael John Moreland 14%
Cheryl Ann Moreland 15%

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The 2002 trust agreement also reserved to Grantor the right to amend the trust and
specified the method for doing so. Article II of the trust agreement provided, in relevant
part, that “[t]he Grantor reserves and shall have the exclusive right any time and from time
to time during its lifetime by instrument in writing signed by the Grantor and delivered to
the Trustee to modify or alter this Agreement.” (Emphasis added.)
The trust agreement was signed by Grantor, respondent as the trustee, and two
witnesses. It was also notarized. Schedule A was also notarized and signed by Grantor
and two witnesses.
Following the creation of the 2002 trust, Grantor made two amendments. Grantor
made the first amendment in July 2016. At Grantor’s request, respondent prepared a
written document, which Grantor then read and signed. The first amendment provided that
“schedule A should be changed as follows”:
The percentages given to each beneficiary list [sic]
should be changed as follows:

Jon Robert Moreland 10%
Dean William Moreland 10%
Scott Allan Moreland 10%
Robert Scott Moreland 31%
William Brian Moreland 13%
Michael John Moreland 13%
Cheryl Ann Moreland 13%

Added beneficiaries:

Disabled American Veterans $300
Community Action Partnership (CAP) $500
This amendment modified Schedule A to increase respondent’s share of the trust assets to
31% and reduce the shares of Grantor’s other six children to either 10% or 13%. The
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amendment also revised the trust’s charitable beneficiaries by adding two organizations
and appearing to remove Pine Island Methodist Church.
Three years later, in July 2019, Grantor executed the second amendment to the trust.
As with the first amendment, respondent prepared the second amendment at Grantor’s
request and Grantor signed the document. Respondent prepared the second amendment as
“instructed” by his father. The amendment provided that “schedule A should be changed
as follows”:
The amounts given to each beneficiary on the list should
be changed as follows:

Jon Robert Moreland 1% or $5,000.00
Dean William Moreland 1% or $5,000.00
Scott Alan Moreland 1% or $5,000.00
Robert Scott Moreland 94%
William Brian Moreland 1% or $5,000.00
Michael John Moreland 1% or $5,000.00
Cheryl Ann Moreland 1% or $5,000.00

The above percentages will only be paid out if they start acting
light [sic] family again to my son Robert Scott Moreland.
Failure to accomplish this will result in the dollar amounts
listed next to the percentages being paid.

Added beneficiaries:

Disabled American Veterans $300
Community Action Partnership(CAP) $500
Methodist Church- Pine Island $1500-$2500*

* Depending on size of estate value when closed.
Under this amendment, Grantor significantly increased respondent’s share of the trust
assets to 94%, reduced the shares of Grantor’s other children to “1% or $5,000.00,” and
revised the list of charitable beneficiaries to restore the gift to Pine Island Methodist
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Church. The second amendment also added a provision—which the parties refer to as the
“penalty provision”— under which respondent’s six siblings would receive “[t]he above
percentages” only “if they start acting li[ke] family again to [respondent].” If that
contingency were to fail, the penalty provision provided that the six siblings would each
receive “the dollar amounts listed next to the percentages.”
Grantor died in July 2020. At the time of his death, the trust contained real property
valued at $1.6 million and “bank accounts, mortgages, contracts for deed, notes and cash”
valued at approximately $6,000.
In October 2020, appellant petitioned the district court under Minn.
Stat. § 501C.0202 (2020) to construe the original trust, invalidate both amendments to the
trust, remove respondent as trustee, and appoint a successor trustee. As relevant to this
appeal, appellant argued that the first and second amendments are invalid because they
were not witnessed and notarized. Appellant also challenged the validity of the second
amendment based on the language of the penalty provision, which he asserted constituted
“an unclear, typographically flawed statement concerning Trustee, purporting to justify the
virtual elimination of the interest in the trust estate of the six other beneficiaries.” In
addition to challenging the validity of the trust amendments, appellant requested that the
district court remove respondent as trustee on the grounds that he unduly influenced
Grantor and breached his duties as trustee. Respondent thereafter filed an objection to
appellant’s petition.
The district court held an evidentiary hearing. The court heard testimony from
respondent, appellant, and one of their siblings. The testimony addressed the drafting and
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execution of the trust documents, including the amendments. The testimony also focused
on Grantor’s relationship with his children —the primary beneficiaries of the trust. The
testimony indicated that respondent was the only one of Grantor’s seven children who had
significant contact with Grantor for several years before his death. Appellant last
communicated with Grantor in 2013 and last saw him in 2001. Meanwhile, respondent
began living with Grantor in 2015 and provided day-to -day care and support for Grantor
until his death in 2020. Appellant testified that respondent had some financial difficulties
and that Grantor had expressed concern over the years that respondent needed financial
and family support. Finally, appellant and respondent both testified about respondent’s
activities in his role as trustee of the estate after their father’s death.
Following the hearing and written arguments by the parties, the district court issued
findings of fact, an order, and a memorandum. In the order, the district court denied
appellant’s motion to invalidate the first amendment, granted his motion to invalidate the
second amendment, and granted his motion to remove respondent as trustee. The district
court first concluded that the first amendment is valid because the manner in which Grantor
executed the amendment—via a signed, written instrument delivered to the trustee —
“indicates substantial compliance with a method provided for in the 2002 Trust.”
Regarding the second amendment, the district court determined that the phrase “acting
li[ke] family again” in the penalty provision is “ambiguous and incapable of an objective
determination.” As a result, the district court concluded that the penalty provision is
unenforceable and invalidated the second amendment in its entirety. Finally, the district
court removed respondent as trustee due to his “persistent failure to administer the trust
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effectively” after Grantor’s death. The court ordered the parties to agree on the
appointment of a new, independent, non-family-member trustee.
Following the district court’s order, respondent filed a motion for partial amended
findings. The motion requested that the district court amend its findings invalidating the
second amendment in its entirety “[b]ecause the facts underlying the [order] do not match
the result ordered.” In its filing, respondent did not challenge the district court’s conclusion
that the phrase “acting li[ke] family again” in the penalty provision was unenforceable.
Rather, respondent contended that, to further Grantor’s intent, the proper remedy was to
reform the second amendment by striking only the penalty provision and the associated
dollar amounts listed next to the six siblings’ names. Respondent argued that the district
court should determine that the second amendment is otherwise valid and give effect to
Grantor’s unambiguous intent to distribute the trust assets unequally to his children in the
percentages listed in the amendment and to restore the charitable gift to Pine Island
Methodist Church.
After a hearing on the motion, the district court issued amended findings of fact, an
order, and a memorandum. In the amended order, the district court reaffirmed its decisions
to remove respondent as trustee and to deny appellant’s motion to invalidate the first
amendment. With regard to the second amendment, the district court reaffirmed its
conclusion that the “penalty provision and the dollar amount listed for each child is
unenforceable.” But the district court agreed with respondent that the remainder of the
distribution language in the second amendment is unambiguous and enforceable. With
regard to the percentage distribution amounts specified in the second amendment, t he
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district court found that the language “simply continued the reduction of the percentage
distribution of the trust to the children [whom Grantor] hadn’t had contact with for almost
nineteen years.” As a result, the district court amended its order to strike only the penalty
provision and the associated dollar amounts rather than invalidating the entire amendment
as it had done in the original order. The district court also expressly reformed the second
amendment to provide distributions to respondent and his siblings in accordance with the
percentages listed in the second amendment, and cash distributions to the three listed
charitable organizations as specified in the amendment.1
This appeal follows.
DECISION
This case arises from a petition to construe a trust and invalidate trust amendments
brought pursuant to Minn. Stat. § 501C.0202. We review a district court’s exercise of its
equitable jurisdiction in deciding a section 501C.0202 petition for an abuse of discretion.
In re Foley Tr., 671 N.W.2d 206, 209 (Minn. App. 2003) (discussing petition pursuant to
Minn. Stat. § 501B.16 (2002), later recodified at Minn. Stat. § 501C.0202). “A district
court abuses its discretion by making findings of fact that are unsupported by the evidence,
misapplying the law, or delivering a decision that is against logic and the facts on record.”
Bender v. Bernhard, 971 N.W.2d 257, 262 (Minn. 2022) (quotation omitted). “Factual
issues embedded in a discretionary determination are reviewed for clear error,” and legal

1 The district court concluded that Pine Island Methodist Church would receive $2,500, as
provided in Schedule A, “due to the large size of the estate.”
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issues are reviewed de novo. In re Ruth Easton Fund, 680 N.W.2d 541, 547 (Minn. App.
2004).
Appellant raises three arguments on appeal . He contends that the district court
abused its discretion in deciding his petition to invalidate the trust a mendments because
the court erred by (1) concluding that the f irst amendment was properly executed and is
valid, (2) failing to expressly address whether the second amendment was properly
executed and is valid, and (3) reforming the second amendment. We address each
argument in turn.
I. The district court did not err by concluding that the first amendment was
properly executed and is valid.

Appellant first challenges the district court’s conclusion that the first amendment
was properly executed and is valid.
Appellant argued to the district court that the first amendment is invalid because the
amendment was not witnessed and notarized. Appellant maintained that both state law and
the 2002 trust agreement itself required any amendment to be witnessed and notarized. The
district court rejected appellant’s arguments, concluding that Grantor’s method of
executing the first amendment comported with the law and the terms of the 2002 trust.
We discern no error in the district court’s conclusion. As the district court noted,
Minn. Stat. § 501C.0602(c) (2020) of the Minnesota Trust Code authorizes amendments to
a revocable trust and specifies how the grantor of a revocable trust may amend the trust.
That statute provides, in relevant part, that “[t]he settlor may revoke or amend a revocable
trust . . . by substantial compliance with a method provided in the terms of the trust.” Minn.
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Stat. § 501C.0602(c)(1) (emphasis added). This version of section 501C.0602(c) was in
effect in 2016 when Grantor executed the first amendment, and there is no language in the
statute that requires an amendment to be witnessed or notarized. See Minn.
Stat. § 501C.0602(c).
The 2002 trust agreement, in turn, set forth the method by which Grantor could
amend the trust. Article II of the trust stated that “[t]he Grantor reserves and shall have the
exclusive right any time and from time to time during its lifetime by instrument in writing
signed by the Grantor and delivered to the Trustee to modify or alter this Agreement.”
(Emphasis added.) Here, Grantor executed the first amendment by requesting that
respondent draft a written document which Grantor then read, signed, and delivered to
respondent in his capacity as the trustee. Based on the requirements of section
501C.0602(c) and the 2002 trust agreement, the manner by which Grantor executed the
first amendment was valid because it substantially complied with the method provided in
the terms of the trust.
We are not persuaded otherwise by appellant’s arguments that Grantor’s method of
executing the first amendment contravened state law and the language of the 2002 trust
agreement. Specifically, appellant argues that (1) a different section of the trust code
requires that amendments to a written trust be witnessed by two people, and (2) the trust
agreement itself required any amendments to be witnessed by two people and notarized.
We consider each argument in turn.
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A. Minn. Stat. § 501C.0407 (2020) does not require amendments to a trust to
be witnessed.

In his appellate brief, appellant disregards the requirements set forth in section
501C.0602(c) for amending a revocable trust and instead argues that a different section of
the trust code, Minn. Stat. § 501C.0407, requires all amendments to a written trust to be
witnessed by two people. Appellant conceded this issue at oral argument, but we address
it here.
To address appellant’s argument, we interpret section 501C.0407. We review
questions of statutory interpretation de novo. State by Smart Growth Minneapolis v. City
of Minneapolis, 954 N.W.2d 584, 590 (Minn. 2021). The object of statutory interpretation
“is to ascertain and effectuate the intention of the legislature.” Id. (quotation omitted). The
first step “is to determine whether the statute’s language, on its face, is ambiguous.”
Hagen v. Steven Scott Mgmt., Inc., 963 N.W.2d 164, 169 (Minn. 2021) (quotation omitted).
In making that determination, we “construe the statute’s words and phrases according to
their plain and ordinary meaning.” Id. (quotation omitted). If the meaning of the statute is
unambiguous, its plain language controls. Hall v. City of Plainview, 954 N.W.2d 254, 269
(Minn. 2021).
Section 501C.0407 provides in its entirety: “The formal expression of intent to
create a trust can be either written or oral subject to the requirements of sections 513.04
and 524.2-502. The creation of an oral trust and its terms must be established by clear and
convincing evidence.” Minn. Stat. § 501C.0407 (emphasis added). The first sentence of
section 501C.0407 refers to two different statutes. The first, section 513.04, is the statute
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of frauds. See Minn. Stat. § 513.04 (2020) (requiring, in relevant part, “any
trust . . . concerning lands” to be declared “in writing [an d] subscribed by the
parties . . . declaring the same, or by their lawful agent”). The second, section 524.2-502,
sets forth the requirements for executing a will. It states that a will generally must be (1) in
writing, (2) signed by the testator, and (3) witnessed by two people. Minn.
Stat. § 524.2-502 (2020). Appellant contends in his brief that section 501C.0407, by
referencing section 524.2-502, requires all amendments to a written trust to comply with
the formalities for executing a will, including the requirement that the document be
witnessed by two people. We are not persuaded.
The plain language of section 501C.0407 demonstrates that it does not apply to trust
amendments. The first sentence of the statute, upon which appellant relies, uses the phrase
“[t]he formal expression of intent to create a trust.” Minn. Stat. § 501C.0407 (emphasis
added). There is no reference to an expression of intent to amend a trust. See id. Because
section 501C.0407 expressly refers to trust creation and not tru st amendment, the section
most reasonably applies only to the creation of a trust.
Appellant’s contrary interpretation of section 501C.0407 is not reasonable. His
assertion that section 501C.0407 requires any amendments to a written trust to comply with
strict formalities is at odds with the plain meaning of section 501C.0602(c). Section
501C.0602(c)(1) sets forth a liberal standard that a grantor of a revocable trust can amend
the trust by any method, so long as that method substantially complies with a method
provided in the trust. Minn. Stat. § 501C.0602(c)(1) (providing that “[t]he settlor may
revoke or amend a revocable trust . . . by substantial compliance with a method provided
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in the terms of the trust”). Appellant’s interpretation of section 501C.0407 would render
section 501C.0602(c)(1) meaningless and make it impossible to harmonize these two
sections, which are part of a coherent legislative policy regarding the governance of trusts.
See Smart Growth, 954 N.W.2d at 590 -91 (describing supreme court’s “general policy of
harmonizing statutes dealing with the same subject matter,” particularly where the statutes
“are part of a coherent legislative policy” (quotation omitted)).
We conclude that section 501C.0407 applies to the creation of a trust and not to its
amendment. Section 501C.0407 therefore unambiguously does not require trust
amendments to be witnessed by two people. As appellant conceded at oral argument, no
section of the trust code imposes such a requirement. We therefore conclude that the
district court did not err by applying section 501C.0602(c) to determine whether the first
amendment was properly executed.
B. The 2002 trust agreement did not require amendments to be witnessed or
notarized.

Appellant next argues that the 2002 trust agreement itself required any amendments
to the trust to be witnessed by two people and notarized. We review de novo the district
court’s interpretation of a written document —in this case, the trust agreement—with the
purpose of giving effect to the grantor’s intent. In re Stisser Grantor Tr., 818 N.W.2d 495,
502 (Minn. 2012). In conducting this review, an appellate court “must consider the
grantor’s dominant intention, which [it] must gather from the instrument as a whole, not
isolated words.” Id. (quotation omitted). “When the trust agreement is unambiguous,
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[courts] will ascertain the grantor’s intent from the language of the agreement, without
resort to extrinsic evidence.” Id.
Article II of the 2002 trust agreement provided that Grantor could “modify or alter”
the trust “by instrument in writing signed by the Gran tor and delivered to the Trustee.”
Aside from those requirements, neither Article II nor any other provision of the trust
agreement required amendments to the trust to have any particular formalities. Despite
this, appellant asserts that by using the word “instrument”—which is not defined in the
document—Grantor intended to require any amendment to the trust to be witnessed by two
people and notarized. Again, we are unpersuaded.
First, while the trust agreement does use the word “instrument” several time s,
nowhere does the trust agreement expressly provide that an “instrument” must be witnessed
or notarized.
Second, appellant’s interpretation of “instrument” does not comport with the
common meaning of the term. We “generally construe words and phrases according to
their common and approved usage.” Stisser, 818 N.W.2d at 502. Black’s Law Dictionary
defines “instrument” as “[a] written legal document that defines rights, duties, entitlements,
or liabilities, such as a statute, contract, will, promissory note, or share certificate.” Black’s
Law Dictionary 952 (11th ed. 2019). The American Heritage Dictionary provides a similar
definition: “[a] legal document, especially one that represents a right of payment or
conveys an interest, such as a check, promissory note, deed, or will.” The American
Heritage Dictionary of the English Language 910 (5th ed. 2018). Under these definitions,
15
the word “instrument” does not necessarily imply a document that is witnessed and
notarized.
Appellant makes no persuasive argument that Grantor intended the word
“instrument” to have a different mea ning than its common and approved usage. He
emphasizes that the 2002 trust agreement refers to itself as an “instrument” and was itself
witnessed by two people and notarized. He further notes that the trust agreement
occasionally uses the terms “agreement” and “declaration,” in addition to “instrument,”
and therefore contends that Grantor must have intended all references to an “instrument”
in the trust agreement to require “more formalities than a declaration or agreement.”2 But
there is no indication in the language of the trust agreement that Grantor intended to use
the term “instrument” to require two witnesses and notarization. It is not reasonable to
make such an inference simply because the trust agreement referred to itself as an
“instrument” and was witnessed and notarized. And, even if we were to accept appellant’s
assertion that Grantor intended an “instrument” to have more formalities than an
“agreement” or “declaration,” it does not follow that an “instrument” specifically requires
witnesses and notarization. Based on the plain language of Article II of the trust agreement,
and considering the trust agreement as a whole, Grantor unambiguously did not intend
amendments to the trust to be witnessed or notarized to be valid.

2 Appellant’s counsel also argued for the first time at oral argument that the first
amendment is not an “instrument” because the typed document contains handwritten
“dashed lines,” “circles,” and “underlines.” We do not consider arguments rais ed for the
first time during oral argument. Getz v. Peace, 934 N.W.2d 347, 353 n.3 (Minn. 2019).
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In sum, neither the trust code nor the 2002 trust agreement required amendments to
the 2002 trust to be witnessed by two people or notarized. We therefore conclude that the
district court did not err by determining that the first amendment is valid because Grantor
made the amendment by substantially complying with the method provided in the terms of
the trust. See Minn. Stat. § 501C.0602(c)(1) (providing that a grantor “may revoke or
amend a revocable trust . . . by substantial compliance with a method provided in the terms
of the trust”).
II. The district court’s failure to expressly conclude that the second amendment
was properly executed does not require reversal.

Before the district court, appellant argued that both the first and second amendments
are invalid because neither amendment was witnessed or notarized. As discussed above,
the district court expressly rejected appellant’s argument that the first amendment required
witnesses and notarization and concluded that the first amendment is valid because it was
executed in a manner that substantially complied with the provision in the trust governing
amendments. Appellant now argues that the district court erred by ruling that the second
amendment is valid, subject to the court’s reformation, because the court did not expressly
address appellant’s argument that the second amendment required witnesses and
notarization and did not expressly conclude that the second amendment substantially
complied with the method provided in the terms of the trust.
Appellant is correct that the district court did not explicitly address those issues.
But that does not compel the conclusion that the district court erred. Where a district court
fails to explicitly address each of a party’s arguments, this court does not assume error but
17
rather assumes that the district court implicitly rejected the argument. Palladium Holdings,
LLC v. Zuni Mortg. Loan Tr. 2006-OA1, 775 N.W.2d 168, 177-78 (Minn. App. 2009)
(citing Loth v. Loth, 35 N.W.2d 542, 546 (1949)), rev. denied (Minn. Jan. 27, 2010). Here,
the district court’s consideration and rejection of appellant’s arguments regarding the
execution of the second amendment is implicit in its analysis of the validity of the first
amendment and its conclusion that the second amendment, as reformed, is valid. Indeed,
the district court acknowledged appellant’s argument that the second amendment “fails to
comply with the execution requirements of a will to be witnessed by two people and
notarized” before it determined that the second amendment, after striking the penalty
provision, is valid. Accordingly, reversal is not warranted simply because the district court
did not expressly analyze appellant’s arguments concerning the execution of the second
amendment.
Moreover, the district court did not err by implicitly concluding that the second
amendment comported with the requirements for amending the trust. Grantor executed the
second amendment in the same manner as he made the first amendment: he requested that
respondent draft a written document, which Grantor then signed and delivered to
respondent in his capacity as trustee. As with the first amendment, this method comported
with the requirements of section 501C.0602(c) because it substantially complied with the
method for modifying the trust set forth in Article II of the 2002 trust agreement. We
therefore conclude that the district court did not err by determining that the second
amendment was properly executed.
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III. The district court did not err by reforming the second amendment.
Appellant next argues that the district court erred by reforming the second
amendment.
As explained earlier, the second amendment revised the list of trust beneficiaries by
increasing respondent’s share of the trust assets to 94% and reducing the shares of each of
Grantor’s other six children to “1% or $5,000.00.” Following this list of beneficiaries, the
second amendment included a penalty provision which stated: “The above percentages will
only be paid out if they start acting light [sic] family again to [respondent]. Failure to
accomplish this will result in the dollar amounts listed next to the percentages being paid.”
The district court determined that the penalty provision —and specifically the meaning of
the phrase “acting li[ke] family again”—is “too ambiguous to enforce” and “entirely
subjective.” But the district court determined that the remainder of the distribution
language in the second amendment is “clear and not capable of more than one
interpretation.” Citing its authority to reform the terms of a trust under Minn.
Stat. § 501C.0415 (2020), the district court struck the penalty provision from the
amendment and ruled that the “penalty provision and the dollar amount listed for each child
is unenforceable.” The court then enforced the remainder of the amendment, ordering the
trust assets to be distributed as follows: 1% to each of respondent’s siblings, 94% to
respondent, and the specified cash amounts to the three listed charitable organizations (with
the distributions to the charitable organizations being made first).
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Appellant does not challenge the district court’s conclusion that the penalty
provision is unenforceable. Rather, appellant asserts that the entire second amendment is
unenforceable and that the district court erred by reforming it. We disagree.
Section 501C.0415 provides that
[t]he court may reform the terms of a trust, even if
unambiguous, to conform the terms to the settlor’s intention if
it is proved by clear and convincing evidence [1] what the
settlor’s intention was and [2] that the terms of the trust were
affected by a mistake of fact or law, whether in expression or
inducement.

In determining whether the district court properly exercised its discretion in reforming the
second amendment under section 501C.0415, we review factual issues for clear error and
legal issues, such as the district court’s interpretation of a trust agreement, de novo. See
Ruth Easton Fund, 680 N.W.2d at 547 (providing that “[f]actual issues embedded in a
discretionary determination are reviewed for clear error,” and legal issues are reviewed
de novo); Stisser, 818 N.W.2d at 502 (stating that a district court’s interpretation of a
written document is reviewed de novo). For the following reasons, we conclude that the
requirements of section 501C.0415 were met and that the district court therefore did not
err by reforming the second amendment.
First, the record supports the district court’s conclusion that clear and convincing
evidence proved that Grantor intended via the second amendment to substantially increase
respondent’s share of the trust assets and decrease the shares of Grantor’s other six
children. Grantor’s intent to distribute the trust assets unequally among his children is
apparent beginning in the 2002 trust agreement, in which Grantor’s seven children received
20
shares ranging from 12% to 16%. The first amendment significantly increased the variance
between respondent’s share of the trust assets (31%) and the shares of Grantor’s other six
children (10% to 13%). And the s econd amendment followed that trend by further
substantially increasing respondent’s share (94%) and reducing the shares of each of his
siblings (“1% or $5,000.00”). Moreover, the testimony at the evidentiary hearing provides
further evidence of Grantor’s intent. The testimony supports the district court’s finding
that respondent lived with and provided day-to-day care for Grantor from 2015 until
Grantor’s death in 2020. Appellant testified that he last communicated with Grantor in
2013 and last saw him in 2001. Respondent testified that neither appellant nor Grantor’s
other children had been in contact with Grantor or respondent for many years. This
testimony supports the district court’s determination that the second amendment “simply
continued the reduction of the percentage distribution to the trust to the children he hadn’t
had contact with for almost nineteen years, during which time [respondent] continued to
maintain contact and to provide care for the grantor.” Accordingly, the hearing testimony
and language of the trust agreement and a mendments provide clear and convincing
evidence that Grantor intended to give the bulk of the trust assets to respondent. The first
requirement of section 501C.0415 is therefore met.
Second, clear and convincing evidence demonstrates that the terms of the trust were
affected by a mistake of law. Section 501C.0415 does not define “mistake of law.” But
Black’s Law Dictionary defines the term as “[a] mistake about the legal effect of a known
fact or situation.” Black’s Law, supra, at 1200. Here, the record reflects that a mistake of
law occurred because Grantor was mistaken about the legal effect of the penalty
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provision: he believed the penalty provision was legally enforceable, but it was not. We
are therefore satisfied that the second requirement of section 501C.0415 is met.
Because clear and convincing evidence establishes both Grantor’s intent and a
mistake of law in the trust terms, the district court was authorized to reform the second
amendment under section 501C.0415. Moreover, the manner in which the district court
reformed the amendment comported with its duty to give effect to Grantor’s dominant
intent. See Stisser, 818 N.W.2d at 502. Because the penalty provision is unenforceable, it
was proper to strike that provision and the dollar amounts that were contingent upon it and
otherwise give effect to the unambiguous portions of the second amendment. The district
court’s reformation honored Grantor’s intent to the greatest extent possible by providing a
94% distribution to respondent and distributions of 1% to each of Grantor’s other six
children.
Appellant makes two arguments to support his position that the district court erred
by reforming the second amendment, neither of which is availing. First, appellant contends
that “[t]he district court erred by holding the [s]econd [a]mendment was valid despite
findings of fact that it was vague, ambiguous, and incapable of implementation.” Appellant
ultimately argues that “[t]here is no authority . . . that allows a district court to strike a
provision in order to make the remaining trust instrument unambiguous.” In this argument,
appellant appears to assert that the district court erred by reforming the second amendment
because it first concluded that the entire amendment is incapable of being implemented
and then struck the penalty provision for the purpose of making the rest of the amendment
enforceable.
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Appellant mischaracterizes the district court’s order. Contrary to his assertions, the
district court did not make an initial determination that the entire second amendment is
unenforceable. Instead, the district court determined that only the penalty provision of the
second amendment is ambiguous, subjective, and unenforceable. And it concluded that the
remaining “distribution language” in the second amendment “is clear and not capable of
more than one interpretation.” Accordingly, the district court did not, as appellant
contends, “strike a provision in order to make the remaining trust instrument
unambiguous”; it struck a provision of the second amendment that is both ambiguous and
sufficiently discrete that it is severable.
Second, appellant argues that the district court committed reversible error by not
expressly determining that the second a mendment contained a mistake of fact or law.
While appellant is correct that the district court did not expressly determine that the second
amendment contained a mistake of fact or law, the district court’s order indicates that it
implicitly made that determination. See Modaff v. Comm’r of Pub. Safety,
664 N.W.2d 400, 402 (Minn. App. 2003) (explaining that implicit findings may be inferred
from the district court’s final resolution of a matter), rev. denied (Minn. Sept. 16, 2003).
Even if we were to assume the district court erred by failing to make such an express
determination, any such error is harmless because the record reflects that the second
amendment contained an identifiable mistake of law, and a remand is not necessary here.
See Minn. R. Civ. P. 61 (requiring courts to disregard harmless error);
Grein v. Grein, 364 N.W.2d 383, 387 (Minn. 1985) (declining to remand when doing so
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would not change the result); Tarlan v. Sorensen, 702 N.W.2d 915, 920 n.1 (Minn. App.
2005) (citing Grein and refusing to remand when doing so would be “futile”).
Accordingly, we conclude that the district court did not err by reforming the second
amendment to give effect to its unambiguous terms.
Conclusion
In sum, we conclude that the district court did not err by determining that both
amendments to the trust were properly executed. We als o conclude that the district court
did not err by reforming the second amendment. We therefore affirm the district court’s
decision to deny appellant’s petition to invalidate the amendments to the trust.
Affirmed.