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and Trustees Act does not grant the power to sue on behalf of a
trust to a director, a fiduciary, or any other legal
representative. See Restatement, Trusts 2d, sec. 16A (1959)
(“The officers and directors of a corporation, although they are
fiduciaries, are not trustees.”). In the present case, Adorno
Asset has failed to provide the Court with the documentary
evidence necessary to support its contention that Mr. Adorno is
its duly appointed trustee.
As previously discussed, Adorno Asset is purportedly an
irrevocable trust wherein Ms. Gloyeske is the
“Creator”/”Offeror”/”Acceptor” and Mr. Adorno is the
“Investor”/“Offeree”. According to the purported trust
instrument, Ms. Gloyeske was specifically designated as
“director” of Adorno Asset. However, no provision of the
purported trust instrument appoints or designates Ms. Gloyeske,
or anyone else, “trustee” for Adorno Asset.
According to the third minutes, however, Ms. Gloyeske
resigned as director. Ms. Gloyeske failed to appoint a successor
director, but the third minutes purported to retain “the services
of Edwin R. Adorno to be the Executive Director of the Company”
pursuant to “Minute 25”. We remain suspect, however, that this
18(...continued)
see also United States ex rel. Mosay v. Buffalo Bros. Mgmt., 20
F.3d 739, 742 (7th Cir. 1994) (“a trustee is the one who has the
legal right to sue”).
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Last modified: May 25, 2011