FOR PUBLICATION
II\ THE SUPERIOR COURT OF THE VIRGIN ISLA1\ DS
DIVISION OF ST THOMAS AND ST JOHN
x****x******
CHRISTOPH KEITH MASSAC )
) CASE l\0 ST 2020 CV 00278
Plaintiff, )
) ACTIOIN TO QUIET TITLE
vs )
)
GOVERNMENT OF THE VIRGIN ISLANDS )
OFFICE OF THE LIEUTENANT GOVERNOR)
and all parties claiming an interest in Parcel No )
486 Remainder and Parcel No 537 Remainder )
Chocolate Hole, St John, Virgin Islands, )
)
Defendants )
C ite as VI Super 45
ATIIM D ABRAHAM Esquire Law Offices of Clive Rivers St Thomas U S V I for the
Plamtgff.
JULIE A BEBERMAN Assistant Attorney General Virgin Islands Department of Justice St
Thomas U S V I for the (rovemmem 0f the Virgin Islands Office ofthe Lieutenant Goxernor
FRANCOIS Judge
MEMORANDUM OPINION AND ORDER
111 THIS MATTER is before the C ourt 0n Christoph Keith Massac and Government of the
Virgin Islands, Office of the Lieutenant Governor s Stipulation T0 Consent Judgment, filed on
March 26 2021
112 This case presents the novel issue of whether the Government specifically the Office of
the Lieutenant Governor which encompasses the Recorder of Deeds may act as a proxy for a party
in the reformation of a deed by stipulation The Court finds that the parties seeking reformation of
a deed by stipulation must be the same as those involved in the conveyance
Cliristoph KEN]! Massac v Government of the VIrgm Islands, er (II VI Supei 45
Case No ST 2020 CV 00278
Memorandum Opinion and Order
Page 2 of 7
I [INTRODUCTION
113 Plaintiff Christoph Massac ( Massac ) filed the instant case on July 13 2020 Massac
purchased a one third (1/3) interest in property in St John on May 9, 2006 Defendant Government
of the Virgin Islands, Office of the Lieutenant Governor ( Government ) rejected Massac s
quitclaim deed allegedly because it omitted a dash in its description of the P W D Map Massac
sued the Government as Massac could not locate the original quitclaim deed and he sought an
order directing the Lieutenant Governor 5 Office to attest a copy of the original deed and record
it Over the course of this case, Massac and the Government apparently discovered that the
quitclaim deed had an error because it purported to convey a previously conveyed parcel
114 Massac and the Government now move this Court to approve their Stipulation To Consent
Judgment, so that the quitclaim deed may be corrected and subsequently attested to and recorded
Specifically, the parties request the deed be reformed with the following eleven (11) terms and
conditions
I That on May 9 2006 there was a deed executed by Grantor Irma Echevarria
in favor of Grantee, Christoph Keith Massac
11 That the Grantor Irma Echevarria could not legally give what she did not
possess
III That the [Office of the] Public Surveyor is in possession of the OLG Map
No D9 5484 T94 which shows that Grantor was not in possession of Parcel No
537 3 on May 9 2006
IV That there was a scrivener 3 error in including Parcel No 537 3 Estate
Chocolate Hole because that property had already been conveyed prior to 2006
V That OLG Map No D9 5484 T94 shows that Grantor was only in possession
of a 1/3 interest in the following parcels
a Parcel No 486 Remainder
b Parcel No 537 Remainder, including Parcel No 537 l and ParcelNo
537 2
VI That Parcel No 537 Remainder as shown on OLG Map No D9 5484 T94
was further subdivided in 2012 to include a new Parcel No 537 4 ( The Pond )
VII That Grantor Irma Echevarria also received a U3 interest in Parcel No
537 4 ( The Pond ) by way of an Adjudication entered by the Superior Court in
Probate No ST 04 PB 03 on January 26 2015
Christoph Ketth Massuc v Government of the Virgin Islands, e! a! VI Supei 45
Case No ST 2020 CV 00278
Memorandum Opinion and Order
Page 3 0f 7
VIII That in 2006 when Grantor executed the Quit Claim Deed, Parcel No 537
4 was a part of Parcel No 537 Remainder as shown on OLG Map No D9 5484
T94
IX That Irma Echevarria possessed clear title and the right to convey Via the
2006 Quit Claim any and all her interest in the following parcels
a Parcel No 486 Remainder
b Parcel No 537 Remainder, including ParcelNo 537 1 and Parcel No
537 2
X That the Quit Claim Deed is hereby reformed to conform to the fact that
Grantor, Irma Echevarria held a 1/3 interest in Parcel No 486 Remainder and
Parcel No 537 Remainder, including Parcels no 537 1, 537 2 Estate Chocolate
Hole, N0 11 Cruz Bay Quarter, St John U S Virgin Islands, as particularly
shown on P W D Map No D9 3860 T67 and O L G File No A9 454 T94
which was duly conveyed to Plaintiff Via Quitclaim Deed dated May 9, 2006
X1 That the instant Consent Order once duly executed by all parties and the
Judge of the Superior Court of the Virgin Islands shall be filed with the Office
of the Recmder of Deeds Division of St Thomas and St John, within thirty
days as conclusive evidence of the facts stated herein
115 Ms Irma Echevarria the grantor 0f the original quitclaim deed has since passed away ‘
II LEGAL STANDARD
A Reformation of a Deed
116 Reformation of a deed is an equitable remedy 2 Deed reformation is generally governed by
contract law; as the Supreme Court of the Virgin Islands stated ‘ [a] deed is a contract, and thus in
most circumstances the principles of contract interpretation govern ’3 Or as the District Court
stated in Chrzstmas \ V 1 Water & Power Auth ,4 deeds should be construed and enforced
according to the principles of contract law 5 The issue before the Court now is one, therefore of
contract reformation In Cent Mong Co v Panels,6 the Virgin Islands District Court conducted
21 Banks analysis and adopted the elements of reformation of a contract based on mutual mistake
lPl sCompl 1111
1 See Wilkinson v Wilkinson 70 V1 901 917 (VI 2019) (quoting Andie“ t P0118] llktg Duect Inc 2012 Ohio
4371 978 N E 2d 974 988 (Ohio Ct App 2012)) ( A party seeking an equitable remedy such as declaiatory
judgment reformation or rescission of a contract must prove a fraud claim with clea1 and convincing evidence
) Alevcmdel v Alexandez
65 VI 372 n 6 (V1 2016)( Anduze never requested equitable relief from the Superior
Court and we decline to addxess as part of this appeal whether reformation of the defective deed would have been
possible )
3 St) 611716}? v Underwood 2021 V13 1124
45271: Supp 843 (DVI 1981)
3 [d at 847 (citing t0 Wet e1 haeusel Co v Carolma P0146] & Light Co 127 S E 2d 539 541 (N C 1962))
6 CivilNo 2014 0096 VI 2017 D S Dist LEXIS 47755 (DVI Mai 30 2017)
Clmstoph Keith Massac v Government of the Virgin Islands, er a] VI Super 45
Case No ST 2020 CV 00278
Memorandum Opinion and Order
Page 4 of 7
as outlined in § 155 of the Restatement (Second) of Contracts 7 The Court adopts the sound
analysis of the Virgin Islands District Court in Central Mongage Company
117 Section 155 provides that
Where a writing that evidences or embodies an agreement in whole or in part
fails to express the agreement because of a mistake of both parties as to the
contents or effect of the writing, the court may at the request of a party reform
the writing to express the agreement except to the extent that rights of third
parties such as good faith purchasers for value will be unfairly affected 8
118 In adopting § 155, the District Court in Central Maitgage Company was considering
reformation of a mortgage document 9 The District Court concluded reformation based on mutual
mistake should be adopted because [s]uch an equitable remedy will permit land to be alienated
where mutual mistake has occurred in the title documents in that the improperly formulated
document did not embody the intentions of the parties ‘0 It also noted that for a party to avail
itself of reformation the party would need to prove mutual mistake by clear and convincing
evidence ””
19 Additionally, a part of § 155 is the doctrine of scrivener 5 error ‘2 The equitable doctrine
of scrivener 5 error permits a court to ignore a mistake in a written document when there is clear
and convincing evidence that a mistake has occurred and that the mistake does not reflect the
intent of the parties '3 As comment (a) of § 155 points out mutual mistake and scrivener 5
error are largely the same thing [c]ases granting relief under the circumstances covered by this
Section often speak of scrivener 3 errors or similar terms that point up the mistake as one of
transcription of the parties actual agreement '4
1110 A quitclaim deed conveys only the interest or estate which the grantor possesses at the
time, and a grantor cannot convey more than he actually owns ‘5 Reformation of a deed or contract
7 [d at *18 21 RESTAThMENT(SEC‘OND)OF CONTRACTS§ 155 (1981)
“ RESTATEMENT (SECOND) OF CONTRACTS § 155 (1981)
9 Cent Along (0 Civil No 2014 0096 VI 2017 L: S Dist LEXIS 47755 (D V1 Mai 30 2017)
”’Id at *20
H [d at *20 21 (citing Bennmglon Foods L L C t S! C1011: Renaissance (11021;) L L L P , Civil Action No 06 154,
2010 U S Dist LEXIS 39038 at *15 (D V I Apl 20 2010))
1 Dawes v Celtam Uncle] 11111815 at L10) (1’3 ofLondon CASE NO ST 2015 CV 0000637 2017 VI LEXIS 34 at
*13 14 (V I Supei Ct Feb 24 2017) ( Plaintiff calls for the Court to adopt a common law rule allowing the Court
to modify a contract upon a showing by paiol evidence of a drafting mistake in order to allow the contiact 5 language
to reflect the flue intent of the signatories The doctrine of scrivener s enox is articulated in the Restatement (Second)
of Contracts § 155 )
‘3 Dobm v Cook (In 1e 8210!”) Bankruptcy Case No 16 204842017 Bankr LEXIS 1031 at *9 (Bankl \I J 2017)
(quoting Int I Uman v Mznuta El 1e N Am Inc 980 F 2d 889 901 (3d C11 1992))
'4 RESTATEMEM (SECOND) OF COVTRACTS § 155 cmt a (1981)
'3 Van Rensselaez v Keame} 52 U S 297 322 (1851)( A deed of this charactei puiports to convey and is understood
to convey nothing more than the interest ox estate of which the grantor is seized 01 possessed at the time' and does
not operate to pass or bind an interest not then in existence )‘ see also Legal Mawms Nemo dat quad non habet
BLACK S LAW DICT10NARY (1 1th ed 2019) ( No one gives what he does not have no one tiansfers (a right) that he
Clmstoplt Keith Massac v Government of the Virgin Islands, e1 ((1 VI Super 45
Case 1V0 ST 2020 CV 00278
Memorandum Opinion and Order
Page 5 0f 7
also may be achieved through stipulation of the parties to the deed or contract ’6 V I CODE ANN
tit 33, § 2362 delineates the duties of the Recorder of Deeds namely that she shall record every
transfer of real property interests she shall transmit this record to the Lieutenant Governor and the
Tax Assessor and every five (5) years she shall conduct an assessment of the cadastral and land
records ‘7
III ANALYSIS
1111 This case presents the novel issue of whether the Government may subsequently seek
reformation of a deed by stipulation although it is not a party involved in the original conveyance
1112 Massac purchased land in 2006 Included in the deed purportedly by a scrivener 8 error
was a plot Parcel No 537 3 This parcel, however had already been conveyed previously It is
axiomatic that the grantor could not grant possession of that parcel, as the grantor herself was not
in possession of it The Government rejected the deed as provided by Massac and Massac sought
an order that the Government attest a copy of the original quitclaim deed and record it Now both
parties seek the Court 3 intervention to reform the deed upon discovery of the scrivener 3 error
because the original grantor is deceased
1113 The parties point to a map in the possession of the Public Surveyor OLG Map No D9
5484 T94, which ostensibly shows that the grantor was not in possession of Parcel No 537 3 at
the time of the conveyance ‘8 The parties do not dispute this or any other point, both merely seek
reformation of the deed to accurately describe what was conveyed However, the Government was
not a party to the original conveyance of the quitclaim deed rather it is an uninvolved third
party 19
1114 The Court may reform an agreement at the request of one party to the conveyance upon a
showing of mutual mistake so long as the reformation does not harm the interests of third parties
unfairly Here one party has requested reformation and no third parties will be unfairly affected
The original party granting the deed can no longer be relied on to help reform the deed, as she is
does not possess [] Accmding to this maxim no one gives a better title to property than he himself possesses A
Variation of this maxim is Nemo (lat qzu non hubet (no one gives who does not have) )
‘6 See Foley t Southpo; t Mano; C ontalescent (II 561 A 2d 978 979 (Conn App Ct 1989) ( The parties ultimately
stipulated to a judgment that the court Kline J rendered orally as follows What I 11 do is right now enter by
stipulation, 1 11 enter a reformation of the contract and the only reformation will be an extension of time f01 the down
payment ); VISSISSIppI Indus f0) Blll7d\ Jackson 95 So 2d 109 111 (Miss 1957)( By stipulation it was agreed
that as between the complainant and Mrs Sproles he was entitled to a reformation of the deed of trust but that the
question of priority of liens of the judgment creditors and Worth Jackson were submitted to the court and it was fu1‘tl’161
stipulated and agreed that the judgments in question are all regular and valid ) Lawson v Schuchcndt 363 P 2d 90
n 1 (Wyo 1961) ( Defendants in the complaint requested reformation of the note and mortgage to show the date that
the installments were due The matter was settled by stipulation and is not here in issue )
I733VIC §2362
’3 The Court has not been piovided with this map or any other documentation mentioned within the Stipulation To
Consent Judgment
‘9 The Government is involved insofar as the Recorder of Deeds must record the deed It was not involved in the
transfer, however
CImstoplt Keith Massac v Government of the Virgin Islands, e! (1/ VI Super 45
Case No ST 2020 CV 0027s
Memorandum Opinion and Order
Page 6 of 7
now deceased To reform a deed the Court must be convinced by clear evidence that both parties
were mistaken as to the effect or contents of the agreement The Lieutenant Governor s Office is
responsible for recording all property deeds, mortgages, personal liens tax liens, and other
miscellaneous documents 70 The statute does not provide a role, however, for the Lieutenant
Governor 5 Office to act as a substitute for a party in a real property conveyance The Government
or Massac still needs to provide clear and convincing evidence that both conveying parties were
mistaken as to the effect or contents of the agreement
1115 Massac and the Government have stipulated there was a scrivener 5 error in the deed To
reform the contract under the scrivener s error doctrine, the Court must be shown by clear and
convincing evidence that inclusion of the previously conveyed parcel was not the intent of both
parties to the comeyance in this case, Massac and the grantor As with reformation based on
mutual mistake the Court has not been presented with clear and convincing evidence that inclusion
of the already conveyed parcel even while not legally possible was an error and not the Intent of
the parties
1116 Massac has an interest in having his deed properly reflect what he actually owns; the
Government has an interest in having accurate documents filed with its offices; the public at large
has an interest in definitive and en orless documentation of property conveyances Reformation in
this case will not affect the rights of anyone else Yet while it is a legal maxim that aequas
e1 rorzbm medetur equity rectifies errors the Court cannot ascertain how it can proceed to
reform the erroneous deed under the above mentioned equitable doctrines and precedent21 It is
diseommodious that the Court cannot merely reform the deed in a case such as this where
reformation would not affect any third party and would also be beneficial to both parties and
society However the Court is bound to prior rulings and to stretch the rules of equity here to
allow the Government to stand in for the grantor may establish a precedent that could be used
inequitably in the future 77 The minor convenience here pales in comparison to the potential
consequences of abuse
1117 Reformation by mutual mistake may only be accomplished by clear and convincing
evidence that both parties to the conveyance were mistaken as to the contents or effects of the
writing Relatedly reformation under the scrivener 5 error doctrine may only be accomplished by
clear and convincing evidence that the error does not reflect the intent of both the parties to the
conveyance To reform by stipulation, the proper party in this case, the estate of the grantor must
be involved, and the Government cannot act as her proxy Absent such a stipulation or the
production of clear and convincing evidence under the doctrines of mutual mistake or scrivener s
error, the Stipulation To Consent Judgment must be disapproved
1118 Accordingly it is hereby
’0 Recordel ofDeeds, GOV TOF THE V I (last visited Apr 12 2021) https //ltg gov vi/departments/iecorder of deeds/
see also 33 V I C § 2362 which piovides for the duties of the Recorder of Deeds
7' Legal Ma‘CIms Aeqzutas enorzbus medetzn BLACK S LAW DICTIONARY (l lth ed 2019) ( Equity rectifies enors )
’7 Equity is not vague and uncertain but has boundaries and prescribed limits Legal Marlins Aeqmtas non vaga [
] BLACK 5 LAW DICTIONARY (11th ed 2019)
Clmstoph Keith Massac v Government of the Vlfglll Islands, et a! VI Supel 45
Case No ST 2020 CV 00278
Memorandum Opinion and Order
Page 7 of 7
ORDERED that Plaintiff and Defendant s Stipulation To Consent Judgment filed March
26 2021 is DISAPPROVED and it is further
ORDERED that a copy of this Memorandum Opinion and Order shall be directed to
counsel of record
DATED Aprilfi 2021 {Zigéé WY) 22Wu32
DENISE M FRANCOIS
Judge of the Superior Court of the Virgin Islands
ATTEST
TAMARA CHARLES
Cler h Court
BY 04% (mm
D INA D DOA VA1\ 91
C Gun Clerk Supervisor / /m