In 2014, a limited liability company applied to the City of Frontenac to split a 2.3-acre lot into two buildable parcels. The city's Building Commissioner checked the plan against local zoning, which required only that each new parcel exceed one acre, and approved it. Two lots, labeled 6A and 6B, went onto Frontenac's plat records.
That approval turned out to be nearly worthless. Five years, one lawsuit, and a trip to the Missouri Supreme Court later, the buyer still couldn't build a second house on the parcel it had legally split. The reason had nothing to do with Frontenac's government. It had to do with a document the city has no authority to enforce, interpret, or waive: the subdivision's own trust indenture.
The lot that looked like a two-for-one
Jane Huey lived on Lot 6 of the Clayton Terrace Subdivision in Frontenac for close to 40 years before her death in October 2011. Her daughter, Jeannette Huey, took over as trustee of the estate and listed the 2.3-acre property for sale. Kevin McGowan, a career real estate developer, later testified that the size of the lot immediately made him think it could be split. Before making an offer, he confirmed with Frontenac that the city's ordinances would permit exactly that, since the zoning code only required each resulting parcel to be larger than one acre. He then brought in an investor, Century Renovations, LLC, to make the purchase.
Huey and Century Renovations agreed to terms in January 2013, with closing set for February 6. Before the sale could close, the deal ran into Clayton Terrace's other governing document: a 1972 amendment to the subdivision's indentures requiring 15 days' written notice to every other lot owner before any sale, including the price, the terms, and the buyer's identity, so neighbors could exercise a right of first refusal. Insight Title Company prepared the notice, and closing was pushed back nine days, to February 15, to make room for it. The day before that new closing date, the contract itself changed hands, assigned from Century Renovations to a newly formed entity called 6 Clayton Terrace, LLC.
The subdivision's trustees later argued in court that the notice Insight Title sent had left out the buyer's identity, a violation of the indenture's plain terms. The circuit court disagreed. It found the notice complied with the indenture, and that the one neighbor who had expressed interest in the property, Elizabeth Schwartz, had signed a written waiver of her right to buy it. That finding held through the rest of the case. The 2013 sale itself stood. What the new owner tried to do with the property next is what didn't.
"only one residence shall be erected on each lot"
Added to the Clayton Terrace indentures in 1928, five years after the subdivision was platted, that sentence is what the new owner ran into.
What the city controls, and what it never did
| Question | Frontenac's zoning ordinance | Clayton Terrace's trust indenture |
|---|---|---|
| Minimum lot size | Just over one acre | Not addressed by acreage, but effectively one residence per original lot |
| Who approves changes | Building Commissioner and Planning and Zoning Commission | A two-thirds vote of lot owners, per the indenture's own amendment clause |
| Who can waive it | The city, through variance or ordinance change | No one, unless the required share of neighbors agrees |
| What happens if you build anyway | Possible code enforcement action | A civil lawsuit from the subdivision's trustees |
When 6 Clayton Terrace, LLC applied to subdivide the lot in 2014, Frontenac's Building Commissioner told the subdivision's trustees the city was bound only by its own ordinances, and that its ruling on the subdivision had no bearing on whether the indentures still restricted the land. Frontenac approved the application that June, since it didn't conflict with any city code. The trustees were left to fight the rest of the battle on their own, in circuit court.
How it played out
- 1923 — Clayton Terrace is platted with 23 lots, and its original trust indenture is recorded, setting restrictions to run 25 years unless renewed by a two-thirds vote of lot owners.
- 1928 — Lot owners add the one-residence-per-lot provision by a two-thirds vote.
- 1972 — Lot owners add the right-of-first-refusal provision, requiring 15 days' written notice, including price, terms, and buyer identity, before any lot sale.
- 1998 — Both provisions are restated and re-approved by two-thirds of lot owners.
- October 2011 — Jane Huey dies. Jeannette Huey becomes trustee of the estate.
- January–February 2013 — Huey sells the lot to Century Renovations, LLC, which assigns the contract to 6 Clayton Terrace, LLC the day before closing.
- 2014 — 6 Clayton Terrace, LLC applies in April to split the lot. Frontenac approves the split in June. Clayton Terrace's trustees sue in August.
- August 13, 2019 — The Missouri Supreme Court rules, upholding the one-residence-per-lot restriction and blocking a second house, while also reversing decades of precedent on how indentures can be amended. The case is Trustees of Clayton Terrace Subdivision v. 6 Clayton Terrace, LLC, 585 S.W.3d 269.
Why the Supreme Court's answer makes this harder, not easier
For roughly 80 years, Missouri courts followed a rule from a 1938 case holding that a subdivision couldn't add a brand new restriction by anything less than unanimous consent, even if the indenture itself allowed changes by a simple majority or two-thirds vote. Adding a restriction was treated differently than removing one, because it placed a new burden on an owner who never agreed to it. That standard held for eight decades in Missouri and had been cited by supreme courts in Arkansas, Iowa, Minnesota, Nebraska, Texas, and Washington.
The Missouri Supreme Court's 2019 ruling did away with that distinction. It held that an amendment to a subdivision's indenture only needs whatever vote the indenture itself specifies, whether the amendment adds a restriction or removes one. For Clayton Terrace, the two-thirds vote from 1928 was enough to bind every future owner of Lot 6, including one who bought decades later and never had a vote.
For anyone buying into an older subdivision in Frontenac today, that ruling cuts both ways. It settles the question of whether a longstanding restriction is enforceable. It also means your neighbors can add a new restriction to your indenture, one you didn't vote on and might not want, as long as they hit whatever threshold your specific document requires. Reading the indenture at closing tells you what's true today. It says nothing about what a two-thirds vote could add next year.
What this means if you're buying or selling in one of Frontenac's older subdivisions
Many of Frontenac's residential subdivisions, Clayton Terrace among them, were platted in the first half of the twentieth century with a trust indenture recorded alongside the plat, a private agreement among lot owners that exists entirely outside city zoning. Frontenac's Building and Planning Department can tell you what the zoning code allows. It can't tell you what the indenture allows, and by the city's own account during this case, one has no bearing on the other.
Before writing a contract on an older Frontenac property, especially one large enough to suggest a lot split or a teardown, it's worth doing three things:
- Ask the seller's title company or attorney for the recorded indenture and every amendment to it, not just the original plat.
- Check whether the indenture requires notice to other lot owners before a sale, and what that notice has to include. Clayton Terrace's version required price, terms, and the buyer's identity, all three, in writing, 15 days out.
- Ask what vote threshold the indenture uses to amend itself. That number tells you how easily your neighbors could change the rules after you've already closed.
A few questions worth asking directly
Does every subdivision in Frontenac have a trust indenture? Not every one, but many of the city's older platted subdivisions do. Recording a trust indenture alongside the plat was common practice across St. Louis County through much of the twentieth century, as described by neighboring Town and Country's own trustee resource page. The only way to know for a specific address is to pull the recorded plat and indenture at the St. Louis County Recorder of Deeds.
Can the City of Frontenac enforce a subdivision's indenture? No. Frontenac's own Building Commissioner said as much during the Clayton Terrace dispute: the city is bound by its own ordinances, and a private indenture is a matter for the subdivision's trustees and lot owners to enforce, typically through civil court.
Does a right-of-first-refusal clause slow down an otherwise normal sale? It can. If a property is governed by a provision like Clayton Terrace's, the seller has to build 15 days of neighbor notice into the closing timeline, and an incomplete or inaccurate notice can become grounds for a later legal challenge, as it did here.
Buying or selling in one of Frontenac's older subdivisions comes with layers a portal listing won't show you. If you're weighing a move on a property like this, get in touch to discuss your home. Call or text Alyssa Suntrup to start the conversation.