dissenting.
The decision by Yeager's heirs not to open an estate, even though the decedent's assets exceeded the $50,000 limit,6 should not permit them to cireumvent the shareholder's agreement to which Yeager was a party. I must therefore respectfully dissent.
Our courts have long recognized and respected the freedom to contract. Ransburg v. Richards, 770 N.E.2d 393, 395 (Ind.Ct.App.2002), trans. denied 783 N.E.2d 700 (Ind.2002). There is a strong presumption of enforceability of contracts that represent the freely bargained agreement of the parties. Id. As a general rule, the law allows persons of full age and competent understanding the utmost liberty of contracting, and their contracts, when *26entered into freely and voluntarily, are enforced by the courts. Id.
The majority does not question the validity of the shareholders' agreement, yet in effect renders it unenforceable by disregarding Gatlin's right to purchase Yeager's stock within thirty days after the appointment and qualification of an executor or administrator. Musetta asserted in her Affidavit for Transfer of Personal Property that Yeager's will "was not probated as the estate was of minimal value, wherein the opening of an estate and probating of the will was mot required." (App. at 14) (emphasis supplied). She alleged the value of Yeager's gross estate "does not exceed the sum of Fifty Thousand Dollars ($50,000.00) as provided by I.C. 29~-1-8-1," (id.), but then stated in the next paragraph his Gatlin stock was worth $63,567.
As an estate need not be opened within sixty days after the death of a decedent, it is apparent the shareholder agreement was crafted to permit Gatlin to purchase a decedent's stock even if an estate is not opened promptly. The agreement explicitly provides Gatlin may purchase the stock within thirty days after the appointment of an executor or administrator. In other words, heirs may not defeat the shareholder agreement by delaying the opening of the estate for sixty days or more.
But that appears to be exactly what the majority result would permit. Yeager died October 25, 2006, and Musetta never opened an estate, nor did she file until June of 2008 her Affidavit of Entitlement alleging the opening of an estate was not required because of its minimal value. Her delay and apparent misrepresentation of the value of the estate7 should not permit her to avoid the shareholder agreement's provisions that define when Gatlin may purchase Yeager's stock.
As there has not yet been an "appointment and qualification of an executor or administrator of the estate," (id. at 89), I would hold Gatlin's thirty-day period to exercise its option has not run. At the very least, I would treat Musetta's affidavit as the functional equivalent of an "appointment and qualification of an executor or administrator of the estate," especially where, as here, it appears an estate should have been opened but was not because of Musetta's apparent misrepresentation of its value.
I must accordingly respectfully dissent.
. It appears undisputed that the value of the Gatlin stock alone exceeded $50,000, so the trial court should not have permitted the administration of the estate to be avoided pursuant to Ind.Code § 29-1-8-4.5 based on Musetta's apparent misrepresentation in the affidavit of entitlement that the value of the entire estate was less than $50,000. Ind. Code § 29-1-8-4 provides:
representatives, a personal representative or a person acting on behalf of the distribu-tees may close an estate administered under the summary procedures of section 3 of this chapter by filing with the court, at any time after disbursement and distribution of the estate, a verified statement stating that:
(1) to the best knowledge of the personal representative or person acting on behalf of the distributees the value of the gross probate estate, less liens and encumbrances, did not exceed the sum of:
(A) fifty thousand dollars ($50,000). ...
Musetta does not acknowledge in her brief the value of the stock or that, because of the value of the stock, Yeager's gross estate apparently exceeded $50,000. She does say the value of the estate does not exceed $50,000 "less liens, encumbrances, administration expenses and attorney fees," (App. at 14), but states on the next page there are no known creditors. Nor does Musetta assert there were any liens or encumbrances.
. As noted above, Musetta stated in her own affidavit that the estate was worth less than $50,000 even though the Gatlin stock, which she describes as Yeager's personal property, was worth over $63,000. Still, the majority declines to consider Gatlin's argument the estate was worth more than $50,000 and therefore administration should not have been dispensed with pursuant to Ind.Code § 29-1-8-1. It holds Gatlin is estopped from challenging the value of the estate because it "expressly asserted that 'the amount of the Estate's assets was 'under $50,000." "_ Op. at 24.
The statement on which the majority apparently relies is from Gatlin's objection to the Order on Affidavit of Entitlement. There Gat-lin said "there was no executor or administrator appointed in this estate due to the amount of assets at issue being under $50,000.00." (App. at 21.) I believe this statement is merely Gatlin's explanation why there was no executor or administrator; I would not read the statement as Gatlin's "express assertion" that it knew what the value of Yeager's estate was and agreed it was "minimal" for purposes of Ind.Code § 29-1-8-1.