The Letter of Wishes

There is a document that most Nigerian trust deeds do not mention, that most Nigerian settlors have never heard of, and that serious trust practice in every mature common-law jurisdiction treats as nearly essential.

It is called the letter of wishes.

The letter of wishes is a document from the settlor to the trustee. It is not part of the trust deed. It is not signed as a formal legal instrument. It is not registered. It is not binding on the trustee in the way the deed is. In every technical sense, it is not a legal document at all.

And yet a serious trustee will read it more carefully, in some respects, than they read the deed. They will keep it with the trust's most important records. They will consult it every time a discretionary decision arises. They will use it, decade after decade, as their primary window into what the settlor — who is by then likely deceased — would have wanted them to do in circumstances the deed does not cover.

This essay is about that document: what it is, what it does, why it matters, what should go into it, and why the Nigerian settlor who commissions a serious trust and does not write one is leaving their trustee to navigate decades of decisions without the guidance the settlor is the only person who can provide.

The trust deed says what the trustee must do. The letter of wishes says what the settlor hoped they would do. The first is enforceable. The second is not. In practice, the second shapes more of the trust's operation than the first.

Before walking through the letter's contents, it is worth understanding why the letter exists at all — why serious trust practice has developed a document that is deliberately non-binding, sitting alongside a deed that is deliberately binding.

The reason is straightforward. A well-drafted trust deed grants the trustee substantial discretion. The trustee's powers clause typically includes broad authorities to invest, to distribute, to accumulate, to advance, to reallocate between beneficiaries, to determine timing and amounts, to weigh competing considerations, and to respond to circumstances the settlor could not have anticipated.

This discretion is not accidental. A trust that fixes every future distribution in advance is a rigid instrument, incapable of responding to the changing circumstances of the beneficiaries. Discretion is what enables the trust to remain useful across decades — to serve descendants whose specific needs the settlor could not have known, to respond to family developments that were not foreseeable, to adjust to economic and legal changes that had not yet occurred at the moment of settlement.

But discretion creates a problem. Once the settlor is gone, the trustee is exercising powers whose scope is broad and whose application is uncertain. The deed tells the trustee what they may do. It does not tell them, in most circumstances, what they should do. It does not record the values that would have shaped the settlor's own decisions in the situations the trustee now faces. It does not preserve the settlor's voice in the trust's ongoing operation.

A trustee exercising discretion without any guidance from the settlor is exercising the trustee's judgement in the settlor's absence. A trustee exercising discretion with the settlor's letter of wishes in hand is exercising the settlor's judgement through the trustee's execution.

The letter of wishes fills the gap. It provides the trustee with guidance on how the settlor hoped discretionary powers would be exercised — not commanding, not binding, but informing. It records the values and priorities that would have shaped the settlor's own decisions. It preserves the settlor's voice in the trust's operation long after the settlor is no longer able to speak.

This is the letter's core function. Everything else follows from it.

A reader may reasonably ask why the letter's guidance is not simply written into the deed itself. If the settlor wants to guide the trustee's discretion, why not do so through binding provisions rather than through a separate, non-binding document?

The answer illuminates one of the most sophisticated features of serious trust design.

A trust deed's provisions are binding on the trustee. If the deed says a beneficiary shall receive a specific distribution on the attainment of a specific age, the trustee must make that distribution or face liability for breach of trust. If the deed sets out specific criteria the trustee must apply to distribution decisions, the trustee is legally obligated to apply those criteria.

This binding quality is what makes the deed useful for provisions the settlor wants to make certain. But it becomes an impediment when the settlor wants to provide guidance while preserving flexibility for future circumstances. A settlor who writes into the deed that the trustee shall consider a beneficiary's completion of a university degree in determining whether to make a capital advance has fixed that requirement for the life of the trust. If, decades later, a great-grandchild pursues an alternative path — a vocational apprenticeship, an entrepreneurial venture, a serious artistic career — that would have been valued by the settlor had they lived to see it, the deed's rigid language may prevent the trustee from responding as the settlor would have wanted.

The letter of wishes solves this problem. It records the settlor's guidance without binding future exercises of discretion. The trustee, decades later, reads the letter as a description of what the settlor valued and how the settlor thought about these questions. But because the letter is not binding, the trustee retains the discretion to respond intelligently to circumstances the settlor could not have foreseen.

The letter of wishes preserves the settlor's guidance without freezing the settlor's assumptions. It communicates values across generations without imposing rules that later generations may find no longer serve those values.

This is why serious trust practice deliberately keeps the letter separate from the deed. The two documents perform different functions. The deed provides the trust's binding legal architecture. The letter provides the settlor's living voice, capable of informing decisions the deed cannot anticipate.

A well-written letter of wishes is not a legal document. It is a personal document that a serious settlor writes with substantial thought, in their own voice, addressed to the trustee who will read it — and to the successor trustees who will read it decades later. Its length varies with the settlor's circumstances and the trust's complexity, but a serious letter typically covers six specific subjects.

The letter of wishes is not a legal document, but it is also not an informal note. It occupies a particular register: personal but disciplined, candid but measured, specific but not restrictive.

The tone is direct. The settlor addresses the trustee in the first person, in ordinary language, in the settlor's own voice. I would like the trustee to consider. It is my hope that. I would be uncomfortable if the trust were used to. This tonal directness is what gives the letter its usefulness. A trustee reading a letter written in the settlor's own voice, decades after the settlor's death, receives something closer to a conversation with the settlor than to a legal instruction. That register is what makes the guidance feel binding in spirit even where it is not binding in law.

The length is proportionate. A serious letter typically runs to five to fifteen pages — long enough to cover the six sections substantively, short enough to be readable by successor trustees years later. Letters that run to fifty pages are usually attempting to be deeds; letters that run to two pages are usually failing to provide meaningful guidance.

The date is prominent. The letter should record when it was written. Successor trustees reading the letter decades later need to know the era in which it was composed, because circumstances will have changed and some of the letter's specific guidance may need to be interpreted against the conditions of the time in which it was written.

The signature is the settlor's own. The letter is signed at the end by the settlor personally, not by the settlor's lawyer, not by a witness, not by any other person. The letter is the settlor's document, and its authority — such as it is — comes from the fact that it is unmistakably the settlor's own words.

The letter of wishes is not written by counsel and reviewed by the settlor. It is written by the settlor, in the settlor's own voice, with the discipline of the trust practice guiding its structure and its scope.

This distinction matters. A letter of wishes drafted in third-person legal register, that sounds like a lawyer's document, is a letter that will not do what the letter is meant to do. Successor trustees will treat it as auxiliary drafting from counsel rather than as the settlor's own guidance, and its influence on decision-making will be correspondingly reduced. A letter written in the settlor's voice, however imperfect the settlor's writing, carries an authority that no third-person lawyer's draft can replicate.

Unlike the deed, the letter of wishes can be updated. The settlor can and often should revise it as circumstances change, as beneficiaries are born or die, as the settlor's own views evolve, and as the trust's operation reveals questions the original letter did not anticipate.

A serious settlor typically revises the letter at intervals across their lifetime — not annually, but every several years, at moments when significant changes in the family or in the settlor's own thinking justify the exercise. Each revision produces a new letter, dated, signed, and retained alongside the previous versions in the trust's archive.

The retention of previous versions matters. When a successor trustee, decades later, is trying to understand the settlor's thinking on a particular question, the evolution of the letter across time is often more instructive than the final version alone. A settlor who took a particular position in an early letter and then modified it in a later one has given the trustee important evidence about how the settlor's thinking developed and where the settlor's ultimate position landed.

For settlors who have not yet written a letter and are considering doing so many years into the trust's life, it is not too late. A letter written even at an advanced stage — provided it is genuine, considered, and complete — will provide the trustee with guidance that would otherwise be unavailable. The best time to write the letter is at setup. The second-best time is now.

For settlors who have died without leaving a letter, the trust's operation must proceed on the basis of the deed alone, supplemented by whatever contextual understanding the trustee can construct from other sources: conversations recalled by family members, the settlor's other writings, the pattern of the settlor's own life, the character of the settlor's professional and personal relationships. This is a substantially weaker foundation for discretionary decision-making than a properly written letter would have provided. A trustee working in these conditions must exercise their judgement, and that judgement may or may not track what the settlor would have wanted.

The letter of wishes is the settlor's insurance against this eventuality. It ensures that the trustee, even decades after the settlor is gone, has access to the settlor's own thinking on the questions the trust will face.

For a settlor sitting down to write their letter for the first time, the essay closes with six questions the letter should answer plainly. A letter that answers these questions is a letter that will guide the trustee usefully across the trust's life. A letter that does not is a letter that will leave the trustee to guess at matters the settlor should have addressed.

A settlor who spends serious time answering these six questions produces a letter that will do the letter's work. A settlor who rushes through them, or who leaves them to their lawyer to draft on their behalf, produces a document that carries the letter's form but not its substance.

The letter deserves the settlor's own time. It is one of the last documents in the settlor's lifetime through which they can speak directly to those who will benefit from what they built. The care with which it is written reflects the care with which the settlor thought about the family the trust was created to serve.

A serious trust has both documents. A trust that has only the deed is missing the settlor's voice.

This is the essay's compressed argument. Not that the letter is a substitute for the deed — the two documents perform different functions, and both are necessary. Not that the letter binds the trustee — it does not, and its usefulness depends on the fact that it does not. But that the letter carries something the deed cannot: the settlor's own voice, addressed directly to the trustee, preserved across time, informing the discretion the deed grants but does not fill.

A Nigerian family trust with a well-written letter of wishes is a trust operating with the settlor's guidance across its full life. A Nigerian family trust without one is a trust operating with the trustee's guesswork about what the settlor would have wanted — which is often wrong, and which the settlor could have prevented by writing the letter the trust needed.

A settlor who does not write it leaves the trustee to guess what the settlor would have wanted. And guesses are often wrong.