Martin v. Banco Popular De Puerto Rico

• Citation: 51 V.I. 895
• Decision Date: 20 May 2009
• Docket Number: No. Civil No.2008–109.,Civil No.2008–109.
• Parties: Ronald MARTIN, Plaintiff, v. BANCO POPULAR DE PUERTO RICO, Defendant.
• Court: U.S. District Court — Virgin Islands

51 V.I. 895

Ronald MARTIN, Plaintiff,

v.BANCO POPULAR DE PUERTO RICO, Defendant.

No. Civil No.2008–109.

District Court of the Virgin Islands, Division of St. Thomas and St. John.

May 20, 2009.

James M. Derr, Esq., St. Thomas, U.S.V.I., for the plaintiff.

Ashlee M. Gray, Esq., St. Thomas, U.S.V.I., for the defendant.

MEMORANDUM OPINION

GÓMEZ, C.J.

Before the Court is the motion of Ronald Martin (“Martin”) for summary judgment on his complaint against Banco Popular de Puerto Rico (“Banco Popular”). Additionally, Banco Popular has filed a cross-motion for summary judgment on its counterclaim against Martin. For the reasons stated below, the Court will grant Martin's motion. The Court will deny Banco Popular's motion.

I. FACTS¹

James L. Reed (“James Reed') owned a condominium unit described as Apartment No. 302E St. Maarten Building, Sapphire Hill Village Condominium, Parcel No. 16–1–1A Estate Smith Bay, Nos 1, 2, and 3 East End Quarter, St. Thomas, U.S. Virgin Islands (the “Condominium”). The Condominium was subject to a mortgage (the “Mortgage”), which was originally executed in favor of the Home Mortgage Company. In 1992, the Mortgage was assigned to Banco Popular.

Reed died intestate in 1995. Helen M. Reed (“Helen Reed”) was appointed administratrix of the Estate of James Reed, in a probate action conducted in the Superior Court of the Virgin Islands, Division of St. Thomas and St. John, captioned Estate of James Leonard Reed, Terr. Ct. Probate No. 982/1995 (the “Probate Action”).

In July, 1999, the Estate of James Reed filed a Final Account in the Probate Action, which indicated that the only assets of the Estate were the Condominium and $969.76 in cash. In November, 1999, the Estate filed a petition requesting that all of the assets of the Estate be distributed to Anngia Reed, James Reed's daughter.

In August, 2002, Helen Reed sent a letter to the Superior Court stating that she wished to resign as administratrix, and requesting that she be released from any further obligations in the Probate Action.

On March 26, 2003, Helen Reed, individually and in her capacity as administratrix of the Estate, and Anngia Reed, individually, executed a Deed in Lieu of Foreclosure in favor of Banco Popular. The Deed in Lieu of Foreclosure purported to transfer the Condominium to Banco Popular in exchange for satisfaction of the debt secured by the Mortgage. The Deed in Lieu of Foreclosure was recorded with the Recorder of Deeds for St. Thomas and St. John (the “Recorder”) on May 14, 2003, as document number 2003003389.

On September 12, 2003, Banco Popular entered into a Contract of Sale (the “Contract”) with Ronald Martin for the sale of the Condominium. Pursuant to the Contract, Banco Popular promised to convey the Condominium to Martin for the purchase price of $38,000. Paragraph eight of the Contract states that Martin, a licensed real estate broker in the Virgin Islands, is the selling realtor for the transaction. Cassandra Francis (“Francis”) of Francis Properties is the listing realtor. Paragraph eight further states that Martin and Francis are agents of Banco Popular for the sale of the Condominium, and are to be paid commissions by Banco Popular in connection therewith. Paragraph ten of the Contract provides:

[I]f the transaction contemplated herein is not closed by reason of Seller's default or failure or refusal to perform through no fault of the Buyer, then Buyer shall have the right to elect either (I) to terminate this agreement, and receive a refund of the earnest money deposit paid hereunder, and no party shall have any rights, obligations or liabilities hereunder, except that the Seller shall be obligated to immediately pay Broker to the full commission as set forth in the listing agreement, or (ii) Buyer may pursue an action for specific performance.

(Ex. F to Stipulation of Undisputed Facts, Contract of Sale 4, ¶ 10, Sept. 12, 2003.) Martin paid the earnest money deposit for the Condominium to Francis.

On October 20, 2003, Juliette C. Kean (“Kean”), Vice–President of Banco Popular, executed a warranty deed conveying the Condominium to Ronald Martin and Susan Martin for the purchase price of $38,000. That deed was never delivered to Martin.

Thereafter, Banco Popular claimed that it did not possess clear title to the Condominium. In a correspondence dated December 29, 2003, Martin offered to rent the Condominium until such time as Banco Popular was prepared to close on the Contract of Sale. Banco Popular did not accept Martin's offer to rent the Condominium. Between February 1, 2003, and February 22, 2007, Banco Popular paid a total of $32,420.84 in condominium dues and assessments for the Condominium.

On January 27, 2004, Helen Reed filed a motion asking that her request to resign as administratrix of the Estate of James Reed be withdrawn, and that she be re-appointed as administratrix of the Estate. Also on January 27, 2004, Helen Reed, in her capacity as administratrix of the Estate, filed a motion to authorize the transfer of the Condominium to Banco Popular pursuant to the March 26, 2003, Deed in Lieu of Foreclosure.

On November 10, 2004, Helen Reed filed a renewed motion to authorize the transfer of the Condominium to Banco Popular pursuant to the Deed in Lieu of Foreclosure. The renewed motion states that “[t]here is a Contract of Sale dated September 12, 2003[,] between Ronald Martin and the Bank for the purchase price of THIRTY EIGHT THOUSAND DOLLARS ($38,000), that remains to be consummated, thus the renewal of the motion to authorize transfer fo the real property from the Estate to the Bank.” (Ex. M. to Joint Stipulation of Facts, Renewed Mot. to Authorize Transfer of Property 2, Nov. 10, 2004.)

In a letter dated January 26, 2006, counsel for Banco Popular informed Martin that “after incessant efforts [Banco Popular] has yet to acquire clear title to [the Condominium]. Because Banco Popular does not effectively own the [Condominium], it is in no position to sell it to you.” (Ex. N. to Joint Stipulation of Facts, Letter from Dudley Topper and Feurzeig, LLP to Martin 1, Jan. 26, 2006.) The letter further stated that Banco Popular was terminating the Contract of Sale and returning Martin's earnest money deposit.

In a letter dated January 30, 2006, Martin informed counsel for Banco Popular that he did not consent to the termination of the Contract.

In February, 2006, counsel for Banco Popular wrote to the Chief Deputy Clerk of the Probate Division of the Superior Court seeking a response to the renewed motion to authorize transfer of the Condominium. In June, 2006, counsel for Banco Popular sent a letter to the Honorable Brenda J. Hollar, Judge of the Superior Court, asking for expedited consideration of the renewed motion to authorize transfer.

On July 13, 2006, Martin executed a Notice of Interest with respect to the Condominium. Martin recorded the Notice of Interest with the Recorder of Deeds.

In a letter dated July 28, 2006, counsel for Banco Popular notified Cassandra Francis of Francis Properties that Banco Popular was terminating the Contract and directed Francis to return Martin's earnest money deposit for the Condominium. On July 31, 2006, Francis Properties issued a check to Martin in the amount of his deposit. On August 7, 2006, Martin returned the uncashed check for the Condominium deposit to Francis Properties, and informed Francis that he believed Banco Popular to be still bound by the Contract. That same day, counsel for Banco Popular wrote a letter to Martin, which reiterated that Banco Popular was terminating the Contract.

On October 4, 2006, the Superior Court entered an Adjudication (the “Adjudication”) declaring Anngia Reed to be the sole heir at law of James Reed, and awarding her all of the property of the Estate, including the Condominium. The Superior Court did not rule on the renewed motion to authorize transfer of the Condominium.

In a correspondence dated June 18, 2007, counsel for Banco Popular informed Francis that the Superior Court had adjudicated title to the Condominium in favor of Anngia Reed, and again directed her to return Martin's deposit. That same day, counsel for Banco Popular wrote to Martin, notifying him of the Adjudication, and again reiterating Banco Popular's position that the Contract was of no force and that Martin's deposit would be returned.

In a facsimile dated July 10, 2007, Martin informed counsel for Banco Popular that he would leave his deposit money in the escrow account of Francis Properties. In a letter dated July 13, 2007, counsel for Banco Popular told Francis that if she continued to hold Martin's deposit money in Francis Properties' escrow account, such action would not be as an agent of Banco Popular.

On July 16, 2008, Martin commenced this action against Banco Popular in the Superior Court, claiming that Banco Popular breached its obligations under the Contract, and requesting specific performance thereof. Specifically, Martin's complaint seeks an order directing Banco Popular to convey the Condominium to him by warranty deed for the purchase price of $38,000.

On August 1, 2008, the matter was removed to this Court, pursuant to a notice of removal filed by Banco Popular.² Thereafter, Banco Popular filed an answer to Martin's complaint. Banco Popular also filed a counterclaim against Martin. Count One of the counterclaim seeks a declaratory judgment stating that Banco Popular “properly terminated the Contract when it could not convey title within a reasonable period of time.” (Answer and Counterclaim 4, ¶ 11, Aug. 13, 2008.) Count Two is a claim for slander of title, based on Martin's conduct in recording the Notice of Interest in the Condominium. Count Three seeks an injunction requiring Martin to immediately remove the Notice of Interest. Count Five is a claim for unjust enrichment against Martin.

Now, Martin seeks summary judgment on his complaint against Banco Popular.³ Banco Popular also seeks summary judgment...