Stasher v. Harger-Haldeman, HARGER-HALDEMA

• Court: United States State Supreme Court (California)
• Writing for the Court: SCHAUER; GIBSON
• Citation: 372 P.2d 649,58 Cal.2d 23,22 Cal.Rptr. 657
• Parties: , 372 P.2d 649 Rela Ardell STASHER, Individually and as Administratrix, Plaintiff and Appellant, v.efendant and Respondent. L. A. 26244.
• Decision Date: 21 June 1962
• Docket Number: D,HARGER-HALDEMA

Page 657

22 Cal.Rptr. 657 58 Cal.2d 23, 372 P.2d 649 Rela Ardell STASHER, Individually and as Administratrix, Plaintiff and Appellant,
v.
HARGER-HALDEMAN, Defendant and Respondent. L. A. 26244. Supreme Court of California, In Bank. June 21, 1962.

[58 Cal.2d 25] Lee, LaVigne & Davis, B. T. Davis, Jr., and David J. Lee, Los Angeles, for plaintiff and appellant.

R. D. Sweeney and Cameron W. Cecil, Los Angeles, for defendant and respondent.

SCHAUER, Justice.

Plaintiff appeals from a judgment for defendant in an action (brought individually and as administratrix[58 Cal.2d 26] of her husband's estate) to compel restitution upon claimed rescission of a conditional sale contract for the sale of an automobile and to recover all payments made thereunder to defendant.

Plaintiff contends that the subject contract was voidable at her instance because, as she would construe its language, it fails in certain respects to comply with the requirements of former Civil Code section

Page 658

[372 P.2d 650] 2982, subdivision (a). ¹ We have concluded that the contract complies with that statute and hence that the judgment should be affirmed.

Defendant at all times material was a licensed automobile dealer. On January 15, 1956, plaintiff and her (now deceased) husband went to defendant's place of business and negotiated to purchase a 1956 Chrysler automobile. Defendant agreed to allow a discount of $632.63 on the price of the new car, to accept in trade a 1954 Chrysler with an agreed value of $1,600, and to pay off a balance of $1,648.10 owing on the old [58 Cal.2d 27] car. Two days later plaintiff's husband returned and signed the conditional sale contract. He was given a copy of the contract and took delivery of the car.

The pertinent portions of the subject contract provide:

'SCHEDULE OF INSTALLMENTS

'$105.19 on 2/28/56, $450.00 on 1/21/56, $300.00 on 1/27/56, $100.00 on 1/30/56, $105.19 on 3/28/56, and $105.19 on the 28th of each month, after the date of the last payment above specified for 34 months, * * *

 "STATEMENT OF TRANSACTION
                "(1) Cash Price ............................................. $3456.00
                 Accessories ............................................ 909.30
                 City Sales Tax .....................................
                 State Sales Tax ........................................ 111.99
                 Total .................................................. 4477.29
                "(2) Down Payment
                 A. Net Agreed
                 Value 1600.00
                 Less
                 Payoff 1648.10 Net (48.10)
                 54 Yr. Make Chry.
                 Motor No.
                 B. Discount ............................................ 632.63
                 C. Deposit Credit ..................................
                 D. Cash ............................................
                 Total Down ............................... 584.53
                "(3) Unpaid Cash Price ...................................... 3892.76
                "(4) Insurance ..........................................
                "(5) Fees (License & Vehicle Tax) ........................... 57.00
                "(6) Unpaid Balance ......................................... 3949.76
                "(7) Time Price Differential ................................ 687.08
                "(8) Contract Balance ....................................... $4636.84"
                

The parties found neither uncertainty nor lack of substance in the terms of the contract, and during the ensuing two and one-half years plaintiff and her husband made payments thereon without complaint

Page 659

[372 P.2d 651] and drove the car some 63,000 miles. However, after her husband's death, plaintiff brought this action in what appears to be an attempt to have a rescission judicially declared and, in any event, to compel restitution by defendant. She advances the contention that the contract fails in certain aspects of expression to comply with the requirements of former section 2982, subd. (a) of the Civil Code (ante, fn. 1), and seeks to recover all payments made thereunder to defendant. At the time of trial a total of [58 Cal.2d 28] $4,634.31 had been paid on the contract balance. The automobile has remained throughout in plaintiff's possession. Obviously plaintiff has not shown facts which establish a conventional rescission; she relies solely on claimed violation of the above cited statute.

The trial court found that the subject contract 'complied strictly' with the provisions of items 1 to 4 and 6 to 8 inclusive of section 2982 (subd. (a)), and that there was 'substantial compliance' with the provisions of items 5 ² and 9 ³ of that section. The court 'concluded' (i. e., found) that plaintiff '(has) not been damaged by any act or omission of the defendant,' and accordingly entered judgment for the latter.

The principal issue on appeal is whether the subject contract complies with the provisions of Civil Code section 2982, subd. (a). ⁴ In General Motors Accept. Corp. v. Kyle (1960) 54 Cal.2d 101, 109(5), 4 Cal. Rptr. 496, 351 P.2d 768, we adopted for descriptive purposes only the terms 'formal' and 'substantive' to distinguish between, on the one hand, the requirements of subdivisions (a) and (b) of section 2982, and on the other hand the requirements of subdivisions (c) and (d) of that section. ⁵ Definitive of the requirements of these sections we said in Estrada v. Alvarez (1952) 38 Cal.2d 386, 389 (2, 3), 240 P.2d 278, that 'According [58 Cal.2d 29] to the Carter case (Carter v. Seaboard Finance Co. (1949) 33 Cal.2d 564, 203 P.2d 758), 'The obvious purpose of the statute is to protect purchasers of motor vehicles against excessive charges by requiring full disclosure of all items of cost' (p. 573(9a) of 33 Cal.2d (p. 764 of 203 P.2d)); the form and requisites prescribed by the statute are mandatory; a contract which does not substantially conform thereto is unenforceable; and a buyer who has made payments to the seller under such a contract may recover them * * *.' (Italics added.) Similarly, in City Lincoln-Mercury Co. v. Lindsey (1959) 52 Cal.2d

Page 660

[372 P.2d 652] 267, 273(6), 339 P.2d 851, 73 A.L.R.2d 1420 we held that 'The fact that Lindsey (i. e., the buyer), when signing the contract, could ascertain the amounts of the missing items by calculation based on the figures appearing in the sales order does not show substantial compliance with subdivision (a) (of Civil Code section 2982).' (Italics added.) Again, in General Motors Accept. Corp. v. Kyle (1960), supra, 54 Cal.2d 101, 109-110(6), 4 Cal.Rptr. 496, 351 P.2d 768 we reiterated that 'In Carter v. Seaboard Finance Co. (1949), supra, 33 Cal.2d 564, 203 P.2d 758, we held that substantial violations of formal requirements of subdivision (a) of section 2982 rendered the contract unenforcible by the seller (fn. omitted) and that a buyer who has made payments to the seller under such a contract can recover them.' (Italics added.) (In accord are, e. g., Foster v. Masters Pontiac Co. (1958) 158 Cal.App.2d 481, 487-488(6, 7), 322 P.2d 592; Adams v. Caruso Enterprises, Inc. (1955) 134 Cal.App.2d 403, 408 (1), 285 P.2d 1022; Millick v. Peer (1955) 130 Cal.App.2d Supp. 894, 896(1), 279 P.2d 212.)

Substantial compliance, as the phrase is used in the decisions, means actual compliance in respect to the substance essential to every reasonable objective of the statute. But when there is such actual compliance as to all matters of substance then mere technical imperfections of form or variations in mode of expression by the seller, or such minima as obvious typographical errors, should not be given the stature of non-compliance and thereby transformed into a windfall for an unscrupulous and designing buyer. (See Ridge v. Boulder Creek etc. School Dist. (1943) 60 Cal.App.2d 453, 458(2), 140 P.2d 990.) Section 2982 and its companion provisions of the Civil Code constitute a shield, not a sword, for the use of buyers in proper cases. Thus, in General Motors Accept. Corp. v. Kyle (1960), supra, 54 Cal.2d 101, 4 Cal.Rptr. 496, 351 P.2d 768, this court made...