Truist Bank v. Putillion
| Decision Date | 07 May 2020 |
| Docket Number | CIVIL ACTION NO. 2:18-cv-01384 |
| Parties | TRUIST BANK, Plaintiff, v. LES PUTILLION, Defendant. |
| Court | U.S. District Court — Southern District of West Virginia |
Plaintiff Truist Bank ("Truist")1 initially brought this action against Defendants Capitol Valley Contracting, Inc. ("CVC") and Les Putillion ("Putillion"), seeking to seize certain real and personal property CVC used as collateral for loans issued by Truist. (ECF No. 1.) This Court previously granted default judgment against CVC and in favor of Truist and permitted Truist to access the real property. (ECF No. 27.) Therefore, only Putillion's interest in the personal property remains at issue, and he has asserted counterclaims against Truist based on its sale of personal property that he alleges belonged to him in order to satisfy CVC's indebtedness. (ECF No. 20; see ECF No. 40 at 1-2.)
Before this Court is Truist's motion for summary judgment. (ECF No. 39.) For the reasons explained more fully herein, the motion is GRANTED IN PART and DENIED IN PART.
Between June 24, 2013, and February 9, 2018, CVC executed at least seven promissory notes associated with various loans issued to it by Truist and granted Truist an interest in certain real and personal property as collateral for the loans. (ECF No. 43 at 6-7; see ECF Nos. 1-1, 1-3, 1-6, 1-9, 1-12, 1-14, 1-17.) The promissory notes at issue in this action are as follows:
Note 1. The promissory note to which Truist refers as "Note 1" was executed on June 24, 2013, in the principal amount of $250,000.00. (ECF No. 1-1.) In connection with Note 1, CVC executed a deed of trust granting Truist a lien against certain real property located in Kanawha County, West Virginia. (ECF No. 1-2.)
Note 4. The promissory note to which Truist refers as "Note 4" was executed on October 19, 2015, in the principal amount of $47,838.00. (ECF No. 1-3.) In connection with Note 4, CVC executed a security agreement granting Truist a lien on a 2012 Peterbilt truck titled in the name of CVC. (ECF Nos. 1-4, 1-5.) Truist's lien is noted as the first lien on the truck's certificate of title. (ECF No. 1-5.)
Note 6. The promissory note to which Truist refers as "Note 6" was executed on April 27, 2016, in the principal amount of $52,000.00. (ECF No. 1-6.) In connection with Note 6, CVC executed a security agreement granting Truist a lien on a 2017 Cedar Creek fifth-wheel camper titled in the name of CVC "or Mickey L Farmer." (ECF Nos. 1-7, 1-8.) Truist's lien is noted as the first lien on the camper's certificate of title. (ECF No. 1-8.)
Note 7. The promissory note to which Truist refers as "Note 7" was executed on October 26, 2016, in the principal amount of $38,000.00. (ECF No. 1-9.) In connection with Note 7, CVC executed a security agreement granting Truist a lien on a2015 Ford truck titled in the name of CVC. (ECF Nos. 1-10, 1-11.) Truist's lien is noted as the first lien on the truck's certificate of title. (ECF No. 1-11.)
Note 03. The promissory note to which Truist refers as "Note 03" was executed on September 20, 2017, in the principal amount of $222,198.34. (ECF No. 1-12.) In connection with Note 03, CVC executed a security agreement granting Truist a lien on all of CVC's equipment, including after-acquired equipment. (ECF No. 1-13.)
Note 04. The promissory note to which Truist refers as "Note 04" was executed on February 9, 2018, in the principal amount of $72,546.00. (ECF No. 1-14.) In connection with Note 04, CVC executed a security agreement granting Truist a lien on a 2013 Mack truck titled in the name of CVC, in addition to the 2012 Peterbilt truck, the 2017 Cedar Creek camper, and the 2015 Ford truck. (ECF Nos. 1-15, 1-16.) Truist's lien is noted as the first lien on the 2013 Mack truck's certificate of title. (ECF No. 1-16.)
Note 05. The promissory note to which Truist refers as "Note 05" was also executed on February 9, 2018, in the principal amount of $400,000.00. (ECF No. 1-17.) In connection with Note 05, CVC executed a security agreement granting Truist a lien on all of CVC's equipment, including after-acquired equipment. (ECF No. 1-18.) Truist filed two financing statements reflecting its interest in CVC's equipment—one dated August 8, 2014, and the other dated March 27, 2018. (ECF No. 1-19.) Truist's interest in the equipment was perfected as of August 8, 2014. (ECF No. 43 at 7.)2 In 2015, CVC provided Truist with a list of the equipment it claimed to own at that time. (ECF No. 1-21; see ECF No. 1 at 11.)
Putillion also loaned money and equipment to CVC, and CVC agreed to repay Putillion. (ECF No. 43 at 7.) On July 3 and August 28, 2018, Putillion filed two financing statements identifying CVC as the debtor and listing various equipment as collateral. (ECF No. 1-20.)
On November 28, 2018, Truist held an auction at which it sold several pieces of equipment it seized from a worksite CVC appeared to have abandoned, including a Komatsu bulldozer and dump truck, a Sunbelt lighting system, an Ingersoll Rand compressor, two CAT bulldozers and a CAT grader, and a diesel fuel tank. (ECF No. 39-6; see ECF No. 1 at 13.) According to Putillion, he, not CVC, owned the Sunbelt lighting system, one of the CAT bulldozers, and the diesel fuel tank. (ECF No. 43 at 7.)
Truist filed this action against CVC and Putillion on October 25, 2018, seeking declaratory and injunctive relief allowing it to seize the collateral identified in the promissory notes. (ECF No. 1.) On March 22, 2019, Putillion answered Truist's complaint and asserted counterclaims for trespass to chattel and conversion against Truist based on the November 28, 2018 auction. (ECF No. 20.) Truist filed its motion for summary judgment on March 20, 2020. (ECF No. 39.) Putillion timely responded (ECF No. 41), and Truist timely replied (ECF No. 42). As such, Truist's motion is fully briefed and ready for resolution.
Summary judgment is appropriate when the moving party "shows that there is no genuine dispute as to any material fact and the movant is entitled to judgment as a matter of law." Fed. R. Civ. P. 56(a). "A fact is material when it 'might affect the outcome of the suit under the governing law.'" Strothers v. City of Laurel, 895 F.3d 317, 326 (4th Cir. 2018) (quoting Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 248 (1986)). "Agenuine dispute arises when 'the evidence is such that a reasonable jury could return a verdict for the non-moving party.'" Id. (quoting Anderson, 477 U.S. at 248). "Thus, at the summary judgment phase, the pertinent inquiry is whether there are any genuine factual issues that properly can be resolved only by a finder of fact because they may reasonably be resolved in favor of either party." Variety Stores, Inc. v. Wal-Mart Stores, Inc., 888 F.3d 651, 659 (4th Cir. 2018) (alteration and internal quotation marks omitted).
"The burden is on the nonmoving party to show that there is a genuine issue of material fact for trial . . . by offering 'sufficient proof in the form of admissible evidence' . . . ." Guessous v. Fairview Prop. Invs., LLC, 828 F.3d 208, 216 (4th Cir. 2016). In ruling on a motion for summary judgment, this Court "view[s] the facts and all justifiable inferences arising therefrom in the light most favorable to the nonmoving party." Jones v. Chandrasuwan, 820 F.3d 685, 691 (4th Cir. 2016) (quoting Libertarian Party of Va. v. Judd, 718 F.3d 308, 312 (4th Cir. 2013)).
A. Truist is entitled to summary judgment in its favor as to Putillion's counterclaims for trespass to chattel and conversion.
Truist first argues that Putillion's counterclaims fail because he has not shown that he owned the Sunbelt lighting system, the CAT bulldozer, or the diesel fuel tank that were sold at the November 28, 2018 auction. (ECF No. 40 at 7-11.) Indeed, Putillion has proffered no evidence to demonstrate that he was the rightful owner of any of these items. (See ECF No. 41-2.) A trespass to chattel is committed upon the intentional dispossession of another of the chattel or the intentional use or "intermeddling" with a chattel in another's possession. Yourtee v. Hubbard, 474 S.E.2d 613, 619 (W. Va. 1996) (quoting Restatement (Second) of Torts § 217). Similarly, conversion is "[a]ny distinctact of dominion wrongfully exerted over the property of another, and in denial of his rights, or inconsistent therewith." Miami Coal Co. v. Hudson, 332 S.E.2d 114, 121 (W. Va. 1985) ). Each of these causes of action requires an interference with a property interest, but as Truist points out, Putillion has not shown that he had such an interest in the Sunbelt lighting system, the CAT bulldozer, or the diesel fuel tank.
In fact, Putillion represents that the equipment was owned by his now-defunct company, of which he was the primary shareholder (ECF No. 41-1 at 1), but he has not offered any evidence that his company owned the equipment either. In any event, a company's shareholders remain "legally distinct" from the company even after its dissolution, AIG Domestic Claims, Inc. v. Hess Oil Co., 751 S.E.2d 31, 38 (W. Va. 2013), and the mere fact of dissolution does not automatically "[t]ransfer title to the corporation's property," W. Va. Code § 31D-14-1405(b)(1). See Syl. Pt. 3, Kanawha Coal Co. v. Ballard & Welch Coal Co., 29 S.E. 514 (W. Va. 1897) ().
Moreover, Putillion's actions are seemingly inconsistent with his alleged ownership of the Sunbelt lighting system, the CAT bulldozer, and the diesel fuel tank. (See ECF No. 40 at 8-11.) Perhaps most importantly, Truist has presented evidence that it notified Putillion of the November 28, 2018 auction at which it allegedly sold Putillion's items (see ECF No. 39-6), but Putillion does not argue that he...
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