The California Appellate Court, Fourth District, recently ruled in favor of a bank in a lawsuit arising from a check cashing scheme, confirming that the Uniform Commercial Code ("UCC") overrides inconsistent principles of state common law, and did not require the bank to prove it was free from negligence.
A copy of the opinion is available at: http://www.courtinfo.ca.gov/opinions/documents/E049170A.pdf.
Chino Commercial Bank, N.A. ("Chino") brought an action against Brian Peters and Marylin Charlnoes for breach of contract and fraud. Peters and Charlnoes maintained a checking account with Chino through their small construction business, Faux Themes Inc. ("Faux"). In March of last year, Peters entered into a business arrangement with a man he met on the internet, whereby the man would send Peters checks to deposit into Faux's account with Chino and Peters would then wire the funds to a bank account in Hong Kong. Peters would retain a fifteen percent fee for this service.
Overall, Peters wired just under half a million dollars to Hong Kong, but the checks he deposited with Chino were ultimately dishonored as forgeries. Chino then brought an action against Peters and Charlnoes to recover the funds overdrafted from Faux's account, seeking to attach property of Peters and Charlnoes under a common law contract theory. The trial court found in Chino's favor, placing the burden of proving any negligence by Chino in accepting the altered checks or wiring the funds on Peters and Charlnoes.
Peters and Charlnoes appealed the trial court's ruling, arguing that Chino should have been required to prove it was free from negligence under the traditional principles of California common law that govern contracts. The Appellate Court rejected the appeal, explaining that California's enactment of the UCC preempted any inconsistent common law principles. It then discussed Chino's potential liability under the relevant UCC provisions for (1) accepting the altered checks; and (2) wiring the funds as directed by Peters.
Concerning Chino's acceptance of the altered checks, the Appellate Court looked to the UCC's chargeback provisions to determine that Chino could, in fact, be liable for charging the amounts of the dishonored checks back to Faux's account if it failed to exercise ordinary care in accepting the altered checks. However, the Appellate Court found that Chino presented uncontradicted evidence that it used ordinary care, and that Chino was therefore entitled to charge the funds back to Faux's account. Specifically, the Appellate Court relied on evidence that Chino's employees (1) looked for irregularities on the face of the altered checks without finding any; and (2) considered whether the amounts of the checks were consistent with deposits to other companies owned and operated by Peters at the same address as Faux.
Concerning Chino's wiring of the funds as directed by Peters, the Appellate Court looked to Article 4A governing funds transfers. Noting that Article 4A specifically limits the liability of banks in connection with the transfer of funds to that created under its express provisions, the Appellate Court held that negligence is not an element of the article's general obligation of good faith, and nothing in the current version of Article 4A would otherwise create liability for a bank negligently accepting a duly authorized wire transfer.
Ralph T. Wutscher
Kahrl Wutscher LLP
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