Banco Popular de Puerto Rico v. Cable Media of Puerto Rico, Inc. y otro
2025 TSPR 1
| Supreme Court of Puerto Rico | 2025Background
- Banco Popular de Puerto Rico (BPPR) filed a money collection lawsuit against Cable Media of Puerto Rico, Inc. and its president, Kenneth S. Krans Negrón, based on defaulted payments under a corporate line of credit and associated guarantees.
- Krans Negrón had signed both the original loan documents and a personal guarantee, later disputing his authority to bind the corporation and the validity of the guarantee.
- Krans Negrón brought a counterclaim under the Equal Credit Opportunity Act (ECOA), alleging BPPR discriminated against him by requiring a personal guarantee based solely on his status as a shareholder.
- The trial court granted summary judgment for BPPR and dismissed Krans Negrón’s counterclaim as time-barred; the appellate court reversed, finding factual disputes over authority and the ECOA claim's timeliness.
- On review, the Puerto Rico Supreme Court considered whether summary judgment was appropriate and if Krans Negrón’s ECOA claim was valid or timely.
- The Supreme Court ultimately reinstated the trial court’s ruling, granting summary judgment for BPPR and dismissing the ECOA counterclaim.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Authority to Bind Corporation | Krans Negrón lacked legal authority | He was properly authorized by corporate resolution | Krans Negrón was properly authorized by corporate resolution |
| Application of ECOA to Shareholder/Guarantor | ECOA covers guarantees based on shareholder status | ECOA doesn't protect shareholders in this context | ECOA does not protect based on shareholder status |
| Timeliness (Prescription) of ECOA Counterclaim | New contract in 2019 resets prescription | Guarantee signed in 2006, claim is time-barred | ECOA claim is dismissed; not a valid claim, prescription moot |
| Entitlement to Remedy Under ECOA | Personal guarantee required was discriminatory | No discrimination; not a protected class | No remedy—ECOA does not apply to this circumstance |
Key Cases Cited
- Sabalier Sabalier v. Iglesias Pantín, 34 DPR 352 (authority of corporate agents and effect of resolutions)
- Gasolinas PR v. Registrador, 155 DPR 652 (scope of representative authority by resolution)
- Meléndez González et al. v. M. Cuebas, 193 DPR 100 (standard for summary judgment review)
- Lugo Montalvo v. Sol Meliá Vacation, 194 DPR 209 (summary judgment requirements and procedure)