Perfect Place, LLC v. Semler
2016 COA 152
| Colo. Ct. App. | 2016Background
- Blake Street Condominium recorded a CCIOA declaration; John Watson (majority owner) painted dividing lines in the garage creating parking spaces C, D, and a much smaller E; the association taxed and assessed dues on the spaces separately for years.
- Multiple conveyances followed; Semler acquired title to C via foreclosure redemption and to D via deed in lieu; Perfect Place recorded a 2011 quitclaim deed from Watson for C, D, and E for $10 and later a 2013 corrective deed.
- The association’s counsel warned of clouded title for D and E; Perfect Place paid $10 to Newtown Ten for a quitclaim (a chain involving wild deeds); Semler paid to quiet title and obtained reformation of certain deeds at trial.
- Trial court found Watson had subdivided the garage and substantially complied with CCIOA, voided the 2011 quitclaim as procured by fraud in the factum, reformed deeds, quieted title to C and D in Semler, but adjusted parking-space boundaries to enlarge E.
- On appeal the court affirmed that substantial (not strict) compliance with CCIOA §38-33.3-213 is sufficient, affirmed Semler’s title to C and D, reversed the court’s boundary adjustment enlarging E (because it benefited a party with unclean hands), and remanded for boundary redetermination and fee determination.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Does §38-33.3-213 require strict or substantial compliance? | Perfect Place: strict compliance required (no formal application/amendment → subdivision invalid). | Semler: substantial compliance suffices given statute purpose and long-accepted practice. | Substantial compliance required; statute is notice-focused and CCIOA favors flexibility. |
| Was the garage subdivision valid and did Semler have title to spaces C and D? | Perfect Place: subdivision was invalid, prior conveyances void, thus its 2011 deed prevailed. | Semler: Watson substantially complied (painted lines, association assessments, taxation, insurance), so prior transfers valid; Semler is bona fide purchaser for C and D. | Affirmed that Watson substantially complied; Semler has superior title to C and D. |
| Was the 2011 quitclaim deed voidable or void for fraud? | Perfect Place: Semler lacks standing and, if fraudulent, deed is voidable not void. | Semler: deed procured by “fraud in the factum” (Watson deceived about nature) → void. | Trial court’s finding of fraud in the factum is supported; the 2011 deed is void. Semler had standing in the quiet-title action. |
| Did the trial court properly amend the declaration map to enlarge E? | Perfect Place: (argued implicitly favorably) requested usable three-car layout. | Semler: enlargement awarded to Perfect Place (found with unclean hands) was improper; court should respect historical boundaries. | Reversed: court abused discretion by granting benefit to party with unclean hands and adopting boundaries contrary to historical evidence. Remand to restore historical D/E dimensions. |
| Are attorney fees recoverable under CCIOA? | Perfect Place: action not under CCIOA so fees not available. | Semler: he defended title under CCIOA; prevailing party under §38-33.3-123(1)(c) is entitled to fees. | Semler is prevailing party on CCIOA issue; trial and appellate attorney fees remanded for determination and award. |
Key Cases Cited
- Finnie v. Jefferson Cty. Sch. Dist. R–1, 79 P.3d 1253 (Colo. 2003) (statutory provisions may require only substantial compliance)
- Meyer v. Lamm, 846 P.2d 862 (Colo. 1993) (substantial compliance doctrine in statutory interpretation)
- Woodsmall v. Reg'l Transp. Dist., 800 P.2d 63 (Colo. 1990) (adopting substantial-compliance approach for certain statutory requirements)
- Town of La Veta v. Grandote Golf & Country Club, LLC, 252 P.3d 1196 (Colo. App. 2011) (assessing whether acts fulfilled statute’s purpose for substantial compliance)
- Md. Cas. Co. v. Buckeye Gas Prods. Co., 797 P.2d 11 (Colo. 1990) (reformation requires evidence of parties’ true intent)
- Delsas v. Centex Home Equity Co., 186 P.3d 141 (Colo. App. 2008) (distinguishing void deeds from voidable deeds; fraud in the factum renders a deed void)
- Salzman v. Bachrach, 996 P.2d 1263 (Colo. 2000) (clean-hands doctrine bars equitable relief to those with unconscionable conduct)