Ramsey v. Baxter Title Co.
2012 ME 113
| Me. | 2012Background
- Ramsey sought to purchase an apartment building and consulted broker Staples who urged a loan secured by her home equity.
- Staples arranged financing through Option One Mortgage Corporation, including high-rate, incentivized loans not disclosed to Ramsey.
- Attorney Lemieux and Baxter Title conducted the closing; Lemieux provided brief document summaries and did not fully explain the broker incentive program or all documents.
- Ramsey amended the complaint (Sept. 18, 2009) alleging fiduciary duty, duty of care, and punitive damages against Staples, Baxter Title, and Lemieux.
- Trial court dismissed under Rule 12(b)(6); Ramsey appeals challenging asserted fiduciary and tort duties.
- On review, the court analyzes whether an actual fiduciary relationship or independent duty of care was adequately alleged given the closing context.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Fiduciary relationship existence | Ramsey claims Baxter Title and Lemieux owed fiduciary duties. | Defendants contend no fiduciary relationship existed given arms-length closing. | No fiduciary relationship pleaded; duties not established. |
| Tortious duty of care | Ramsey asserts duty to explain lender-favorable loan terms. | Lemieux owed no such duty to Ramsey due to lender representation and potential conflicts. | No independent duty of care imposed on Lemieux in closing. |
Key Cases Cited
- Fortin v. Roman Catholic Bishop of Portland, 871 A.2d 1208 (Me. 2005) (fiduciary relation requires specific facts showing actual placing of trust)
- Bryan R. v. Watchtower Bible & Tract Soc’y of N.Y., Inc., 738 A.2d 839 (Me. 1999) (confirms that mere inexperience or trust does not create fiduciary relation)
- Stewart v. Machias Sav. Bank, 762 A.2d 44 (Me. 2000) (requires actual placing of confidence; not satisfied by other factors)
- Brae Asset Fund, L.P. v. Adam, 661 A.2d 1137 (Me. 1995) (arm's-length relations do not automatically create fiduciary duties)
- Camden Nat’l Bank v. Crest Constr., Inc., 952 A.2d 213 (Me. 2008) (rejects implied fiduciary duties from ordinary business dealings)
- KeyBank Nat’l Ass’n v. Sargent, 758 A.2d 528 (Me. 2000) (caution against broad application of fiduciary duties)
- McCormick v. Crane, 37 A.3d 295 (Me. 2012) (standard for reviewing sufficiency of complaint on motion to dismiss)
- Richardson v. Winthrop Sch. Dep’t, 983 A.2d 400 (Me. 2009) (role of pleading standards in evaluating complaint sufficiency)
- Doe v. Graham, 977 A.2d 391 (Me. 2009) (treats 12(b)(6) review方法)