SUNTRUST BANK v. VENABLE
S16G0664
Supreme Court of Georgia
SEPTEMBER 12, 2016
791 SE2d 5
THOMPSON, Chief Justice
show that the jury was confused about whether it could find him — as an unmarried person claiming to have been provoked by infidelity — guilty of voluntary manslaughter as a lesser included offense. In fact, the jury in this case did accept DuBose‘s defense on one count, finding him guilty of voluntary manslaughter instead of malice murder. It is, therefore, evident that the jury charges in no way confused or hindered the jury in its ability to consider voluntary manslaughter as a lesser included offense. DuBose has failed to show that any error in the jury charges affected the outcome of the proceedings, and we conclude that the charges were not plainly erroneous.3
Judgment affirmed in Case No. S16A1299. Appeal dismissed in Case No. S16A1300. All the Justices concur.
DECIDED SEPTEMBER 12, 2016.
Hannon Law Firm, Patrick J. Hannon, for appellant.
Robert D. James, Jr., District Attorney, Anna G. Cross, Gerald Mason, Assistant District Attorneys; Samuel S. Olens, Attorney General, Patricia B. Attaway Burton, Deputy Attorney General, Paula K. Smith, Senior Assistant Attorney General, Matthew B. Crowder, Assistant Attorney General, for appellee.
S16G0664. SUNTRUST BANK v. VENABLE.
(791 SE2d 5)
We issued a writ of certiorari in this appeal which arises out of a deficiency action brought by appellant SunTrust Bank (“SunTrust“) as the assignee under a motor vehicle conditional sales contract following its repossession and sale of a motor vehicle purchased by appellee Mattie Venable. The issue to be decided is whether the four-year statute of limitation set forth in
This appeal comes before us from the Court of Appeals’ reversal of the grant of summary judgment in favor of SunTrust on its deficiency claim. See Venable v. SunTrust Bank, 335 Ga. App. 344 (780 SE2d 793) (2015). “On appeal from the grant of summary judgment this Court conducts a de novo review of the evidence to determine whether there is a genuine issue of material fact and whether the undisputed facts, viewed in the light most favorable to the nonmoving party, warrant judgment as a matter of law.” (Citation and punctuation omitted.) Giles v. Swimmer, 290 Ga. 650 (1) (725 SE2d 220) (2012). See
Viewed in that light, the evidence on summary judgment showed that in March 2006, Venable entered into a “Simple Interest Conditional Sale Contract with Options for Balloon Payment and Vehicle Return” (the “Contract“), when she purchased a minivan from Team Ford of Marietta (the “dealership“). The Contract identified the dealership as the “Seller” and Venable as the “Purchaser” and granted the dealership a security interest in the purchased vehicle, which interest it assigned to SunTrust shortly after the Contract was executed. After Venable stopped making payments in November 2007, SunTrust repossessed the minivan, sold it at auction for an amount less than the amount owed under the Contract, and filed suit against Venable on October 15, 2012 to recover the deficiency amount. Venable answered, and in defense, she asserted that the deficiency action was barred by the four-year statute of limitation applicable to contracts for the sale of goods. See
[a]ll actions upon simple contracts in writing shall be brought within six years after the same become due and payable. However, this Code section shall not apply to actions for the breach of contracts for the sale of goods under Article 2 of Title 11....
The Court of Appeals, applying well-established Georgia law, concluded that Article 2‘s four-year statute of limitation applied because the primary purpose of the conditional sales contract executed by Venable was the sale of a good. See Venable, 335 Ga. App. at 347. This Court has not previously considered the issue of which statute of limitation applies to a deficiency action arising from a contract for the sale of a motor vehicle that also granted a security interest. It is well established, however, that the provisions of Article 2 are applicable both to a contract that involves only the sale of goods and a contract that contains a blend of sale and non-sale elements “if the dominant purpose behind the contract reflects a sales transaction.” (Citation and punctuation omitted.) Ole Mexican Foods, Inc. v. Hanson Staple Co., 285 Ga. 288, 290 (676 SE2d 169) (2009). To make the determination of the “dominant purpose,” a court “must look to the primary or overall purpose of the transaction.” (Citation and punctuation omitted.) Id. at 290.
“When presented with two elements of a contract, each absolutely necessary if the subject matter is to be of any significant value to the purchaser, it is a futile task to attempt to determine which component is ‘more necessary.’ Thus, [we must look] to the predominant purpose, the thrust of the contract as it would exist in the minds of reasonable parties. There is no surer way to provide for predictable results in the face of a highly artificial classification system.” [Cit.]
J. Lee Gregory, Inc. v. Scandinavian House, L.P., 209 Ga. App. 285, 288 (1) (433 SE2d 687) (1993).
Applying these principles in this case, we conclude that the primary purpose of the contract between Venable and the dealership was the sale of a good. It is undisputed that the minivan constituted
a “good,”2 that the Contract, which was labeled “Conditional Sale Contract,” identified the dealership and Venable as “Seller” and “Purchaser,” and that the Contract provided for the sale of the minivan in exchange for Venable‘s agreement to pay a sum certain. Although the Contract also granted the dealership a security interest in the vehicle sold, it, by its plain language, constituted both a sales transaction and a secured transaction, creating a dual
Our determination that the predominant purpose of the Contract was the sale of a good is also supported by our consideration of the nature of the action filed by SunTrust. SunTrust‘s deficiency action reflects its decision to seek payment of the full purchase price, an element we find more closely related to the sales aspect of the
Contract. As described by the New Jersey Supreme Court in Associates Discount Corp. v. Palmer, 219 A2d 858, 861 (N.J. 1966), a deficiency suit
is nothing but a simple in personam action for that part of the sales price which remains unpaid after the seller has exhausted his rights [as the holder of a security interest] by selling the collateral; it is an action to enforce the obligation of the buyer to pay the full sale price to the seller, an obligation which is an essential element of all sales and which exists whether or not the sale is accompanied by a security arrangement.
We agree with this characterization of a deficiency action and with those courts, like Palmer, which have described deficiency actions as “an attempt to enforce an obligation arising out of the sales contract component of a retail installment contract after the remedies created by the security agreement component of that contract have been exhausted.” D.A.N. Joint Venture, III v. Clark, 218 SW3d 455, 459 (Ct. App. Missouri 2006). See also DaimlerChrysler Services North America v. Quimette, 830 A2d 38, 41-42 (Vt. 2003), and cases cited therein. See generally 68A AmJur2d Secured Transactions § 565 (2016) (“An action to recover a deficiency judgment is not governed by Article 9 [relating to secured transactions] because it is merely an ordinary action seeking to enforce the underlying obligation. Thus, the action of the creditor to recover a deficiency judgment from a credit buyer of goods is in substance an action to recover the balance of the purchase price and is therefore subject to the statute of limitations applicable to such actions....“).
Contrary to SunTrust‘s argument in this case, the fact that the Contract also granted a secured interest in the vehicle sold does not, by itself, transform the predominant purpose of the Contract and does not take it outside the coverage of Article 2.3 We find no authority for the proposition that the mere presence of a secured transaction aspect within a contract automatically triggers application of
six-year limitation
Our review of case law from other jurisdictions demonstrates that a majority of courts have rejected this same argument when considering their state‘s enactment of the Uniform Commercial Code (UCC) and similar contracts.4 For example, the court in First of America Bank v. Thompson, 552 NW2d 516, 520-522 (Mich. App. 1996), concluded, under facts virtually identical to those here, that the four-year limitation period set out in Article 2 of the UCC applied to a deficiency action arising out of a contract for the sale of a motor vehicle that also granted a secured interest. In reaching this conclusion, the court found persuasive the numerous cases holding that the UCC‘s four-year statute of limitation applies to an action brought by a creditor following the sale of a good purchased subject to a security agreement because these suits are primarily related to the sales aspect of the transaction. See, e.g., First Hawaiian Bank v. Powers, 998 P2d 55, 67, n. 8 (Haw. App. 2000) (applying Article 2‘s four-year limitation period to bank‘s action to recover a deficiency judgment arising out of an automobile sales contract that also granted a security interest); Citizen‘s Nat. Bank of Decatur v. Farmer, 395 NE2d 1121, 1123 (Ill. App. 1979) (deficiency action brought by assignee under retail installment contract for sale of motor vehicle following repossession); Massey-Ferguson Credit Corp. v. Casaulong, 62 Cal. App. 3d 1024, 1027 (Cal. App. 1976) (deficiency action arising from sale of farm equipment); Palmer, 219 A2d at 860-861.
Because the predominant purpose of the Contract was the sale of a good, we agree with the Court of Appeals that it is governed by
(holding that limitation period begins to run at the time of the breach). Accordingly, SunTrust‘s claim is barred under the applicable statute of limitation, and we find no error in the Court of Appeals’ decision reversing the trial court‘s grant of summary judgment in SunTrust‘s favor.
Judgment affirmed. All the Justices concur.
DECIDED SEPTEMBER 12, 2016.
Lefkoff, Rubin, Gleason & Russo, Craig B. Lefkoff, Kristina S. Williams, for appellant.
Skaar & Feagle, Kris K. Skaar, James M. Feagle, Justin T. Holcombe, for appellee.
Charles R. Bliss, Anne E. Bunton Carder, Angela J. Riccetti, David A. Webster, J. Erik Heath, amici curiae.