Holth v. Chelsea Groton Bank
Without knowledge of any wrongdoing on the part of the trustee, a bank had no duty to inquire about prior completed loans before making its loan to the trusts. Kathryn Guinan, successor trustee of eight trusts, and Kenneth Korsu and Heather Korsu, successor trustees of the Ilona Korsu Spray trust, brought a complaint against Chelsea Groton Bank alleging negligence and breach of contract and seeking to quiet title to mortgaged real estate and a constructive trust alleging the following facts. F. Robert LaSaracina, as trustee for the nine trusts, applied for a $1,300,000 loan to be secured by a mortgage on real property and a Uniform Commercial Code security interest in other trust property. The loan's alleged purpose was to refinance two secured $600,000 promissory notes given to another bank, each of which was in default with a default interest rate of 24 percent. Chelsea Groton Bank processed and approved the loan. The plaintiffs alleged that if the bank carefully reviewed LaSaracina's loan application and materials, it would have discovered that LaSaracina had used the prior loan proceeds for his own purposes and was going to use the new loan proceeds for his own purposes. The trial court granted the bank's motion to strike all counts. The plaintiffs appealed claiming that the court improperly struck their complaint, finding that the defendant owed no legal duty to the plaintiffs to investigate LaSaracina's use of the prior proceeds before making its loan to the trusts. The Appellate Court affirmed the judgment. The plaintiffs argued that to establish a duty to inquire or investigate, they simply needed to allege that the bank had knowledge that it was receiving trust property. Even if such a duty to inquire existed, it was uncontested that the bank knew the intended use of the loan proceeds as alleged—to pay off prior loans and security interests. Case law did not support the plaintiff's additional argument that the duty to inquire required the bank to examine fully the circumstances surrounding the prior loans. The plaintiffs did not allege that the bank had any knowledge that LaSaracina may have used prior loan funds for an improper purpose, and, without knowledge of any wrongdoing, the bank had no duty to inquire about those prior loans before making its loan.