In this appeal, we review two orders entered by the Circuit Court for Baltimore City, which granted

Question:

In this appeal, we review two orders entered by the Circuit Court for Baltimore City, which granted two separate Motions for Summary Judgment filed by Bank of America, N.A., appellee, against Sheldon, Inc., appellant (‘‘Sheldon’’), and Nancy Honeycutt, Personal Representative of the Estate of Ron Honeycutt, appellant (‘‘the Estate’’). Appellants’ claims arose when Christine Honeycutt (‘‘Christine Honeycutt’’) withdrew approximately $13,000 from the account of Sheldon maintained with the Bank. Christine Honeycutt was a former officer of Sheldon and, at the time of the withdrawal, was an authorized signatory on Sheldon’s account.

   On March 13, 2000, Sheldon commenced an action against Christine Honeycutt, the former vice-president and secretary of Sheldon, in the District Court of Maryland for Baltimore City in connection with her withdrawal of funds from Sheldon’s account with the Bank * * *. On May 4, 2000, Sheldon amended its original Complaint in the District Court to assert additional claims against Christine Honeycutt and to add the Bank as a defendant. In its Amended Complaint, Sheldon asserted claims for conversion, breach of contract, and negligence against the Bank for permitting the allegedly unauthorized withdrawal.

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   On May 22, 2001, the Bank filed a Motion for Summary Judgment * * *. In its Motion, the Bank argued that * * * (ii) at the time Christine Honeycutt withdrew funds from Sheldon’s account, she was an authorized signatory on the account and, therefore, the Bank committed no legal wrong when it permitted the withdrawal. * * *

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   Appellants’ claims against Christine Honeycutt in the Circuit Court action were tried without a jury on February 15, 2002. The Honorable William D. Quarles presided and rendered a verdict in favor of the Estate and against Christine Honeycutt on the breach of contract claim.

   The Estate and Sheldon filed a timely Notice of Appeal, on March 13, 2002, and now present two questions for our review:

I. WAS THE LOWER COURT LEGALLY CORRECT IN GRANTING THE MOTION FOR SUMMARY JUDGMENT OF APPELLEE, BANK OF AMERICA,N.A.(‘‘APPELLEEBANK’’)AGAINSTESTATE, ON THE BASIS THAT THERE WAS NO FACTUAL EVIDENCE TO SUPPORT THE CONTENTION THAT APPELLEE BANK HAD BREACHED ITS AGREEMENT AND/OR HAD BEEN NEGLIGENT IN THIS MATTER?

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   For the reasons that follow, we shall affirm the judgment of the circuit court.

Factual Background

   Ron Honeycutt was the president, treasurer, and sole stockholder of Sheldon, Inc., which trades as Sheldon’s Lounge, a bar located in Baltimore City. Christine Honeycutt was, at one time, Ron Honeycutt’s wife and held the position of vice-president and secretary of Sheldon. On July 1, 1984, Ron Honeycutt and Christine Honeycutt opened a business checking account with Maryland National Bank, now known as Bank of America, N.A., in the name of Sheldon’s Lounge. At that time, Ron Honeycutt and Christine Honeycutt executed a signature card for the account. The signature card read, in pertinent part:

In consideration of the opening of this account and the maintenance thereof by Maryland National Bank (hereinafter ‘‘Bank), the signer(s) (hereinafter ‘‘depositor’’) by the signature(s) subscribed below agree(s) to the Rules and Regulations of Contract provided to depositor herewith. Bank is authorized to recognize and rely upon any of the signature(s) below on checks, drafts and orders for the payment of money, the withdrawals of funds, or the transaction of any business to this account. Depositor acknowledges receipt of a copy of the Rules and Regulations governing this account.

   On the signature card, Ron Honeycutt and Christine Honeycutt checked off the box requiring only one signature to transact any business on the account. Ron Honeycutt and Christine Honeycutt were the only authorized signatories on the account and remained the only authorized signatories throughout the entire time that the Bank maintained the account.

Ron Honeycutt died February 10, 2000. On February 15, 2000, Christine Honeycutt withdrew funds in the amount of $13,066.48 from Sheldon’s account. At the time of withdrawal, an employee of the Bank retrieved and reviewed the signature card on file with the Bank in order to transactions on Sheldon’s account. The Bank did not inquire as to Christine Honeycutt’s status with respect to Sheldon, nor did they inquire of anyone at Sheldon as to her status. At the time, the Bank was unaware that Ron Honeycutt had died. The withdrawal took the form of a cashier’s check made payable to Christine Honeycutt. According to the signature card on file at the Bank at the time Christine Honeycutt withdrew the funds, she was an authorized signatory on the account and the Bank was authorized to recognize and rely upon her signature on orders for the withdrawal of funds or the transaction of any business to the account. It was Christine Honeycutt’s contention that the bank employees told her that the ‘‘money belonged to her.’’

Discussion
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   Sheldon argues that the Bank breached its duty of care ‘‘by failing to make an adequate inquiry as to the authority of Christine Honeycutt to conduct banking on behalf of the business.’’ We disagree.

   ‘‘A bank and its customers enjoy a debtor/creditor relationship in which the rights and liabilities of each are contractual.’’ [Citations.] ‘‘Implicit in the contract [between the bank and customer] is the duty of the bank to use ordinary care in disbursing the depositor’s funds.’’ [Citations.] * * *

   A signature card may constitute a contract between a bank and its customer. [Citation.] ‘‘The signature card constituted the contract between the parties and, subject to the statutory schemes, regulates their rights and duties.’’ [Citations.]

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   Here, Ron and Christine Honeycutt, on July 1, 1984, opened a business checking account in the name of Sheldon’s Lounge with the Bank’s predecessor. On that same day, Ron and Christine Honeycutt executed a signature card and checked off the box requiring only one signature to transact any business on the account. * * * [T]he signature card created a contractual obligation on the part of the Bank to pay the depositor’s funds only as authorized by the signature card. The plain language of the signature card established that both Ron and Christine Honeycutt were authorized signatories able to transact business on Sheldon’s account. Moreover, the signature card expressly and unambiguously provided that the Bank is authorized to recognize and rely upon either of Ron or Christine Honeycutt’s signatures on checks, drafts and orders for the payment of money, the withdrawal of funds, or the transaction of any business to Sheldon’s account.

   When Christine Honeycutt withdrew funds from Sheldon’s account, we find, the Bank did not breach any standard of care owed to appellants. The Bank exercised reasonable care when it inspected the signature card on file for Sheldon’s account and verified that Christine Honeycutt was an authorized signatory on the account. Moreover, we are persuaded that no further inquiry was required as the Bank was legally entitled to release the funds to Christine Honeycutt based upon the express authority created by the signature card. Thus, because there was no genuine dispute as to any material fact, i.e., that the 1984 signature card was the authoritative document on file with the Bank, we find that the lower court was correct to conclude, as a matter of law, that the signature card controlled the transaction and was correct to enter summary judgment in favor of appellee.

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   JUDGMENT AFFIRMED; * * *.

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Smith and Roberson Business Law

ISBN: 978-0538473637

15th Edition

Authors: Richard A. Mann, Barry S. Roberts

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