Figgie v. Figgie

Citations

• 2025 Ohio 451

Syllabus

Summary judgment; fraud; statute of limitations; time barred; R.C. 2305.09(C); R.C. 1707.43(B); sale of stock; estate; unjust enrichment; civil conspiracy; constructive trust. Judgment affirmed. Plaintiffs' fraud claim that their grandfather allegedly schemed to create the illusion of a solicited offer to buy stock under the false premise that their father's trust was insolvent and in dire need of liquidity to pay taxes and expenses, and subject to potential third-party buyers for the sole purpose of redeeming shares at below fair market value, was barred by the four-year statute of limitations set forth in R.C. 2305.09(C) for actions alleging fraud and the five-year statute of limitations for the sale of securities under R.C. 1707.43(B). Plaintiffs failed to demonstrate that they did not discover the fraud until 2018, as they alleged, because plaintiffs were parties in a 2001 counterclaim filed by the executor of their father's trust, where the executor sought a court order to sell the shares of defendant-company's stock held by the trust and a September 2001 letter from plaintiffs' attorney to the trustee stating that plaintiffs had no objection to the redemption of the shares of the stock held in the trust pursuant to the terms of the share pursuant agreement. Furthermore, the trust began receiving distributions in 2001 for the purchase of the Clark-Reliance Corporation (\CRC\) stock redemption, which continued annually until the year 2010. Additionally, plaintiffs had access to all trust statements, documents, and correspondence as early as 2009, and one of the plaintiffs was appointed as his sister's guardian in 2006, which granted him the right to full access to documents detailing the assets of the trust on her behalf. Based upon the foregoing, plaintiffs could have discovered, in the exercise of reasonable diligence, any alleged fraud by defendant thereby barring their claim for fraud. Because plaintiffs failed to establish their fraud claim, plaintiffs' civ