Wei Quan v. Arcotech Uniexpat, Inc.
Wei Quan v. Arcotech Uniexpat, Inc.
Opinion
*508 ¶ 1 Plaintiff Wei Quan sued defendants, Arcotech Uniexpat, Inc. (Arcotech) and Craig Piatti, after defendants failed to issue plaintiff a refund for services. Relevant to this appeal, the circuit court granted Piatti's motion to dismiss plaintiff's conversion claim pursuant to section 2-619(a)(9) of the Code of Civil Procedure (Code) ( 735 ILCS 5/2-619(a)(9) (West 2016) ). Plaintiff appeals. For the reasons that follow, we reverse the judgment of the circuit court and remand for further proceedings.
¶ 2 BACKGROUND
¶ 3 For the purposes of this appeal, we accept as true all the well-pleaded facts in plaintiff's complaint and draw all reasonable inferences in his favor.
Edelman, Combs & Latturner v. Hinshaw & Culbertson
,
¶ 4 In August 2014, plaintiff moved from China to pursue an undergraduate degree in civil and environmental engineering at the University of Illinois Urbana-Champaign. He enlisted the help of InternshipDesk, an assumed name of Arcotech, to secure an internship within his field of study for the summer of 2015. On October 5, 2014, plaintiff executed a written service agreement in which Arcotech guaranteed that it would secure a paid internship offer in plaintiff's chosen field of study in the city of Chicago, along with a weekly stipend. Plaintiff agreed to pay a total of $7250. On October 5, 2014, plaintiff paid a $1000 nonrefundable deposit to secure his place in Arcotech's program. Plaintiff paid the remaining balance within 30 days of the execution of the service agreement. The service agreement sets forth Arcotech's refund policy, which provides in relevant part, "If for any reason InternshipDesk is unable to secure the participant an internship offer in their field by the start of the program, $1000 of the program tuition is non-refundable." Piatti executed the service agreement on behalf of InternshipDesk in his capacity as executive director.
¶ 5 On June 1, 2015, Piatti sent an e-mail informing plaintiff that "[i]t's not looking too positive." Plaintiff then sought the services of a different internship placement company. On June 5, 2015, plaintiff e-mailed defendants and requested a refund. Defendants provided plaintiff with a refund agreement that stated that a $6250 refund would be processed within 120 days *509 *770 of the execution of the refund agreement. Plaintiff provided all the information required, and he signed and returned the refund agreement on June 17, 2015. Defendants failed to authorize the refund within 120 days. In November 2015, defendants requested plaintiff's banking information to process the refund. Plaintiff again provided the requested information. Defendants never remitted the $6250 refund to plaintiff. On May 13, 2016, Arcotech was involuntarily dissolved by the Illinois Secretary of State, as Arcotech had failed to pay its annual report fee and franchise tax.
¶ 6 Plaintiff initiated this action on August 29, 2016, by filing a five-count initial complaint. He asserted claims under the Consumer Fraud and Deceptive Business Practices Act (Consumer Fraud Act) ( 815 ILCS 505/1 et seq. (West 2016) ) against Arcotech and Piatti (counts I and II, respectively), and for breach of contract against Arcotech and Piatti (counts IV and V, respectively). Plaintiff also asserted a claim of conversion against Piatti (count III). Plaintiff's conversion claim alleged that plaintiff was entitled to immediate possession of the $6250 no later than October 15, 2015, and that Piatti never authorized the refund despite plaintiff's demand. Plaintiff alleged that it was within Piatti's power as president of Arcotech and the executive director of InternshipDesk to authorize the refund, and that by failing to remit the funds, Piatti "maintained wrongful control of funds owed to [plaintiff] in the refund amount of [$6250]." Plaintiff alleged that Piatti "actively participated in the authorized deprivation of [$6250] rightfully belonging to [plaintiff]." With respect to the conversion claim, plaintiff sought compensatory damages, punitive damages, court costs, and prejudgment interest.
¶ 7 Defendants moved to dismiss counts I, II, III, and V of the initial complaint pursuant to section 2-619(a)(9) of the Code. Relevant to issues before us on appeal, defendants argued that the conversion claim in count III should be dismissed because the $6250 was in the nature of a general obligation or debt, and "the funds tendered by [plaintiff] were not subject to any special designation, were never promised to be so held, were in fact not so held[,] and therefore cannot be a proper subject of conversion under applicable Illinois law." The motion to dismiss was fully briefed. On March 17, 2017, the circuit court granted the motion to dismiss counts I, II, III, but denied the motion as to count V. The circuit court subsequently granted plaintiff leave to file an amended complaint.
¶ 8 The amended complaint again asserted claims under the Consumer Fraud Act against Arcotech and Piatti (counts I and II, respectively), a conversion claim against Piatti (count III), breach of contract claims against Arcotech and Piatti (counts IV and V respectively), and added an additional claim of common law fraud against Piatti (count VI). Plaintiff specifically repleaded count III in order to preserve his claim for appellate review. Defendants moved to dismiss counts I, II, III, V, and VI of the amended complaint pursuant to section 2-619(a)(9) of the Code, which the circuit court granted with prejudice. The circuit court transferred count IV of the amended complaint-the breach of contract claim against Arcotech-from the law division to the first municipal division based on the amount in controversy. Plaintiff then moved for summary judgment on his breach of contract claim against Arcotech. On January 8, 2018, the circuit court granted summary judgment in favor of plaintiff on his breach of contract claim against Arcotech in the amount of $6250. Plaintiff filed a timely notice of appeal from the circuit court's orders dismissing his conversion claim against Piatti set forth in count III of the initial and amended complaints.
¶ 10 On appeal, plaintiff argues that the circuit court erred by dismissing his conversion claim against Piatti pursuant to section 2-619 of the Code. Plaintiff argues that, in addition to alleging facts to support each element of a conversion claim, his claim was not barred by any affirmative matter. Specifically, he argues that the $6250 was a "specific identifiable fund capable of sustaining a conversion action." He argues that the $6250 is not in the nature of a general obligation or debt because no creditor-debtor relationship exists between him and Piatti, since plaintiff paid money to Arcotech, not Piatti. Plaintiff further argues that if this court reverses the circuit court's dismissal of his conversion claim, we should remand to the circuit court with instructions to transfer this case to the law division as opposed to the first municipal division.
¶ 11 We review
de novo
a circuit court's ruling on a motion to dismiss.
Lyons v. Ryan
,
¶ 12 Conversion is any unauthorized act that deprives a person of their property permanently or for an indefinite amount of time.
In re Thebus
,
¶ 13 Here, the allegations in count III of plaintiff's initial and amended complaint stated a claim for conversion against Piatti. Plaintiff alleged that (1) Piatti, in his role as president of Arcotech, agreed to refund the $6250 within 120 days of the date on which plaintiff submitted a written refund request; (2) by refusing to authorize the refund, Piatti maintained wrongful control over the $6250; (3) plaintiff had a right of immediate possession of the $6250 after the 120-day period lapsed and that his right was absolute and unconditional; and (4) plaintiff made a demand for the money, which was never honored. Plaintiff further alleged that Piatti was liable for conversion because Piatti "actively participated in the unauthorized deprivation of $6,250.00 rightfully belonging to" plaintiff. These factual allegations are sufficient to state a conversion claim against Piatti.
¶ 14 We next turn to the issue before us on appeal and find that Piatti's motion to dismiss did not identify any affirmative matter that, if true, would negate plaintiff's conversion claim. Piatti relies on
In re Thebus
and
Eggert v. Weisz
,
¶ 15 We rejected similar arguments in
Roderick
. There, the defendant bank received monthly payments from the purchaser of an apartment building, and the bank was to distribute 5% of the monthly payments to the plaintiff. When the purchaser made a final lump sum payment to pay off the balance of the purchase agreement, the bank refused to distribute 5% of the lump sum payment to the plaintiff. The plaintiff sued the defendant bank for conversion. The circuit court dismissed the complaint pursuant to section 2-615 of the Code ( 735 ILCS 5/2-615 (West 1992) ) and the plaintiff appealed. We reversed. In defense of the circuit court's judgment, the bank argued that "an action for conversion may not be maintained for a mere failure to pay money unless it is capable of being described as a specific chattel."
Roderick
,
¶ 16 Furthermore, there is no requirement in Illinois that, in order to be the proper subject of a conversion action, identifiable funds must be earmarked or kept segregated from other money. In
In re Thebus
, our supreme court specifically observed that a fund need not be earmarked in order to be specifically identifiable for the purposes of a conversion action.
In re Thebus
,
¶ 17 Finally, Piatti argues that corporate officers are generally not liable for corporate obligations and that "there is nothing put forth by [plaintiff] that would justify a finding that [Piatti] individually acted in any conversion." That is a matter of proof, and should not be decided on a motion to dismiss. Plaintiff's complaint asserted that Piatti wrongfully exercised control over the $6250, which is enough to survive a motion to dismiss. Whether plaintiff can ultimately prove that allegation is yet to be determined.
¶ 18 In sum, we conclude that Piatti failed to identify any affirmative matter that would negate plaintiff's conversion claim. The circuit court erred by dismissing count III of plaintiff's complaint pursuant to section 2-619 of the Code. We therefore reverse the judgment of the circuit court as to count III and remand for further proceedings. Although plaintiff requests a remand to the law division because he seeks punitive damages, we note that punitive damages are also available in proceedings in the first municipal division. We express no opinion as to whether count III of plaintiff's claim belongs in the law division or first municipal division of the circuit court. We therefore remand this matter to the presiding judge of the law division for assignment and further proceedings consistent with this decision.
¶ 20 For the foregoing reasons, the judgment of the circuit court is reversed, and we remand this matter to the presiding judge of the law division to determine which division of the circuit court should hear plaintiff's conversion claim.
¶ 21 Reversed and remanded with directions.
Justices Griffin and Walker concurred in the judgment and opinion.
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