Williams v. Berce

2024 IL App (1st) 240215-U

• Court: Appellate Court of Illinois
• Decided: December 27, 2024
• Docket: 1-24-0215
• Status: Unpublished

Opinion

2024 IL App (1st) 240215-U

No. 1-24-0215

Order filed December 27, 2024

FIFTH DIVISION

NOTICE: This order was filed under Supreme Court Rule 23 and is not precedent except in the limited circumstances allowed under Rule 23(e)(1).

IN THE APPELLATE COURT OF ILLINOIS FIRST JUDICIAL DISTRICT

KYLE WILLIAMS, ) Appeal from the ) Circuit Court of Plaintiff-Appellant, ) Cook County. ) v. ) No. 23 CH 7331 ) DANIEL BERCE, ) Honorable ) Celia G. Gamrath, Defendant-Appellee. ) Judge, presiding.

JUSTICE MITCHELL delivered the judgment of the court. Justice Oden Johnson and Justice Navarro concurred in the judgment.

ORDER

¶1 Held: We affirm the circuit court’s dismissal of plaintiff’s complaint where he failed to state a claim upon which relief could be granted.

¶2 Plaintiff Kyle Williams appeals pro se from the circuit court’s order dismissing plaintiff’s

breach of fiduciary duty action. 735 ILCS 5/2-619.1 (West 2022). On appeal, plaintiff argues that

the court erred in concluding that he had not adequately alleged that defendant owed a fiduciary

duty. We affirm. No. 1-24-0215

¶3 I. BACKGROUND

¶4 On August 10, 2023, plaintiff filed a pro se complaint against defendant. His complaint

and attachments alleged that, on July 13, 2020, he entered into a retail installment contract to

purchase a vehicle from Sutton Ford. He agreed to make 84 monthly payments of $368.43 to Sutton

Ford “at the offices of” Americredit Finance Service, Inc. Americredit was later acquired by GM

Financial, where defendant was chief executive officer and served on the board of directors.

¶5 Plaintiff alleged that the contract created an implied trust, of which he was “grantor and

surety.” The beneficiary of the trust was “KYLE WILLIAMS,” which plaintiff claimed was an

“estate” and entity separate from plaintiff represented by all capital letters. Plaintiff had an

“equitable right” to the estate and held its “title.” On July 9, 2023, he had sent defendant a “Notice

of Express Trust, Suretyship, Subrogation, and Interest.” The document indicated he was

appointing defendant trustee of the trust and tendering defendant a “special deposit.” He instructed

defendant to “balance the ledger” so “the principal debtor,” KYLE WILLIAMS, had no liability

or obligation. On July 28, 2023, plaintiff had sent defendant a “Notice of Breach of Trust and

Opportunity to Cure.” He reiterated that he had appointed defendant as trustee and sent defendant

a special deposit, and claimed defendant had breached his fiduciary duties. He instructed defendant

to “setoff” the $13,726.40 “pay-off amount.”

¶6 In his complaint, plaintiff alleged that defendant breached his fiduciary duties by failing to

“set off KYLE WILLIAMS’s account” and extinguish the estate’s obligation. Due to defendant’s

breach, plaintiff “had to satisfy the obligation of the estate in Federal Reserve Notes,” did not have

legal title to the vehicle or “easement in the use of [his] credits,” and was deprived of his “rights

to exoneration and subrogation.” He attached to his complaint the retail installment contract, the

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letters he sent defendant, and the birth certificate for KYLE WILLIAMS, which he claimed was

registered on a different date than his own “nativity.”

¶7 Plaintiff requested that the court (1) reform the retail installment contract into a trust, (2)

order defendant to perform his duty as trustee, (3) enjoin defendant from repossessing the vehicle,

(4) require defendant to “make an accounting” of any financial documents he possessed connected

to the trust, and (5) appoint a “Master of Chancery to open a stated account between trustees and

beneficiaries, hold documents, securities, and other personal property relating to this litigation,

and validate the amount owed to the beneficiary.” He argued his claim must be adjudicated “under

the law of exclusive equity jurisdiction.”

¶8 On October 31, 2023, counsel for defendant filed an appearance. Plaintiff filed an

objection, arguing that defendant’s counsel had no interest in the litigation or knowledge of

pertinent facts, and it would “be unfair and unjust to allow a third party to answer for [defendant].”

The court overruled defendant’s objection.

¶9 Defendant filed a combined motion to dismiss plaintiff’s complaint under sections 2-615

and 2-619 of the Code of Civil Procedure. 735 ILCS 5/2-619.1 (West 2022). Defendant argued

that plaintiff failed to state a claim for relief as his allegations were conclusory, he failed to allege

the elements of any theory of liability, and he failed to explain how a trust was created or defendant

became a trustee. Defendant further argued that plaintiff’s claim failed as a matter of law because,

on its face, the retail installment contract did not create a trust. Defendant noted that plaintiff had

filed a similar suit in a Texas federal court against GM Financial’s chief financial officer, which

had been dismissed. As an exhibit, defendant attached another copy of the retail installment

contract which indicated that Sutton Ford had assigned it to Americredit.

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¶ 10 In response, plaintiff argued that his copy of the retail installment contract did not show it

had been assigned to Americredit. He claimed that, pursuant to the retail installment contract, he

had received $368.43 in interest from GM Financial every month, which he wanted defendant to

use to set off and prepay the full balance for the vehicle. By failing to do so, defendant had breached

his fiduciary duty as trustee.

¶ 11 The circuit court granted defendant’s motion to dismiss with prejudice, concluding that

plaintiff could not state a cognizable claim against defendant based on the facts alleged. The circuit

court stated that, as a matter of law, the assignment of the retail installment contract to GM

Financial did not create a trust or fiduciary relationship between plaintiff and defendant. Defendant

had not contracted with plaintiff or become a trustee and therefore could not have breached any

contract or trust. Plaintiff could not create a trust by simply attaching his birth certificate bearing

his name in all capital letters to the retail installment contract. Plaintiff’s failure to make payments

pursuant to the retail installment contract risked GM Financial, not defendant, repossessing the

vehicle. Accordingly, plaintiff failed to state a cause of action upon which relief could be granted.

The circuit court noted that it had offered plaintiff the opportunity to amend the complaint before

it issued its ruling, but he chose to stand on the complaint. This timely appeal followed. Ill. S. Ct.

R 303 (eff. July 1, 2017).

¶ 12 II. ANALYSIS

¶ 13 Plaintiff argues that the circuit court erred in concluding that he failed to make payments

on the retail installment contract because he tendered defendant a special deposit, in finding he

had no contract with defendant, and in adjudicating the case under “administrative (Legislative)

jurisdiction” rather than “exclusive equity (Judicial) jurisdiction.”

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¶ 14 “[A] section 2-615 motion attacks the legal sufficiency of the nonmovant’s claim,” while

“a section 2-619 motion admits the legal sufficiency of the claim but asserts affirmative defenses

or other matters that avoid or defeat it.” Brody v. Hoch, 2024 IL App (1st) 231524, ¶ 15. We review

the circuit court’s grant of a motion to dismiss de novo. Id.

¶ 15 A section 2-615 motion “asks whether the facts alleged in the complaint[,] viewed in the

light most favorable to the plaintiff, *** are sufficient to state a cause of action upon which relief

may be granted.” Moore v. Pendavinji, 2024 IL App (1st) 231305, ¶ 21. All well-pleaded facts in

the complaint and reasonable inferences therefrom must be taken as true. Id. However, we “should

disregard conclusions of law or fact unsupported by specific factual allegations.” Id. A section 2-

615 motion should be granted only where it is clear that the plaintiff cannot prove facts that would

entitle him to recovery. Id.

¶ 16 Plaintiff’s complaint alleged that the contract he signed to purchase a vehicle created an

implied trust for the benefit of KYLE WILLIAMS, that his letters to defendant appointed

defendant as trustee, and that defendant had breached his fiduciary duties as trustee. To state a

cause of action for a breach of fiduciary duty, the plaintiff must allege (1) the defendant had a

fiduciary duty, (2) the defendant breached the duty, (3) the plaintiff suffered damages, and (4) the

defendant’s breach proximately caused the plaintiff’s damages. Kagan v. Waldheim Cemetery Co.,

2016 IL App (1st) 131274, ¶ 31. The plaintiff must support his allegations with facts. Id.

¶ 17 When a trust is created, a trustee owes a fiduciary duty to the beneficiaries of a trust and

must carry out the trust according to its terms. Id. “A trust is a fiduciary relationship with respect

to property, subjecting the person by whom the title to the property is held to equitable duties to

deal with the property for the benefit of another person, which arises as a result of a manifestation

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of an intention to create it.” (Emphasis in original and internal quotation marks omitted.) Eychaner

v. Gross, 202 Ill. 2d 228, 253 (2002). The elements of creating an express trust are:

“(1) intent of the parties to create a trust, which may be shown by a declaration of trust by

the settlor or by circumstances which show that the settlor intended to create a trust; (2) a

definite subject matter or trust property; (3) ascertainable beneficiaries; (4) a trustee; (5)

specifications of a trust purpose and how the trust is to be performed; and (6) delivery of

the trust property to the trustee.” Id.

Each element must be established to create an express trust, and if any is “not described with

certainty, no trust is created.” Id. at 253-54.

¶ 18 A trust may also be implied rather than express. Price v. State, 79 Ill. App. 3d 143, 148

(1979). Implied trusts may be “constructive” or “resulting” trusts. Id. at 148 n.2. A constructive

trust is imposed by a court as an equitable remedy to redress unjust enrichment when there has

been a breach of a fiduciary relationship, fraud, duress, coercion, or mistake. Jackson v. Callan

Publishing, Inc., 2021 IL App (1st) 191458, ¶ 203. A resulting trust “arises by operation of law

and the parties’ presumed intent,” generally when one pays consideration for property taken in the

name of another. In re Estate of Khan, 2021 IL App (1st) 200278, ¶ 36.

¶ 19 However, no well-pleaded facts in plaintiff’s complaint allege that a trust existed, let alone

that defendant was its trustee and owed any duty to plaintiff. The retail installment contract, to

which defendant is not a party, does not indicate any element of an express trust. It does not

demonstrate the intention to create a trust, appoint defendant as a trustee, or specify a trust purpose

or how a trust is to be performed. See Eychaner, 202 Ill. 2d at 253 (providing elements of creating

an express trust). Nor could plaintiff’s mailings to defendant unilaterally create an express trust

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for which defendant was trustee. See In re Estate of Adames, 2020 IL App (1st) 190573, ¶ 59

(trustee becomes bound “by accepting the trust” (Internal quotation marks omitted.)).

¶ 20 As to an implied trust, the contract and plaintiff’s mailings do not suggest that defendant

has been unjustly enriched from a breach of a fiduciary relationship, fraud, duress, coercion, or

mistake, or evidence an intent by defendant to become trustee of any resulting trust. See Jackson,

2021 IL App (1st) 191458, ¶ 203 (constructive trusts imposed to redress unjust enrichment); Khan,

2021 IL App (1st) 200278, ¶ 36 (resulting trust arises from parties’ intent).

¶ 21 On appeal, plaintiff’s claims to the contrary are conclusory and unsupported by legal

authority. He makes no attempt to explain how the elements of creating a trust were alleged here,

or how defendant’s position as GM Financial’s chief executive officer somehow made defendant

himself a party to the contract when GM Financial acquired Americredit such that defendant

assumed or breached a fiduciary duty. Plaintiff’s brief is bereft of citations in support of his

arguments. Plaintiff has therefore forfeited those arguments. See Ill. S. Ct. R. 341(h)(7) (eff. Oct.

1, 2020) (arguments must be supported by citations to authority relied on, and points not argued

are forfeited); Graham v. Lakeview Pantry, 2019 IL App (1st) 182003, ¶ 26 (appellant may not

foist burden of argument and research upon the court, and forfeits any argument for which he fails

to cite authority). Plaintiff’s pro se status does not excuse him from complying with our supreme

court’s rules. Ellis v. Flannery, 2021 IL App (1st) 201096, ¶ 8.

¶ 22 In sum, plaintiff’s contentions are insufficient to state a claim that defendant breached a

fiduciary duty. The principal allegation is that plaintiff contracted to purchase a vehicle and mailed

defendant letters appointing defendant as trustee and instructing defendant to “setoff” the

$13,726.40 “pay-off amount” of the contract. Those facts do not support his conclusions that

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defendant owed and breached a fiduciary duty and are therefore insufficient to state a claim for

breach of fiduciary duty upon which relief could be granted. See Moore, 2024 IL App (1st) 231305,

¶ 21 (when reviewing section 2-615 motion, court should disregard conclusions that are

unsupported by factual allegations and grant motion where plaintiff cannot prove facts entitling

him to recovery); Kagan, 2016 IL App (1st) 131274, ¶¶ 33, 37 (affirming dismissal of breach of

fiduciary duty claim where plaintiffs’ allegations did not tend to prove a duty existed).

¶ 23 Plaintiff argues that the circuit court erred by concluding that he failed to make payments

on the retail installment contract. However, plaintiff’s payments, or lack thereof, on the retail

installment contract are essentially irrelevant to the underlying question here: whether, in his

complaint, plaintiff stated a claim for relief that defendant breached a fiduciary duty as trustee,

which entails demonstrating the existence of a trust and defendant’s role as trustee. See Moore,

2024 IL App (1st) 231305, ¶ 21 (question asked by section 2-615 motion is whether facts alleged

in complaint suffice to state a claim upon which relief could be granted). As discussed, he did not.

¶ 24 Plaintiff argues defendant “dishonor[ed]” his agreement with plaintiff, and the circuit court

erred by concluding that defendant had no contract with plaintiff. But plaintiff’s complaint did not

allege that defendant had breached a contract with him, only that defendant had breached fiduciary

duties as trustee. Any argument on appeal regarding a breach of contract is therefore forfeited. See

Trapani Construction Co. v. Elliot Group, Inc., 2016 IL App (1st) 143734, ¶ 55 (party cannot raise

new theory of recovery on appeal, and an issue not raised in trial court is forfeited).

¶ 25 Finally, plaintiff argues that the circuit court erred in adjudicating the case under

“administrative (Legislative) jurisdiction” rather than “exclusive equity (Judicial) jurisdiction,”

and in overruling his objection to defendant being represented by counsel. He does not explain or

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support these arguments with any authority. They are therefore forfeited. See Graham, 2019 IL

App (1st) 182003, ¶ 26 (appellant may not foist burden of argument and research upon the court,

and forfeits any argument for which he fails to cite authority). Forfeiture aside, the circuit court

had subject matter jurisdiction over the action as plaintiff presented a justiciable matter and

personal jurisdiction over plaintiff as he filed and litigated his complaint in the circuit court. See

LVNV Funding, LLC v. Trice, 2015 IL 116129, ¶ 35 (circuit court has subject matter jurisdiction

over any justiciable matter presented to it); Municipal Trust & Savings Bank v. Moriarty, 2021 IL

126290, ¶ 17 (“Personal jurisdiction may be established by *** a party’s voluntary submission to

the court’s jurisdiction.”).

¶ 26 III. CONCLUSION

¶ 27 The judgment of the circuit court of Cook County is affirmed.

¶ 28 Affirmed.

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