## Facts

- A developer financed the St. Jude Medical Center project through a mortgage and construction loan from Southeast Bank, N.A.
- Several physicians contracted with the developer to purchase condominium units and related business interests tied to the project.
- The physicians were not obligors on the note or mortgage and had no direct borrower-lender relationship with the bank.
- After default, the bank filed an in rem foreclosure action against the property, naming the developer and joining the physicians solely because their purchase agreements created interests affected by foreclosure.
- The physicians answered the foreclosure complaint but asserted no counterclaims.
- The developer later counterclaimed in the foreclosure action, alleging the bank breached an agreement to extend or modify the construction loan, contributing to project failure and default.
- The foreclosure ended through settlement between the bank and developer, followed by foreclosure pursuant to that settlement.
- The physicians then sued the bank separately for tortious interference with contractual relations, alleging the bank’s conduct caused the project’s collapse and destroyed their contractual purchase-related rights.

## Issues

1. Whether, under Florida’s compulsory-counterclaim “logical relationship” test, a defendant who is not an obligor on the note and mortgage in an in rem foreclosure must assert as compulsory counterclaims all tort claims arising from the same operative facts as the foreclosure.

## Decision

- The court answered the certified question “no.”
- A non-obligor defendant joined in an in rem foreclosure due to a property-related interest is not required to bring all related tort claims as compulsory counterclaims in the foreclosure.
- The ruling meant the physicians’ later tort action was not barred solely because no counterclaim was asserted in the foreclosure case.

## Legal Principles

- Florida applies a “logical relationship” test to determine whether a counterclaim is compulsory, but the test is applied with attention to the nature of the proceeding and the parties’ relationship to the underlying obligation.
- An in rem foreclosure is directed to enforcement of a lien against property, not general personal liability of non-obligor defendants joined to resolve interests in the property.
- Compulsory-counterclaim doctrine should not be applied in a way that forces non-obligor defendants in foreclosure proceedings to litigate collateral, complex tort claims within a streamlined lien-enforcement action.

## Conclusion

In an in rem foreclosure, defendants who are not obligors on the note and mortgage are not compelled to assert all tort claims connected to the foreclosure as compulsory counterclaims, and may pursue such tort claims in a later, separate action.


Aguilar v. Se. Bank, N.A., 728 So. 2d 744 (Fla. 1999)