## Facts

- Williams agreed to sell his automobile to Hodge and accepted a cashier’s check as payment.
- Williams signed the certificate of title as seller without identifying Hodge as the purchaser and delivered both the car and the signed title to Hodge.
- The next day, Hodge falsely represented himself as Williams and offered to sell the automobile to Charles Evans BMW, Inc.
- Charles Evans BMW paid by check naming Williams as payee and received the certificate of title bearing Williams’s signature as seller.
- Hodge cashed the dealership’s check using identification corresponding to Williams’s driver’s license number.
- Williams later learned the cashier’s check from Hodge was forged.
- Before the dealership learned of the fraud, it resold the car to a third party.
- Police later directed that the car and certificate of title be returned to the dealership and the resale buyer be refunded; the dealership then returned the car to Williams but retained the certificate of title.
- Charles Evans BMW filed a trover action against Williams, claiming superior title and seeking the automobile or its value.

## Issues

1. Whether a buyer who obtains goods through fraud (including forged or dishonored payment) receives void title or voidable title under OCGA § 11-2-403(1).
2. Whether a person with voidable title can transfer good title to a good-faith purchaser for value under OCGA § 11-2-403(1).
3. Whether Charles Evans BMW qualified as a good-faith purchaser for value on these facts, entitling it to superior title in trover.

## Decision

- The Court of Appeals reversed the trial court’s grant of summary judgment to Williams and the denial of summary judgment to Charles Evans BMW.
- The court held that Williams’s voluntary delivery of the car and signed title to Hodge in a transaction of purchase gave Hodge voidable title, not void title.
- The court held that OCGA § 11-2-403(1) allowed Hodge, as a holder of voidable title, to transfer good title to a good-faith purchaser for value.
- The court concluded Charles Evans BMW was a good-faith purchaser for value and therefore obtained good title from Hodge.

## Legal Principles

- Under OCGA § 11-2-403(1), a purchaser acquires the title the transferor had or had power to transfer, and a person with voidable title has power to transfer good title to a good-faith purchaser for value.
- When goods are delivered under a transaction of purchase, voidable title exists even if the transferor was deceived as to the purchaser’s identity, delivery was in exchange for a check later dishonored, the sale was intended as a cash sale, or delivery was procured by criminal fraud.
- Voluntary delivery induced by fraud generally creates voidable title; theft without consent leaves the wrongdoer with no title and no power to convey good title.
- A buyer acts as a good-faith purchaser for value when it pays value and lacks notice of the seller’s fraud, including when it reasonably relies on facially valid indicia of ownership such as an executed certificate of title.

## Conclusion

Because Williams voluntarily transferred possession and signed indicia of title to Hodge in a purchase transaction, Hodge obtained voidable title and could convey good title to Charles Evans BMW as a good-faith purchaser for value; the dealership therefore held superior title, and summary judgment was required in its favor.


Charles Evans BMW, Inc. v. Williams, 196 Ga. App. 230, 395 S.E.2d 650 (Ct. App. 1990)