## Facts

- A seller sold a multi-family residential building to a buyer as a triplex.
- In connection with the sale, the seller represented that the building complied with applicable municipal ordinances and could be lawfully used as configured.
- After the purchase, the municipality determined the property did not comply with zoning/ordinance requirements for a triplex.
- The buyer was required to convert the building from a triplex to a duplex to achieve compliance.
- The buyer alleged financial loss from compliance costs and reduced value and sued the seller for fraudulent misrepresentation.
- The trial court dismissed the complaint at the pleading stage, reasoning the alleged misrepresentation was one of law and therefore not actionable as fraud.

## Issues

1. Whether a seller’s representation that property “complied with all applicable municipal ordinances” is an actionable misrepresentation of fact, rather than a non-actionable misrepresentation of law, for purposes of a buyer’s fraud claim.

## Decision

- The Fourth District Court of Appeal reversed the order dismissing the fraud complaint.
- The court held the allegations were sufficient to plead an actionable misrepresentation, because the compliance statement could be treated as a statement about the property’s existing status and permissible use.
- The case was remanded for further proceedings.

## Legal Principles

- Florida generally distinguishes actionable misrepresentations of fact from generally non-actionable misrepresentations of law.
- A statement about zoning or ordinance compliance may be actionable in fraud when it is reasonably understood as asserting an existing, ascertainable condition of the property (its present lawful use/status), not merely offering an abstract legal opinion.
- At the pleading stage, a buyer may proceed on a fraud theory where the alleged misrepresentation concerns the property’s current regulatory status and the buyer alleges resulting damages from being compelled to bring the property into compliance.

## Conclusion

The appellate court held that a seller’s assurance of municipal ordinance/zoning compliance can constitute a misrepresentation of fact tied to the property’s existing legal status, and therefore may support a fraud claim; dismissal on the ground that the statement was purely “legal” was reversed and the case remanded.


Nagashima v. Busck, 541 So. 2d 783 (Fla. Dist. Ct. App. 4th Dist. 1989)