## Facts

- Joseph Rodi enrolled at Southern New England School of Law (SNESL), an unaccredited Massachusetts law school, after receiving recruitment communications about the school’s prospects for American Bar Association (ABA) accreditation.
- In July 1997, SNESL’s dean sent a letter stating the ABA accreditation committee had recommended SNESL for provisional accreditation, that the school was “highly confident” of obtaining required ratifications, and that the school’s future “has never been brighter.”
- SNESL provided an official catalogue stating that the school made no representation that it would be approved by the ABA before any matriculating student graduated.
- Rodi alleged SNESL officials knew, when making optimistic statements, that the school had serious deficiencies making accreditation highly unlikely.
- The ABA denied SNESL provisional accreditation in September 1997; after the denial, Rodi considered transferring.
- Rodi alleged SNESL officials, including the acting dean, reassured him that problems were being addressed and that accreditation was likely before he graduated.
- The ABA again denied accreditation in November 1999; SNESL did not appeal and later reduced faculty.
- Rodi graduated in June 2000; because SNESL remained unaccredited, he could not sit for the New Jersey bar exam, which required graduation from an ABA-accredited law school.
- After an earlier suit was dismissed for lack of personal jurisdiction, Rodi filed a pro se action in the District of Massachusetts asserting multiple claims including fraud and a claim under Mass. Gen. Laws ch. 93A; the district court dismissed for failure to state a claim and denied reconsideration.

## Issues

1. Whether the complaint plausibly alleged fraudulent misrepresentation based on deans’ statements about SNESL’s likelihood of obtaining ABA accreditation.
2. Whether statements framed as opinions or optimistic projections can be actionable in fraud when they imply the existence of supporting facts.
3. Whether the fraud allegations satisfied Fed. R. Civ. P. 9(b)’s particularity requirement.
4. Whether reliance was unreasonable as a matter of law in light of the catalogue disclaimer and the uncertainty of accreditation decisions.
5. Whether the fraud and Mass. Gen. Laws ch. 93A claims were time-barred at the pleading stage under accrual and discovery-rule principles.
6. Whether the ch. 93A claim was properly dismissed based on the statutory demand-letter requirement.

## Decision

- The First Circuit reversed the Rule 12(b)(6) dismissal in part and remanded for further proceedings.
- The court held the complaint adequately stated at least one potentially actionable fraudulent misrepresentation claim tied to accreditation assurances.
- The court held the ch. 93A count should not have been dismissed outright because it was not foreclosed on the pleadings and any demand-letter defect was potentially curable.
- The court left undisturbed dismissal of other claims that lacked sufficient legal or factual support.

## Legal Principles

- An opinion may be treated as an actionable misrepresentation when, in context, it implies the existence of facts supporting the opinion and the speaker allegedly lacks such factual basis or knows contrary facts.
- Rule 9(b) requires specifying the time, place, content, and speaker of the alleged misrepresentations; sufficiently detailed allegations centered on identified communications can satisfy the rule at the pleading stage.
- Reasonable reliance is often fact-dependent; a written disclaimer does not automatically defeat reliance when a plaintiff alleges specific, contradictory assurances by officials with apparent authority.
- Statute-of-limitations defenses in fraud and related consumer claims may be unsuitable for resolution on a motion to dismiss when accrual depends on disputed discovery-rule facts and alleged continuing assurances.
- Alleged deceptive representations that support common-law fraud may also support a Mass. Gen. Laws ch. 93A claim; procedural prerequisites such as the demand-letter requirement may permit amendment or further development rather than outright dismissal in appropriate circumstances.

## Conclusion

The First Circuit held that a student’s allegations that law school officials provided assurances about ABA accreditation could state a fraud claim even if cast as optimistic opinion, and it reinstated that claim and a potentially curable ch. 93A claim for further proceedings while affirming dismissal of other defective counts.


Rodi v. S. New Eng. Sch. of L., 389 F.3d 5 (1st Cir. 2004)