## Facts

- Johnny Thomerson worked for Lenco Marine no later than May 2007.
- During compensation discussions, Richard DeVito allegedly indicated Thomerson and another employee would receive an ownership interest in the company.
- In early 2009, DeVito allegedly described a plan to repurchase a minority shareholder’s interest and distribute equity such that Thomerson would receive 3% ownership.
- Lenco Marine was sold in December 2016.
- After the sale, DeVito allegedly told Thomerson the promised ownership interest would not be provided.
- Thomerson sued DeVito and Samuel Mullinax (individually and as liquidating shareholder trustees) seeking damages and asserted several theories, including promissory estoppel.
- In federal court, defendants argued the claims were barred by South Carolina’s three-year statute of limitations, S.C. Code Ann. § 15-3-530.
- The federal district court found no controlling state precedent on whether § 15-3-530 applies to promissory estoppel and certified that question to the Supreme Court of South Carolina.

## Issues

1. Whether S.C. Code Ann. § 15-3-530’s three-year statute of limitations applies to a promissory estoppel claim under South Carolina law.

## Decision

- The Supreme Court of South Carolina answered the certified question: no.
- The court held promissory estoppel is an equitable claim and is not governed by § 15-3-530.
- The court stated that timeliness of promissory estoppel is addressed through laches, not a fixed statutory limitations period.
- The matter returned to the federal district court for further proceedings, including any laches analysis.

## Legal Principles

- Statutes of limitation in South Carolina traditionally apply to actions at law, not to actions in equity, absent clear legislative direction.
- Promissory estoppel is an equitable doctrine in South Carolina; seeking monetary relief does not change the claim’s equitable character.
- Because promissory estoppel is equitable, the appropriate timeliness constraint is laches, which turns on unreasonable delay and resulting prejudice rather than a set limitations period.
- Prior cases applying statutory limitations to quasi-contract or restitutionary theories (e.g., quantum meruit or unjust enrichment) do not control promissory estoppel, which the court treated as distinct in nature and function.

## Conclusion

The Supreme Court of South Carolina held that promissory estoppel is an equitable claim not subject to the three-year limitations period in S.C. Code Ann. § 15-3-530; instead, timeliness is evaluated under laches.


Thomerson v. DeVito, 844 S.E.2d 378 (S.C. 2020)