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Ronald H. Steinberg v. Entrust Midwest

January 25, 2011

RONALD H. STEINBERG, PLAINTIFF,
v.
ENTRUST MIDWEST, LLC, DEFENDANT.



The opinion of the court was delivered by: Judge Ronald A. Guzman

MEMORANDUM OPINION AND ORDER

Plaintiff has moved for summary judgment on his breach of contract claim against defendant Entrust Midwest, LLC ("Entrust Midwest"). For the reasons provided herein, the Court grants plaintiff's motion for partial summary judgment.

Facts

On July 31, 2008, Lynn Steinberg, Ronald Steinberg's wife, signed documents to complete an investment in Crown Forex, SA with funds from her Individual Retirement Account ("IRA"), and sent them to Julia Smith ("Smith"), an employee of Universal Brokerage, FX ("Universal Brokerage"). (Def.'s LR 56.1(b)(3)(C) Stmt. ¶ 4.) To invest IRA funds in Crown Forex, SA it is necessary to have those funds placed in a self-directed IRA, like those offered by Entrust Midwest. (Id. ¶ 11.) Accordingly, included in the documents Mrs. Steinberg sent to Smith was an application for a self-directed IRA with Entrust Midwest, which Smith sent to Entrust Midwest. (Id. ¶ 5.) Mrs. Steinberg did not provide instructions to Smith on how to wire the money from her IRA account to her self-directed IRA account at Entrust Midwest, but expected that Smith would provide the instructions and wire the money. (Id.) As expected, included in the documents Entrust Midwest received from Smith were wiring instructions. (Id. ¶ 7.) Pursuant to those instructions, Mrs. Steinberg's money was wired to Associated Bank account number XXXXXX1705. (Id.)

In June 2009, Mrs. Steinberg spoke with her husband about making the same investment that she did in Crown Forex, SA. (Id. ¶ 17.) John Loebel, an employee of Universal Brokerage, sent Mrs. Steinberg the necessary documents to make such an investment. (Id. ¶ 19.) After Mr. Steinberg completed the documents for his investment, Mrs. Steinberg sent them to Smith. (Id. ¶ 21.) Mr. Steinberg did not know whether his wife wired the money or gave someone else instructions to do so or where the money was sent. (Id.)

On or about June 25, 2009, Smith sent Mr. Steinberg's signed application for a self-directed IRA to Entrust Midwest. (Pl.'s LR 56.1(a)(3) Stmt. ¶ 5.) Sometime around June 30, 2009, Entrust Midwest accepted Mr. Steinberg's application and opened a self-directed IRA account in his name. (Id. ¶ 6.) The accepted application created an agreement between Entrust Midwest and Mr. Steinberg (the "Agreement").*fn1 (Id. ¶ 7.) The Agreement stated: "The account is established for the exclusive benefit of the Account holder or his/her beneficiaries. In taking action based on this authorization[,] Custodian and Administrator may act solely on the written instruction, designation or representation of the Account holder." (Id. ¶ 10.) The Agreement also required Mr. Steinberg to self-direct his IRA by issuing Buy or Sell Direction Letters to Entrust Midwest, which would execute the directives contained in the Letters. (Id.)

Entrust Midwest's account application also contained an "Interested Party Designation & Limited Power of Attorney" form, which stated: "Please complete the information below to authorize your spouse [or] financial advisor . . . to receive information about your account. Please note that this individual will have unlimited access to your account information, but they will not be able to make changes to your account." (Id. ¶¶ 16-17.) The form also contained a section permitting account holders to designate a person with "Limited Power of Attorney" who had the power to conduct transactions in the account holder's account. (Id.)

On June 25, 2009, Mr. Steinberg completed an "Interested Party Designation & Limited Power of Attorney" form, designating Smith and another representative of Universal Brokerage, Pat Kiley, as "interested parties." (Id. ¶¶ 18-21; Def.'s LR 56.1(b)(3)(C) Stmt. ¶ 16.) As such, Smith and Kiley had access to Mr. Steinberg's account information, but did not have authority to make changes to his account. (Pl.'s LR 56.1(a)(3) Stmt. ¶¶ 19-21.)

On June 29, 2009, $230,000.00 was wired to Entrust Midwest for the benefit of Mr. Steinberg. (Id. ¶ 22.) Because Mr. Steinberg did not have an account with Entrust Midwest at the time, Entrust Midwest asked Smith whether the money was from a client of Universal Brokerage. (Id. ¶¶ 23-24.) Smith stated that the money was for a client of Universal Brokerage, Mr. Steinberg. (Id.)

On June 30, 2009, Melissa Twaddle of Entrust Midwest received documents and a check for $170.00 (the account creation fee) from Smith used to set up Mr. Steinberg's account at Entrust Midwest. (Id. ¶¶ 29, 32.) Also included with the documents was a Buy Direction Letter from Mr. Steinberg. (Id. ¶ 26.)

The Buy Direction Letter directed Entrust Midwest to invest $230,000.00 with Crown Forex, SA, St. Hubert 38, 2854 Bassecourt, P.O. Box 247, Switzerland. (Id. ¶ 27.)

Also included with the documents were wire instructions identical to the ones used to transfer money from Mrs. Steinberg's account. (Id. ¶¶ 30-31.) The instructions required Mr. Steinberg's money to be wired to Associated Bank account number XXXXXX1705. (Id.) Entrust Midwest followed the wire instructions it received from Smith, and transmitted $229,750.00 from Mr. Steinberg's account to account number XXXXXX1705 at Associated Bank. (Id. ¶ 33.) At all times relevant to this litigation, Crown Forex, LLC, a Minnesota entity, was the account owner of account number XXXXXX1705 at Associated Bank.*fn2 (Id. ¶ 34; Pl.'s Ex. 9, Associated Bank Operating Agreement, at 1.) That account had two signatories: Kiley and Smith. (Pl.'s Ex. 9, Associated Bank Operating Agreement, at 2-3.) Crown Forex, LLC is not associated with, controlled by, or held for the benefit of, Crown Forex, SA, which is based in Switzerland. (Id.; Pl.'s LR 56.1(a)(3) Stmt. ¶ 34.)

Prior to the date that Mr. Steinberg's money was wired, Mr. Steinberg never spoke with anyone at Entrust Midwest. (Pl.'s LR 56.1(a)(3) Stmt. ¶ 18.) Entrust Midwest has no documents granting any entity or individual other than Mr. Steinberg authority to direct transactions in Mr. Steinberg's account.*fn3 (Id. ΒΆ 12.) Mr. Steinberg never expressly designated, either in writing or ...


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