Ramsay v. Garland: Statute of Frauds, “Rescue Deeds,” and the Survival of Constructive Trust and Equitable Mortgage Claims

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I. Introduction

The Appellate Division, Second Department’s decision in Ramsay v. Garland, 2025 NY Slip Op 06632 (Nov. 26, 2025), confronts a recurring and sensitive scenario: a distressed homeowner transfers title to a friend in order to save a home from financial trouble, allegedly on the understanding that title will later be returned. When the relationship breaks down, can the original owner enforce the alleged promise to reconvey the property?

The court’s answer is twofold:

• An oral agreement to reconvey real property is unenforceable under New York’s Statute of Frauds and cannot sustain a traditional breach of contract theory (and a duplicative fraud claim fails as well).
• Yet this does not immunize the title holder: claims seeking equitable remedies—constructive trust, unjust enrichment, and a declaration that a deed is actually a mortgage—may proceed, even in the face of the Statute of Frauds.

In doing so, the Second Department reinforces and refines New York doctrine at the intersection of:

• the Statute of Frauds (General Obligations Law § 5-703),
• the doctrine of duplicative fraud and contract claims,
• constructive trust and unjust enrichment as equitable responses to abuse of confidence, and
• the equitable mortgage doctrine codified in Real Property Law § 320 and enforced through RPAPL article 15 quiet title actions.

The decision is especially significant for “rescue deed” or “straw buyer” arrangements, often arising between friends, relatives, or quasi-familial relations seeking to salvage property from foreclosure or financial distress.

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II. Factual and Procedural Background

The essential facts, as described in the opinion, are:

• In 2010, the plaintiff, Christine A. Ramsay, owned a home in Queens but had difficulty paying her mortgage.
• The defendant, Veronica Garland, agreed to obtain a new mortgage loan. In connection with that, the plaintiff conveyed the property to Garland.
• According to Ramsay, there was an oral agreement that Garland would reconvey the property back to Ramsay once Ramsay’s finances improved. This understanding was never reduced to writing.
• Ramsay remained in the home and continued to pay the mortgage and utilities to Garland.
• After about two years, Ramsay believed she was financially able to refinance in her own name and asked Garland to “make the proper arrangements” to transfer the property back. Garland allegedly “kept stalling.”
• In 2018, Garland announced that she intended to sell the property and instructed Ramsay to vacate.

Ramsay then commenced an action asserting five causes of action:

1. Constructive trust (equitable remedy concerning title),
2. Unjust enrichment,
3. Fraud,
4. Breach of contract, and
5. Declaratory relief under RPAPL article 15 (quiet title)—including the contention that the deed was actually a mortgage.

The complaint further alleged that Ramsay and Garland had “a long standing friendship and familial relationship,” with Ramsay having known Garland for approximately 25 years, and Garland being the mother of one of Ramsay’s long-time friends.

Garland moved for summary judgment, seeking dismissal of the complaint insofar as asserted against her. The Supreme Court, Queens County (Sampson, J.), denied the motion in its entirety. Garland appealed.

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III. Summary of the Appellate Division’s Decision

The Second Department modified the order as follows:

• It held that the breach of contract claim (fourth cause of action) was barred by the Statute of Frauds because the alleged reconveyance agreement concerning real property was purely oral and lacked any written memorialization.
• It further held that the fraud claim (third cause of action) was duplicative of the breach of contract claim because it arose from the same underlying alleged promise and sought the same damages. That claim was also dismissed.
• However, the court affirmed the denial of summary judgment on:
  • the constructive trust claim,
  • the unjust enrichment claim, and
  • the RPAPL article 15 declaratory claim that the deed was in reality a mortgage.

Thus, the case proceeds to trial or further proceedings on purely equitable theories—constructive trust, unjust enrichment, and an equitable mortgage–based quiet title claim—while the legal contract and fraud theories are eliminated.

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IV. Detailed Analysis of the Court’s Reasoning

A. Breach of Contract: Oral Reconveyance Agreements and the Statute of Frauds

New York’s Statute of Frauds, codified in General Obligations Law § 5-703, requires that:

• Conveyances of real property, and
• Contracts “for the sale of real property, or an interest therein,”

must be in writing and subscribed by the party to be charged.

The court notes that Ramsay offered only:

• her own account of an oral promise by Garland to reconvey, and
• affidavits from witnesses to that oral understanding,

but no written instrument memorializing the obligation to reconvey.

Relying on Toobian v Golzad, 193 AD3d 778, 780, and Gendler v Guendler, 174 AD3d 507, 509, the court holds:

“Consequently, the purported oral agreement is unenforceable pursuant to the statute of frauds. Therefore, the Supreme Court should have granted that branch of the defendant’s motion which was for summary judgment dismissing the fourth cause of action, sounding in breach of contract, insofar as asserted against her.”

Key point: the Statute of Frauds operates as a complete bar to enforcing an oral agreement to reconvey real property as a contract. No matter how credible the testimony, the absence of a writing is fatal to the contract claim.

B. Fraud Claim Dismissed as Duplicative of Contract

The plaintiff also alleged that Garland committed fraud—essentially, that she entered into the oral arrangement with no intention of keeping her promise to reconvey.

The court applies a well-established doctrine: a fraud claim is duplicative of a contract claim if:

• it is based on the same facts, and
• it seeks the same damages as the contract claim.

Citing Toobian v Toobian, 209 AD3d 907, 910; Pugni v Giannini, 163 AD3d 1018, 1020; and Doukas v Ballard, 135 AD3d 896, 897, among others, the court emphasizes that plaintiffs cannot recast a breach of contract as fraud simply by adding the label of misrepresentation.

Here:

• The fraud and breach of contract claims both rested on the same alleged oral promise: that Garland would reconvey the home when Ramsay’s financial condition improved.
• The damages alleged under both causes of action were also the same.

The court therefore concludes:

“Therefore, the Supreme Court should have granted that branch of the defendant’s motion which was for summary judgment dismissing the third cause of action insofar as asserted against her as duplicative of the fourth cause of action.”

Though the contract claim itself is unenforceable under the Statute of Frauds, the court treats the fraud claim as parasitic upon that same unenforceable contractual undertaking—and refuses to allow tort labeling to circumvent statutory requirements. This is consistent with the broader principle that equity and tort cannot be used to evade the Statute of Frauds merely by relabeling a contract claim.

C. Constructive Trust: Equitable Relief Not Barred by the Statute of Frauds

The pivotal doctrinal turn in Ramsay is the court’s reaffirmation that constructive trust is an equitable remedy not subject to the Statute of Frauds.

The court cites Chavez v Morales, 232 AD3d 757, 761; Toobian v Golzad, 193 AD3d at 781; and Mackenzie v Croce, 54 AD3d 825, 827, for the principle that the Statute of Frauds does not bar claims seeking to impose a constructive trust, even when the trust is premised on an oral understanding.

The classic four elements of a constructive trust are recited:

1. A fiduciary or confidential relationship,
2. A promise,
3. A transfer made in reliance on that promise, and
4. Unjust enrichment of the transferee if the property is retained.

These must be established by clear and convincing evidence (citing Ali v Rahaman, 224 AD3d 721).

Critically, the court underscores that the ultimate purpose of a constructive trust is to prevent unjust enrichment (citing Sharp v Kosmalski, 40 NY2d 199; and Harounian v Harounian, 198 AD3d 734, 737).

On the question of whether there was a confidential relationship, the court explains:

• Whether such a relationship exists is “necessarily fact-specific,” and
• It requires a “higher level of trust than normally present in the marketplace” in arm’s-length transactions (citing Chavez v Morales, 232 AD3d at 760; and Oddo Asset Mgt. v Barclays Bank PLC, 19 NY3d 584, 593).

It may arise where there is a “bond of trust and confidence” such that the defendant is under an obligation not to abuse that trust (citing Rocchio v Biondi, 40 AD3d 615, 616, and Sharp v Kosmalski, 40 NY2d at 121-22).

Applying these principles, the Second Department finds that:

• Ramsay allegedly had known Garland for about 25 years,
• Garland was the mother of one of Ramsay’s longstanding friends, and
• Ramsay had come to rely on Garland’s advice in matters related to the property.

The complaint and supporting affidavits (from Garland’s daughter, the plaintiff, and the plaintiff’s brother) provide enough evidence, at least at the summary judgment stage, to raise a triable issue as to whether a confidential or quasi-familial relationship existed and whether a constructive trust may be appropriate.

Accordingly, the court holds that the defendant was not entitled to summary judgment on the constructive trust cause of action.

D. Unjust Enrichment: Failure of Defendant’s Prima Facie Burden

The unjust enrichment doctrine is closely allied to constructive trust but can stand as an independent cause of action. The court states:

“To prove unjust enrichment, a party must show that the other party was enriched at his or her expense, and it is against equity and good conscience to permit that person to retain what is sought to be recovered.”

(citing Canas v Oshiro, 221 AD3d 650, 651; Sharp v Kosmalski, 40 NY2d 199; and Delidimitropoulos v Karantinidis, 186 AD3d 1489, 1491).

Crucially, the court emphasizes the summary judgment burden-shifting framework set forth in Winegrad v New York Univ. Med. Ctr., 64 NY2d 851, 853:

• The moving party (here, Garland) has the initial burden to establish prima facie entitlement to judgment as a matter of law on the unjust enrichment claim.
• If that burden is not met, the court must deny the motion “without regard to the sufficiency of the plaintiff’s opposition papers.”

The Second Department finds that Garland failed to meet her prima facie burden on the unjust enrichment cause of action. She did not conclusively show that she was not unjustly enriched by:

• holding title to the property while Ramsay continued to pay mortgage and utilities, and
• attempting to sell the property without fulfilling the alleged understanding about reconveyance.

Because Garland failed to demonstrate, as a matter of law, that it would not be “against equity and good conscience” for her to retain the property and the benefits accrued, summary judgment on this claim was properly denied.

E. RPAPL Article 15 & Real Property Law § 320: Deed as Mortgage (Equitable Mortgage)

The fifth cause of action seeks declaratory relief as to title under RPAPL article 15. Specifically, Ramsay claims that the deed conveying the property to Garland was not intended as an absolute conveyance but as security for a loan—a classic “deed as mortgage” or equitable mortgage scenario.

The court cites Real Property Law § 320 and cases such as:

• American Lending Corp. v Grigg, 184 AD3d 613,
• Loeuis v Grushin, 126 AD3d 761, and
• Patmos Fifth Real Estate Inc. v Mazl Bldg., LLC, 124 AD3d 422.

Real Property Law § 320 provides, in substance, that where a deed is given for the purpose of securing a debt, it is to be treated in equity as a mortgage, preserving the grantor’s equity of redemption (i.e., the right to redeem the property by paying the debt).

The court observes:

“The plaintiff’s contentions indicate that a deed to the defendant was actually a mortgage. A declaration to that effect may be sought in an action to quiet title (see Loeuis v Grushin, 126 AD3d 761).”

On that basis, the court holds that the Supreme Court correctly denied summary judgment on the fifth cause of action. If Ramsay ultimately proves that the deed was merely security, she may obtain a declaration that the deed is an equitable mortgage and thereby quiet title in her favor upon proper satisfaction of the debt.

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V. Precedents Cited and Their Influence

1. Statute of Frauds and Real Property Contracts

• General Obligations Law § 5-703 – Requires written agreements for the conveyance of real property.
• Toobian v Golzad, 193 AD3d 778 (2d Dept) – Applied to reject enforcement of oral agreements relating to real property, reinforcing the need for writing.
• Gendler v Guendler, 174 AD3d 507 (1st Dept) – Similarly underscores that contracts concerning interests in real property must be in writing.

In Ramsay, these authorities underpin the court’s conclusion that an oral reconveyance agreement is void under the Statute of Frauds and cannot support a breach of contract claim.

2. Duplicative Fraud and Contract Claims

• Toobian v Toobian, 209 AD3d 907
• Pugni v Giannini, 163 AD3d 1018
• Doukas v Ballard, 135 AD3d 896
• Olden Group, LLC v 2890 Review Equity, LLC, 209 AD3d 748
• MacKay v Paesano, 185 AD3d 915

These cases stand for the proposition that fraud claims which merely restate a breach of contract in tort language—and seek identical damages—are redundant and must be dismissed. The policy aim is to prevent routine contract disputes from being transformed into tort claims with potentially greater remedies.

In Ramsay, this doctrine is used to:

• prevent the plaintiff from using fraud to bypass the Statute of Frauds, and
• keep the boundary between contract and tort intact.

3. Constructive Trust & Confidential Relationships

• Sharp v Kosmalski, 40 NY2d 199 – The seminal Court of Appeals decision on constructive trusts, particularly in the context of personal confidence or emotional relationships.
• Chavez v Morales, 232 AD3d 757 – Confirms that constructive trust is not barred by the Statute of Frauds and explains the “higher level of trust” standard.
• Mackenzie v Croce, 54 AD3d 825 – Affirms availability of constructive trust despite oral nature of the underlying promise.
• Harounian v Harounian, 198 AD3d 734 – Discusses unjust enrichment as the core function of constructive trust in familial context.
• Ali v Rahaman, 224 AD3d 721 – Confirms that constructive trust must be established by clear and convincing evidence.
• Oddo Asset Mgt. v Barclays Bank PLC, 19 NY3d 584 – Explains what constitutes a fiduciary or confidential relationship in sophisticated financial contexts, used here by analogy.
• Rocchio v Biondi, 40 AD3d 615 – Defines confidential relationships as involving a bond of trust and confidence imposing an obligation not to abuse that trust.

These authorities structure the court’s approach: even if no written contract exists, equity can still intervene where a confidential relationship and a transfer in reliance on a promise combine to produce unjust enrichment.

4. Unjust Enrichment

• Canas v Oshiro, 221 AD3d 650 – Restates the standard: enrichment at plaintiff’s expense, and equity/good conscience would be offended by allowing defendant to retain the benefit.
• Delidimitropoulos v Karantinidis, 186 AD3d 1489 – Applied unjust enrichment in a familial context and reiterated that this is an equitable, flexible standard.

In Ramsay, these cases justify letting the unjust enrichment claim proceed, given the unresolved questions about whether Garland’s retention (and attempted sale) of the property, financed in part by Ramsay’s payments, is equitable.

5. Summary Judgment Standard

• Winegrad v New York Univ. Med. Ctr., 64 NY2d 851 – Foundational case declaring that if the moving party fails to make a prima facie showing of entitlement to judgment as a matter of law, the motion must be denied “regardless of the sufficiency of the opposing papers.”

This principle is decisive in Ramsay for the unjust enrichment claim: because Garland did not meet her initial burden, the court did not even need to parse the plaintiff’s opposition in depth.

6. Equitable Mortgage & Quiet Title

• Real Property Law § 320 – Codifies the equitable mortgage doctrine: a deed intended as security for a debt is deemed a mortgage.
• American Lending Corp. v Grigg, 184 AD3d 613 – Applies RPL § 320 where deeds, though absolute in form, were alleged to be given as security.
• Loeuis v Grushin, 126 AD3d 761 – Confirms that a declaration that a deed is actually a mortgage can be sought in an RPAPL article 15 quiet title action.
• Patmos Fifth Real Estate Inc. v Mazl Bldg., LLC, 124 AD3d 422 – Another application of equitable mortgage and quiet title principles.

Ramsay draws directly on this line of authority to keep alive the plaintiff’s claim for a declaration that the deed to Garland was, in reality, a mortgage securing the refinancing arrangement.

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VI. Complex Concepts Simplified

1. Statute of Frauds (General Obligations Law § 5-703)

The Statute of Frauds is a rule that says certain agreements are not enforceable unless they are in writing. For real estate in New York, that includes:

• Agreements to sell or transfer property, and
• Agreements giving someone an interest in real property (like an option to buy or reconvey).

In Ramsay, this means an oral promise to reconvey the property cannot be enforced as a contract, because no written agreement exists.

2. Summary Judgment

Summary judgment is a way to resolve a case without a trial when there is no genuine dispute about the key facts. The process:

1. The moving party (here, Garland) must first show—with evidence—that there is no triable issue of fact and that she is entitled to judgment as a matter of law.
2. If that initial showing is made, the burden shifts to the opposing party (Ramsay) to show that there are real factual disputes requiring a trial.

If the moving party fails to make the initial showing, the motion is denied outright.

3. Constructive Trust

A constructive trust is an equitable remedy used by courts to prevent unjust enrichment. Instead of enforcing an actual (express) trust, the court imposes a trust as a matter of fairness when someone acquires or holds property under circumstances that make it unjust for them to keep full title.

The four classic requirements are:

1. An especially close, trusting relationship (not just a typical business deal),
2. A promise—often oral—to deal with the property in a certain way (such as reconveying it),
3. A transfer of property made because of that promise, and
4. Unjust enrichment if the transferee keeps the property contrary to the understanding.

A constructive trust can be imposed even if the underlying agreement was not written, because the court is not “enforcing the contract” but rectifying unjust enrichment.

4. Unjust Enrichment

Unjust enrichment focuses on whether:

• One person has been enriched (has received a benefit),
• That enrichment came at the expense of another, and
• It would be unfair or against equity and good conscience to let the enriched person keep that benefit without paying for it or otherwise accounting for it.

It is not tied to a contract; it is about fairness in the circumstances. In Ramsay, the question is whether Garland was unjustly enriched by receiving title and payments while allegedly intending to sell instead of reconveying.

5. Fiduciary vs. Confidential Relationship

A fiduciary relationship is one where one party is legally obligated to act in the best interests of another (e.g., trustee–beneficiary, lawyer–client).

A confidential relationship is broader; it exists wherever one person justifiably relies on another’s advice or integrity due to friendship, family ties, or a similar relationship of trust. The law expects the more powerful or trusted party not to exploit that confidence.

In Ramsay, the alleged 25-year relationship and quasi-familial connection between Ramsay and Garland, combined with Ramsay’s reliance on Garland to “rescue” her home, potentially elevates their dealings beyond an ordinary arm’s-length transaction.

6. Equitable Mortgage / “Deed Intended as Security”

Sometimes a deed that looks like a complete transfer of ownership is, in reality, meant only to secure a loan. The borrower might sign a deed to the lender as collateral instead of signing a traditional mortgage.

Under Real Property Law § 320, if the parties intend the deed to serve as security for a debt rather than as an outright conveyance, the law treats it as a mortgage. The original owner retains the equity of redemption, meaning the right to reclaim full title upon paying the debt.

In Ramsay, the plaintiff’s theory is that her conveyance to Garland was, in substance, security for the new financing Garland obtained—i.e., an equitable mortgage—not a true sale.

7. RPAPL Article 15 Quiet Title Actions

An RPAPL article 15 action, often called a “quiet title” action, is a lawsuit asking a court to:

• Declare the parties’ respective rights and interests in a piece of real property, and
• “Quiet” any adverse claims that cloud or contest the plaintiff’s title.

If a court finds that a deed is really a mortgage, it may declare that the plaintiff remains (or becomes again) the equitable owner, subject to paying any remaining debt, and remove the cloud created by the recorded deed.

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VII. Practical and Doctrinal Impact

A. For Distressed Homeowners and “Rescue” Arrangements

Ramsay v. Garland is a cautionary tale for distressed homeowners who:

• transfer title to a friend or relative to secure refinancing,
• rely on an oral promise to get the home back, and
• do not execute any written agreement documenting their understanding.

The case confirms that:

• They cannot enforce a purely oral agreement to reconvey the property as a contract.
• They may, however, still have potent equitable remedies—constructive trust, unjust enrichment, and equitable mortgage—that can ultimately lead to restoration of title.

The decision thus underscores both:

• the importance of proper documentation (to preserve contract remedies), and
• the availability of equitable relief when vulnerable homeowners are taken advantage of by trusted associates.

B. For Friends and Family Who “Hold Title as a Favor”

Those who take title to a property to help a friend or relative, especially in a financial “rescue” context, should recognize that:

• they may be treated as standing in a confidential relationship with the original owner,
• they may be exposed to constructive trust claims if they attempt to retain or sell the property contrary to the understanding, and
• a deed given to them can be judicially re-characterized as a mortgage under Real Property Law § 320.

The decision serves as a strong reminder that taking title under such circumstances is not legally risk-free, and that courts will look past formal title to the substance of the arrangement.

C. For Litigators: Pleading Strategy and Evidence

From a litigation standpoint, Ramsay suggests several strategic lessons:

• Plead equitable theories in addition to contract: When a real property arrangement is oral or otherwise vulnerable under the Statute of Frauds, plaintiffs should plead constructive trust, unjust enrichment, and, where appropriate, RPAPL article 15 / RPL § 320 claims.
• Document the relationship: Evidence establishing a confidential or quasi-familial relationship—length of association, patterns of reliance, familial or social bonds—can be critical to surviving summary judgment on constructive trust.
• Be prepared for dismissal of duplicative fraud claims: Fraud causes of action that merely restate the breach of an oral promise and seek the same damages will likely be dismissed as duplicative, especially where the underlying contract claim is itself infirm under the Statute of Frauds.
• Focus on unjust enrichment and equitable characterization of deeds: In cases where money has been paid (mortgage, taxes, improvements) while title stands in another’s name, unjust enrichment and equitable mortgage theories may be particularly potent.

D. The Boundary Between Contract and Equity in Property Disputes

Doctrinally, Ramsay illustrates a consistent theme in New York law:

• The Statute of Frauds imposes real limits on contract enforcement in real property deals.
• At the same time, courts remain ready to deploy equitable doctrines—constructive trust, unjust enrichment, equitable mortgage—to prevent abuse of trust and unjust enrichment, especially in personal, non-commercial settings.

This duality preserves the predictability and formalism of property law (by requiring writings for contracts) while accommodating the equitable need to protect vulnerable parties in relationships of confidence from exploitation.

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VIII. Conclusion

Ramsay v. Garland stands as a clear statement of how New York courts navigate the intersection of formal contract law and equitable relief in real property disputes among friends or quasi-family:

• The Statute of Frauds bars enforcement of oral promises to reconvey real property, and associated fraud claims that merely repackage contractual allegations will be dismissed as duplicative.
• Yet, the same facts can sustain powerful equitable claims—constructive trust, unjust enrichment, and equitable mortgage—which are not defeated by the absence of a written contract and which focus instead on preventing unjust enrichment and policing confidential relationships.

The case thus reinforces a nuanced but coherent framework:

1. Legal remedies (contract, fraud tied to the contract) remain strictly subject to the Statute of Frauds.
2. Equitable remedies remain available to address abuse of trust, unjust enrichment, and mischaracterized security arrangements—particularly in the context of “rescue deed” transactions among friends or family.

In the broader legal landscape, Ramsay v. Garland is a significant reiteration and application of New York’s commitment to:

• maintaining formal safeguards for real estate contracts, while
• preserving equity’s ability to prevent injustice when those formalities are exploited rather than honored.