Willful Blindness, Lis Pendens, and Lender Aiding‑and‑Abetting Liability under Maryland Law
Commentary on Alia Al‑Sabah v. World Business Lenders, LLC, 4th Cir. (Nov. 26, 2025)

I. Introduction

This published Fourth Circuit decision sits at the intersection of three important subjects in civil litigation and commercial practice:

• the scope of aiding‑and‑abetting tort liability under Maryland law,
• the demanding standard for willful blindness as a substitute for actual knowledge, and
• the practical role of title insurance, attorney opinion letters, and lis pendens in allocating risk in real‑estate–backed lending.

The case arises out of a substantial fraud by Baltimore restaurateur Jean Agbodjogbe against Kuwaiti investor Alia Salem Al‑Sabah, a member of the Kuwaiti royal family. Over roughly two years, Agbodjogbe extracted nearly $7.8 million from Al‑Sabah under the guise of restaurant and real‑estate investments he would manage on her behalf, including:

• a New York condominium (the “NYC condo”) for her daughter, and
• a residence in Pikesville, Maryland (the “Pikesville home”), which he secretly used as his own family home.

After obtaining a fraud judgment against Agbodjogbe in a separate federal action, Al‑Sabah turned to World Business Lenders, LLC (“WBL”), a high‑risk, short‑term commercial lender that had made three loans to entities controlled by Agbodjogbe, each secured by properties purchased with her money. She alleged that WBL was effectively the “getaway driver” to the fraud: by placing liens on the properties and advancing cash to Agbodjogbe, WBL allegedly helped him monetize and conceal the fruits of his misconduct and thwart her ability to recover.

The district court, after a bench trial, accepted that theory in part. It held WBL liable for aiding and abetting fraud with respect to the loan secured by the Pikesville home (Loan Three) and awarded compensatory and punitive damages, but rejected liability as to the two loans secured by the NYC condo (Loans One and Two).

On appeal, the Fourth Circuit:

• affirmed the judgment for WBL on Loans One and Two, and
• reversed the finding of liability and damages on Loan Three, directing entry of judgment for WBL on all claims.

In doing so, the court articulates and tightens the standard for willful blindness as a basis for aiding‑and‑abetting liability, especially in the context of lenders dealing with high‑risk borrowers. The opinion also offers important practical guidance about the effect and termination of lis pendens and about lenders’ entitlement to rely on title insurance and attorney opinion letters.

II. Summary of the Opinion

A. Factual Setting

Key facts, simplified:

• From 2014–2016, Al‑Sabah wired nearly $7.8 million to entities (N&A Kitchen, LLC; 9 Jewels, LLC) that she believed she owned or co‑owned, based on representations from Agbodjogbe.
• Unbeknownst to her, he controlled these entities and used her money to:
  • purchase multiple Baltimore commercial properties,
  • buy the NYC condo, and
  • buy the Pikesville home as his personal residence (for $469,990).
• After the fraud came to light, she sued him in Al‑Sabah v. Agbodjogbe (“Al‑Sabah I”), seeking damages and equitable relief (including constructive trusts over the NYC condo and Pikesville home), and filed a Notice of Lis Pendens in Baltimore County.
• The Notice of Lis Pendens was recorded against the wrong property and therefore did not give effective constructive notice as to the Pikesville home.

Separately, WBL made three relevant loans to Agbodjogbe‑controlled entities:

1. Loan One (May 2016): $600,000 to N&A Kitchen, secured by the NYC condo.
2. Loan Two (August 2016): $1.2 million refinance of Loan One, again secured by the NYC condo (later refinanced and paid off).
3. Loan Three (March 2017): $360,000, secured by the Pikesville home, intended to fund restaurant expansion.

During underwriting, WBL saw large wire transfers into N&A Kitchen’s accounts and initially flagged “high fraud risk,” but obtained:

• IRS Form 3520 gift tax returns prepared by a CPA (Leichter), reporting over $1 million in “gifts” from a Kuwaiti individual (Al‑Sabah), and
• verbal confirmation from that CPA that the funds were legitimate gifts reported to the IRS.

For Loan Three, a preliminary title report on the Pikesville home showed a lis pendens notation connected to litigation between “Alia Salem Al Sabah” and Agbodjogbe. WBL:

• raised the issue with the borrower and its own internal teams,
• received an updated title commitment that omitted the lis pendens because it “was found not to apply to the subject property,” and
• obtained a long‑form attorney opinion letter stating that after due inquiry there was no pending or threatened litigation that could affect the borrower’s or guarantor’s ability to perform under the loan.

On this basis, WBL closed and funded Loan Three.

B. Procedural Posture

• In the separate action against WBL, Al‑Sabah alleged that WBL aided and abetted Agbodjogbe’s fraud by enabling him to convert ill‑gotten real‑estate equity into liquid cash and by taking priority liens that impaired her ability to recover.
• After a bench trial, the district court:
  • rejected aiding‑and‑abetting liability for Loans One and Two, finding no willful blindness or actual knowledge.
  • found liability for Loan Three, holding that WBL was willfully blind to Agbodjogbe’s fraud and substantially assisted it, and awarded:
    • $469,990 in compensatory damages (tied to the purchase price of the Pikesville home), and
    • $235,000 in punitive damages.
• WBL appealed as to Loan Three; Al‑Sabah cross‑appealed as to Loans One and Two and on aspects of damages and reliance findings.

C. Holdings

The Fourth Circuit (Judge Agee, joined by Judges Thacker and Richardson) held:

1. No reversible error in the district court’s rejection of aiding‑and‑abetting liability for Loans One and Two. WBL was not willfully blind to the fraud in those transactions; at most it may have been negligent.
2. The district court’s finding of willful blindness as to Loan Three rested on material factual and legal errors:
   • It mistakenly attributed to WBL detailed knowledge of the contents of the Notice of Lis Pendens and the underlying complaint that the evidence did not support.
   • It improperly discounted WBL’s reliance on the title insurance policy and attorney opinion letter.
   Therefore, as a matter of law, WBL was not willfully blind to the fraud in funding Loan Three.
3. Because the willful blindness (knowledge) element failed, the court did not reach the “substantial assistance” element for Loan Three.
4. The case was affirmed in part, reversed in part, and remanded with instructions to enter final judgment for WBL on all claims.
5. In an important footnote on lis pendens, the court explained that:
   • a Maryland lis pendens must be tied to proceedings directly affecting title (e.g., a constructive trust claim),
   • it terminates as a matter of law when judgment is entered for the defendant on that equitable claim and no appeal is taken (or the judgment is affirmed), and
   • accordingly, any lis pendens related to the Pikesville home expired when the district court in Al‑Sabah I entered its amended final judgment denying a constructive trust.

III. Analysis

A. Precedents and Authorities Cited

1. Maryland’s Aiding‑and‑Abetting Tort Doctrine

The Fourth Circuit applies and synthesizes Maryland’s aiding‑and‑abetting jurisprudence, primarily drawing from:

• Alleco Inc. v. Harry & Jeanette Weinberg Foundation, Inc., 665 A.2d 1038 (Md. 1995) – Recognizes aiding and abetting as an independent tort under Maryland law. Liability attaches to one who “encouraged, incited, aided or abetted” the direct tortfeasor.
• Duke v. Feldman, 226 A.2d 345 (Md. 1967) – Provides early formulation that one who, “by any means,” aids or abets the direct perpetrator can be jointly liable.
• Sutton v. FedFirst Financial Corp., 126 A.3d 765 (Md. Ct. Spec. App. 2015) – Sets out the familiar three‑element test adopted by the Fourth Circuit:
  1. a primary tort by a principal wrongdoer,
  2. knowledge (or willful blindness) of that tort on the part of the alleged aider and abettor, and
  3. substantial assistance in its commission.

The court accepts that the underlying fraud by Agbodjogbe is established (with only a minor, immaterial dispute about justifiable reliance), and focuses exclusively on the second element: knowledge or willful blindness.

2. Willful Blindness: Hoffman v. Stamper and Global‑Tech

• Hoffman v. Stamper, 867 A.2d 276 (Md. 2005) – Defines “willful blindness” as occurring when a person’s “suspicion [is] aroused” but they “deliberately omit[] to make further enquiries, because [they] wish[] to remain in ignorance.” The Fourth Circuit adopts this as Maryland’s standard.
• Global‑Tech Appliances, Inc. v. SEB S.A., 563 U.S. 754 (2011) – Although a patent case, the Supreme Court’s articulation of willful blindness as a substitute for actual knowledge is influential. The Fourth Circuit quotes:

  “a willfully blind defendant is one who takes deliberate actions to avoid confirming a high probability of wrongdoing and who can almost be said to have actually known the critical facts.”

  This reinforces that willful blindness is very close to actual knowledge, not a loose negligence standard.

The court also cites a concurrence in State v. McCallum, 583 A.2d 250 (Md. 1991) (Chasanow, J.) for the critical proposition that “willful blindness is a form of knowledge, not a substitute for knowledge.”

3. Lis Pendens: DeShields v. Broadwater

On the lis pendens doctrine, the court relies on DeShields v. Broadwater, 659 A.2d 300 (Md. 1995):

• Lis pendens—literally “pending lawsuit”—refers to the control a court acquires over property involved in ongoing litigation.
• Under Maryland law, it only applies in proceedings directly affecting title to real property, not in suits seeking only money damages.
• A purchaser who acquires an interest while such litigation is pending takes subject to the outcome.

The Fourth Circuit uses this to explain:

• why Al‑Sabah’s lis pendens had to be tethered to her constructive trust claim (an equitable claim directly concerning title), and
• why that lis pendens extinguished when the court in Al‑Sabah I denied a constructive trust in its final judgment (Maryland Rule 12‑102(c)(2)(B)).

4. Title Insurance and Attorney Opinion Letters

On the lender‑practice side, the court frames the legal significance of:

• Stewart Title Guaranty Co. v. West, 676 A.2d 953 (Md. Ct. Spec. App. 1996) – Explains that a title policy is an indemnity agreement: the insurer agrees to reimburse the insured for loss caused by defects in or encumbrances on title, unless excluded. This underpins the court’s view that WBL reasonably relied on the title insurer’s willingness to insure the Pikesville home free of the lis pendens.
• Bennett v. Gentile, 321 A.3d 34 (Md. 2024) and Flaherty v. Weinberg, 492 A.2d 618 (Md. 1985) – These recognize that a non‑client (such as a lender) may recover from an attorney for negligence where the attorney’s work is intended to benefit the non‑client as a direct purpose of the transaction. The Fourth Circuit uses this to reinforce that WBL could legitimately rely on the borrower’s attorney’s opinion letter and expect that counsel had performed “due inquiry.”

5. Standard of Review

The court cites Chavez‑Deremer v. Medical Staffing of America, LLC, 147 F.4th 371 (4th Cir. 2025) for the familiar mixed standard after a bench trial:

• factual findings are reviewed for clear error,
• legal conclusions are reviewed de novo.

The core dispute—whether WBL’s conduct amounts to willful blindness—is treated as a largely legal characterization of largely undisputed facts. That lets the court re‑evaluate the district court’s ultimate willful‑blindness determination de novo, while respecting its underlying fact findings absent clear error.

B. The Court’s Legal Reasoning

1. Elements of Aiding and Abetting Fraud under Maryland Law

The court structures the Maryland tort as requiring:

1. Underlying tort – Here, fraud by Agbodjogbe. WBL stipulated to all elements except “justifiable reliance”; the district court largely found reliance justified, and the Fourth Circuit sees no serious issue on that predicate.
2. Knowledge or willful blindness – The defendant must either:
   • know of the underlying fraud, or
   • be willfully blind—have its suspicion aroused but then deliberately choose not to investigate because it wishes to remain ignorant.
3. Substantial assistance – The defendant must meaningfully assist the primary tortfeasor in carrying out the fraud (e.g., by providing critical facilities, services, or cover).

The opinion resolves the case on the second element alone. It holds that WBL’s conduct never rose to willful blindness for any of the loans; the most that could be said, even in the Pikesville loan, is that WBL may have been negligent in not investigating more deeply.

2. Loans One and Two: Suspicion and Investigation vs. Willful Blindness

The district court had already found no willful blindness for Loans One and Two. The Fourth Circuit affirms, organizing its analysis around the Global‑Tech/Hoffman standard:

• Suspicion was indeed aroused:
  • Underwriting staff saw “very large unusual deposits” into N&A Kitchen’s accounts.
  • They flagged the file as “high fraud risk” with “numerous character concerns.”
• But WBL did not then turn away from inquiry:
  • It questioned both the loan broker and Agbodjogbe about the wires.
  • It demanded and received CPA‑prepared Form 3520 gift tax returns showing the funds as gifts from a wealthy Kuwaiti individual.
  • It pressed further, requiring direct confirmation from the CPA (Leichter), who stated that the funds were “legitimate” and “legal” gifts and that the story “all checks out.”
• For Loans One and Two specifically, WBL:
  • confirmed that the NYC condo was in 9 Jewels’ name, and that the borrower and guarantor controlled 9 Jewels and N&A Kitchen,
  • obtained at least a short‑form CPA representation (Loan One) and then a full attorney opinion letter (Loan Two), and
  • ran standard underwriting, even if it deviated from internal guidelines (e.g., by leaning on projected revenues).

The court emphasizes:

“[T]here is no evidence WBL avoided learning about Agbodjogbe’s possible fraud, much less that it had reason to believe he purchased the NYC condo with misappropriated money.”

Al‑Sabah argued that inconsistencies in applications, projections, and payment patterns, combined with the unusual wire pattern, should have required further investigation, and that WBL’s failure to do more established willful blindness. The Fourth Circuit rejects that contention as a post‑hoc critique of underwriting practices:

• WBL is a non‑traditional, high‑risk lender that expects messy and inconsistent financials from its borrower base.
• Its “unconventional approach to lending” and “very difficult complex credits” are part of its business model—not evidence that it is deliberately abetting fraud.
• Even if a “traditional” bank would have done more, that difference is negligence at most, not willful blindness.

The court is explicit: to accept Al‑Sabah’s standard would improperly collapse willful blindness into a negligence‑style “should have known” inquiry:

“In reality, accepting this argument would transform willful blindness into a mere negligence standard. After all, willful blindness ‘is a form of knowledge, not a substitute for knowledge.’”

Thus, as to Loans One and Two, the Fourth Circuit holds that WBL’s conduct does not approach deliberate avoidance of facts indicating fraud. Its investigation—though far from perfect—was “the mirror opposite” of willful blindness.

3. Loan Three: The Lis Pendens and the District Court’s Errors

Loan Three presents the harder question. The district court saw the following:

• A title report on the Pikesville home showing a lis pendens tied to litigation between Al‑Sabah (in Kuwait) and Agbodjogbe in Baltimore County.
• Internal communications at WBL acknowledging the lis pendens and trying to “clear it.”
• An updated title commitment removing the lis pendens based on the view that it did “not apply” to the Pikesville home.
• Closing on Loan Three despite the clear link between:
  • the name on the wire transfers (Al‑Sabah),
  • the fraud litigation, and
  • the property serving as loan collateral.

From these facts, the district court drew an inference of willful blindness:

• In its view, WBL “had knowledge of Agbodjogbe’s alleged wrongdoing and could make the requisite connections,”
• but “chose not to investigate so that it could quickly close and fund Loan Three.”

The Fourth Circuit identifies two critical flaws in that reasoning.

a. Overstating What WBL Knew from the Lis Pendens

The district court assumed that WBL:

• “knew that Agbodjogbe had just been sued for fraud by the very person who sent him the large wires,” and
• understood that Al‑Sabah was “contesting title to the very property” pledged as collateral.

It further relied on the content of the Notice of Lis Pendens itself, emphasizing that while the last page contained a recording document for a different address, the earlier pages:

“clearly identify Al‑Sabah as the plaintiff against Agbodjogbe in the lis pendens, describe her fraud allegations, and establish that she was contesting title to the Pikesville [home].”

The problem, as the Fourth Circuit bluntly notes, is evidentiary:

• There was no evidence that anyone at WBL ever had, read, or understood the actual Notice of Lis Pendens or complaint in Al‑Sabah I.
• What WBL had was a title report notation that a lis pendens existed in a litigation between Al‑Sabah and Agbodjogbe—nothing more.
• Al‑Sabah conceded at oral argument that there was no proof WBL had detailed knowledge of the contents; the district court had effectively imputed that knowledge.

That erroneous attribution of knowledge is a factual error. The Fourth Circuit corrects it and evaluates WBL’s conduct based on what it actually knew: only that some litigation, with an associated lis pendens, existed.

b. Discounting Reliance on the Title Insurer and Attorney Opinion Letter

The second, and more important, critique concerns the district court’s dismissal of WBL’s reliance on:

• the title insurer’s updated commitment and policy omitting the lis pendens, and
• the borrower’s counsel’s long‑form opinion letter, expressly stating that after “due inquiry” there was no pending or threatened litigation that would materially affect performance.

The Fourth Circuit sees these as the opposite of willful blindness:

• Regarding title insurance:
  • WBL did what lenders routinely do: when the preliminary title report showed several “blemishes,” including the lis pendens, it asked the title company to review and omit items that did not belong.
  • The title insurer then issued a commitment (and policy) insuring title to the Pikesville home against defects, thereby assuming the risk that the lis pendens might in fact apply.
  • Citing Stewart Title, the court underscores that this is exactly how a title policy reallocates risk; WBL was entitled to rely on the insurer’s professional judgment.
• Regarding the attorney opinion letter:
  • An independent, licensed attorney—representing the borrower—signed a letter stating that, after due inquiry, there was no pending or threatened litigation that could adversely affect the loan obligations.
  • Under Bennett, such a letter is provided with the understanding that the lender will rely on it; the attorney can be held liable to the lender for professional negligence if its assurances are careless.
  • This, again, is standard commercial practice: lenders are not expected to redo the lawyer’s work but to rely on the lawyer’s duty to investigate.

The district court faulted WBL for not doing more itself and for not confirming what the borrower’s attorney knew. The Fourth Circuit characterizes that as a hindsight‑driven overreach:

“WBL’s reliance on multiple independent professional opinions—a gold standard in lending practice—was not ‘the essence of willful blindness’ as the district court found. It was the mirror opposite.”

By holding that such reliance defeats a claim of deliberate ignorance, the court effectively announces a significant protection for lenders: good‑faith reliance on competent third‑party professionals will generally negate willful blindness, absent evidence that the lender knows those professionals are acting dishonestly or incompetently.

c. Negligence vs. Willful Blindness

The opinion repeatedly stresses the distinction between:

• negligence or even recklessness (failing to investigate as prudently as one might), and
• willful blindness (deliberately closing one’s eyes to a known high probability of wrongdoing).

Even if WBL could have:

• demanded the full lis pendens notice and complaint,
• personally reviewed the court docket, or
• refused to proceed until the litigation was conclusively resolved,

its failure to insist on these further steps is not, without more, evidence that it wanted to remain ignorant.

Thus the court concludes:

“Perhaps WBL could have sought more. Maybe another lender would have done more, maybe not. But WBL’s decision not to is not evidence of a deliberate effort to avoid uncovering Agbodjogbe’s fraud.”

Applied to Loan Three, this means that—just as with Loans One and Two—the record, viewed correctly, supports at most a finding of imperfect diligence, not willful blindness. The willful‑blindness element therefore fails as a matter of law, and the aiding‑and‑abetting claim collapses.

4. Lis Pendens and Its Termination (Footnote 13)

Although not necessary to the judgment, the court devotes an extended footnote to lis pendens, clarifying several points of Maryland law with significant practical implications:

• Lis pendens must be anchored in a claim directly affecting title. Because Maryland limits lis pendens to “proceedings directly relating to the title to the property,” the only viable basis for Al‑Sabah’s lis pendens was her claim in Al‑Sabah I for a constructive trust over the Pikesville home.
• Final judgment denying equitable relief terminates the lis pendens by operation of law. Under Maryland Rule 12‑102(c)(2)(B), a lis pendens terminates upon “entry of a judgment in favor of the defendant” on the underlying action, if no timely appeal is taken (or the judgment is affirmed on appeal). When the district court in Al‑Sabah I:
  • denied the motion to impose a constructive trust, and
  • entered an amended judgment incorporating that denial as part of a final, appealable judgment,
  the lis pendens relating to the Pikesville home expired automatically.
• Al‑Sabah did not appeal the denial of the constructive trust. Accordingly, the lis pendens (and any equitable lien dependent on it) “terminated as a matter of law” as of April 20, 2020.

The court pointedly observes:

“It was the district court, not WBL, that caused the lis pendens to expire, and with the expiration of the lis pendens, any equitable lien by Al‑Sabah also expired.”

This observation undercuts the broader narrative that WBL’s actions were responsible for irreparably frustrating Al‑Sabah’s ability to recover the Pikesville home. Whatever priority issues might have existed earlier in time, the final extinguishment of the lis pendens was the product of the outcome and handling of Al‑Sabah I, not WBL’s conduct.

C. Impact and Significance

1. A Higher Bar for Aiding‑and‑Abetting Claims Against Lenders

The central doctrinal impact of Al‑Sabah v. WBL is to raise and clarify the bar for holding lenders liable as aiders and abettors of a borrower’s fraud under Maryland law (as interpreted by the Fourth Circuit).

Victims of fraud often look for “deep pockets” among banks, lenders, and other financial intermediaries that processed or lent against tainted funds. This decision sends several clear messages:

• High‑risk lending, by itself, is not suspicious enough. That a lender intentionally serves a borrower segment that other banks avoid—and that its underwriting tolerates irregularities and inconsistencies—is not a badge of illicit collusion. It is a business model.
• Evidence of suspicion plus professional due diligence undercuts willful blindness. When a lender:
  • recognizes red flags,
  • asks questions, and
  • relies on professional assurances (gift tax returns, title insurance, legal opinions),
  a court will be reluctant to find that it wanted to remain ignorant, even if perfect hindsight suggests more could have been done.
• Willful blindness is close to actual knowledge, not a relaxed “should have known” standard. Plaintiffs cannot merely point to what a lender hypothetically could have found with more digging; they must show deliberate avoidance.

As a practical matter, this precedent will make it considerably harder, in Maryland‑law governed cases in the Fourth Circuit, to transform routine underwriting missteps into aiding‑and‑abetting liability absent very strong evidence that the lender intentionally insulated itself from the truth.

2. Validation of Professional‑Reliance Practices in Lending

Equally important is the court’s endorsement of reliance on independent professionals as a legitimate way for lenders to discharge their diligence obligations:

• Title Insurers – When a title company, fully informed of recorded encumbrances, issues a policy insuring title, the lender can proceed on the assumption that the risk of a mistaken omission is on the insurer.
• Borrower’s Counsel – A properly executed attorney opinion letter—especially one that expressly certifies there is no adverse litigation after “due inquiry”—is a strong shield against allegations that the lender was willfully blind to pending claims.

The opinion also dovetails with Bennett in underscoring that lawyers who issue such opinions owe duties not only to their own clients but also to the lenders relying on them. This reinforces the network of accountability without forcing lenders to duplicate every aspect of lawyers’ and insurers’ work.

3. Clarifying Lis Pendens Strategy and Risk Allocation

For litigants and real‑estate practitioners, the decision highlights:

• The critical importance of correctly recording lis pendens. A misrecorded notice, as here (against the wrong property), is simply ineffective and does not burden title or give constructive notice to later purchasers or mortgagees.
• The limited scope of lis pendens. In Maryland, it:
  • cannot be based on pure damages claims,
  • must be rooted in a proceeding directly affecting title (e.g., specific performance, constructive trust, quiet title), and
  • terminates automatically upon final judgment denying such relief if unappealed.
• The interaction with subsequent lending. Even if a lis pendens were valid and properly recorded, a later lender or purchaser would ordinarily take subject to the outcome of the title litigation. But once the lis pendens expires (because the equitable claim fails), that title cloud is removed. At that point, the fraud victim is essentially reduced to the status of a judgment creditor competing for assets, and priority disputes will be governed by the usual recording and lien‑priority rules.

The court’s footnote makes explicit that, whatever WBL may have done earlier, the ultimate extinguishment of any equitable lien tied to the Pikesville home was the product of:

• the district court’s refusal to impose a constructive trust, and
• Al‑Sabah’s decision not to appeal that denial.

4. Broader Alignment with Federal Willful‑Blindness Standards

By explicitly importing the Global‑Tech standard into the Maryland tort context, the Fourth Circuit promotes a consistent, cross‑doctrinal approach to willful blindness:

• Criminal law (e.g., money‑laundering, sanctions violations),
• Intellectual property (as in Global‑Tech), and
• Civil aiding‑and‑abetting in tort

now share a similar, demanding test: a defendant must both suspect a high probability of wrongdoing and take deliberate actions to avoid learning more.

This harmonization reduces forum‑shopping incentives and gives clearer guidance to compliance departments and counsel in financial institutions: if your organization:

• investigates red flags in good faith, and
• relies appropriately on competent professionals,

you are unlikely to be branded willfully blind—even when a later court concludes that the investigation could have been more robust.

IV. Complex Concepts Simplified

1. Aiding and Abetting as a Civil Tort

In everyday terms, “aiding and abetting” means helping someone else commit a wrong. Under Maryland tort law:

• The “helper” doesn’t have to commit the fraud personally.
• But they must:
  • know or be willfully blind to the fact that a fraud is underway, and
  • give substantial assistance that helps the fraud succeed (for example, by providing financing, concealment, or structuring transactions).

Mere negligent involvement—like providing routine services without realizing a client is misusing them—is generally not enough. There must be a sufficiently culpable mental state.

2. Willful Blindness vs. Negligence vs. Actual Knowledge

• Actual knowledge – You know the key facts. For example, you know the funds are stolen because you saw the theft or were told directly by the thief.
• Negligence – You should have known the facts because a reasonable person would have checked, but you didn’t. Perhaps you were careless, too trusting, or failed to follow policies.
• Willful blindness – You have a strong suspicion that something is seriously wrong and you consciously decide not to verify because you don’t want to know:
  • “Don’t tell me any more; I don’t want to know,” or
  • deliberately refusing to read a document that would confirm your suspicions.

The Fourth Circuit insists that willful blindness is much closer to actual knowledge than to negligence. It is not enough that a party “should have known”; it must be that they chose not to know.

3. Lis Pendens

A lis pendens is a notice recorded in the land records alerting the world that:

• there is a lawsuit pending about the title to a particular property, and
• anyone who buys or lends against the property does so subject to whatever the court ultimately decides.

Key points in Maryland:

• It applies only to suits that directly affect title (e.g., asking to impose a constructive trust, quiet title, enforce a contract to sell the property).
• It is effective only if properly recorded against the correct property in accordance with Maryland rules.
• It terminates automatically when final judgment is entered for the defendant on the title‑affecting claim and no appeal is taken (or the judgment is affirmed).

4. Constructive Trust and Equitable Lien

• A constructive trust is an equitable remedy where a court declares that someone holding property does so as a trustee for the true beneficiary—typically because the property was obtained by fraud or similar wrongdoing.
• An equitable lien is a court‑imposed charge on property to secure payment of a debt or obligation, even though it is not created by a formal mortgage or deed of trust.

In Al‑Sabah I, the court declined to impose a constructive trust over the Pikesville home and NYC condo. Under Maryland law, that denial—when incorporated into a final judgment—extinguished any lis pendens and any equitable lien dependent on it.

5. Title Insurance and Attorney Opinion Letters

• Title insurance protects lenders (and sometimes owners) against financial loss if someone else later proves a superior interest in the property or a defect in title that was not excluded in the policy.
• A title commitment is a preliminary promise to issue such insurance, listing any known defects or encumbrances to be resolved before closing.
• An attorney opinion letter is a formal letter from the borrower’s lawyer, addressing issues such as:
  • proper organization and authority of the borrower,
  • validity and enforceability of the loan documents, and
  • absence of litigation that could impact repayment.

Lenders routinely rely on these instruments rather than replicating all the underlying legal and title work themselves. Al‑Sabah v. WBL affirms that such reliance, when done in good faith, is legally significant in defeating claims of willful blindness.

6. Standards of Appellate Review After a Bench Trial

• Findings of fact (who knew what, what documents were received, who said what and when) are reviewed for clear error. The appellate court defers to the trial judge unless left with a “definite and firm conviction” that a mistake has been made.
• Conclusions of law (what the legal standard is, whether the facts meet that standard) are reviewed de novo, meaning the appellate court decides for itself, without deference.

In this case, the Fourth Circuit:

• accepted most of the district court’s basic fact findings, but
• corrected factual overstatements (e.g., what WBL actually knew about the lis pendens contents), and
• disagreed with the legal conclusion that those facts constituted willful blindness.

V. Conclusion

Al‑Sabah v. World Business Lenders, LLC provides a thorough and consequential clarification of Maryland’s aiding‑and‑abetting doctrine as applied to lenders, and of the demanding nature of willful blindness as a substitute for actual knowledge. The court:

• reaffirms that willful blindness is a narrow, blameworthy mental state requiring deliberate avoidance of the truth, not merely imperfect investigation;
• holds that good‑faith reliance on independent professionals—CPAs, title insurers, and attorneys—strongly undermines any inference of willful blindness, even in the presence of significant red flags;
• rebuffs efforts to transform unconventional but lawful lending practices into constructive knowledge of borrower fraud;
• clarifies the operation and automatic termination of lis pendens under Maryland Rule 12‑102 when equitable title claims fail; and
• ultimately protects lenders from expansive aiding‑and‑abetting liability unless plaintiffs can show that the lender consciously shunned confirming facts strongly suggesting fraud.

For practitioners, the decision underscores the importance of:

• documenting internal investigations of red flags,
• obtaining and preserving professional assurances (tax returns, title commitments, opinion letters),
• properly recording and maintaining lis pendens where title‑based relief is sought, and
• carefully litigating equitable remedies and final judgments to preserve or clarify property‑based rights.

While the underlying facts are stark—a massive fraud and a sympathetic victim—the Fourth Circuit’s opinion insists that liability must be anchored in clear, rigorous standards of knowledge and causation. That insistence provides much‑needed doctrinal stability in an area where plaintiffs increasingly seek to extend tort responsibility beyond the direct wrongdoer to the financial intermediaries that serve them.