Appeals Court Rejects Auction Buyer’s Missing-Parcel Claim

On October 8, 2026, Ohio’s Fifth District Court of Appeals affirmed judgment on the pleadings for the real estate defendants in Boyer v. Poorman, 2026-Ohio-3993 (5th Dist.). The case arose from a commercial real estate auction in which the purchasers bought property in “as is” condition and later discovered that an adjacent nine-foot-wide alley was a separate parcel excluded from the sale. The court held that the amended complaint failed to allege sufficient facts to support claims for fraud, negligent misrepresentation, or breaches of fiduciary and statutory duties. The decision highlights the significant effect of an “as is” clause and the doctrine of caveat emptor (let the buyer beware) on claims based on alleged nondisclosure.

No Misrepresentation

The purchase agreement’s “as is where is” provision was central to the analysis of the fraud claim. The Fifth District explained that an “as is” clause generally bars claims against a seller for nondisclosure but does not bar claims based on affirmative fraudulent misrepresentations. Because the purchasers alleged that the listing agent failed to disclose that the alley was a separate parcel, not that she affirmatively misrepresented that fact, the court held the provision barred their fraud-by-omission claim.

The purchasers based their misrepresentation claims on two alleged statements by the listing agent. According to the complaint, the listing agent stated that “one [gas] meter goes with the shop, [and] the other is for the trailer next door.” In a separate text conversation, she said a prior owner “had owned all of this at one time.” The purchasers alleged that these statements created the impression that the auction property was unified and free of boundary or title defects.

The court held that this alleged impression did not constitute an actionable misrepresentation. The complaint did not allege that either statement was false or that the listing agent said anything about the alley. Rather, it alleged that she failed to clarify that the alley was a separate parcel excluded from the auction. Because negligent misrepresentation requires an affirmative false statement, the claim failed.

Boundaries of the Parcel Included in the Sale Were Public Record

The decision also reinforces the importance of Ohio’s caveat emptor, or buyer-beware, doctrine. The court concluded that the purchasers could not establish justifiable reliance because the parcel boundaries were readily discoverable in public records, they had an unimpeded opportunity to investigate, and the complaint alleged no affirmative false statement or concealment concerning the alley or property boundaries.

For buyers, sellers, and real estate professionals, Boyer underscores the importance of reviewing publicly available property records, clearly defining the property conveyed, and distinguishing affirmative representations from alleged nondisclosures. A mistaken impression, a failure to disclose, and an affirmative false statement are distinct and may produce different results under an “as is” clause and Ohio’s buyer-beware doctrine.

For questions regarding “as is” clauses or the doctrine of caveat emptor, please contact Kelly C. Bokoch or another member of Frantz Ward’s Real Estate Practice Group.