Zero Point Management v. Chase Bank/JP Morgan Chase Co.

Background

Zero Point MGMT, identified in the complaint as a private irrevocable trust organized under New York law, sued Chase after Chase allegedly denied Zero Point’s application for a $250,000 credit accommodation. The complaint asserted breach of contract, unjust enrichment, and commercial dishonor and estoppel, seeking damages and declaratory relief.

Malcolm Blair Boyce filed the action for Zero Point as its trustee. The opinion states that Boyce is not an attorney and that no attorney had signed the complaint or appeared for Zero Point. Chase asked the court for guidance on the issue and requested a deadline for Zero Point to obtain counsel or face possible dismissal.

Representation Issue

Federal law permits people to conduct their own cases but generally requires corporations, partnerships, associations, trusts, and other artificial entities to appear through licensed counsel. The court held that this rule applies to Zero Point because it is a trust. Boyce therefore could not represent Zero Point in federal court merely because he was its trustee.

Zero Point argued that it had assigned all rights and interests in the lawsuit to Boyce in his fiduciary capacity. The court rejected that argument, relying on Second Circuit precedent holding that an artificial entity cannot assign its claim to a non-lawyer as a way to avoid the representation rule. The court concluded that Boyce’s assignment of Zero Point’s cause of action to himself was an impermissible attempt to avoid the rule.

Zero Point also argued that Boyce was its sole trustee and sole beneficiary, so no other person’s interests were involved. The court recognized a narrow exception allowing a non-lawyer to represent an estate or trust when that person is the only person affected by the case. But the court found that Zero Point had not adequately established that this exception applied.

The trust documents showed that, when the lawsuit was filed, two other individuals were listed as future beneficiaries. Boyce later signed an amendment naming himself the sole beneficiary, and the opinion notes that the amendment was executed after Chase raised the representation issue. The court inferred that Boyce made the change in response to that issue. It also noted that the amendment preserved the ability to add beneficiaries later. The court concluded that Boyce might still be representing the other beneficiaries’ interests, or might have removed their interests in apparent disregard of his fiduciary duties. Either possibility prevented the court from finding that Boyce was the only person affected by the case.

The court further noted that Boyce’s filings included citations to cases that did not exist and inaccurate descriptions of case holdings. It did not impose sanctions at that time, but warned that future filings containing nonexistent citations or serious misstatements of law could lead to sanctions, filing restrictions, monetary penalties, or dismissal.

Ruling and Effect

Judge Gary Stein advised Zero Point that it may appear in the action only through a lawyer admitted to practice before the court or through a lawyer granted permission to appear temporarily. Zero Point was given until January 9, 2026, to file a notice of appearance by counsel. Chase’s deadline to answer or otherwise respond to the complaint was stayed until counsel appeared for Zero Point. The order did not itself dismiss the case; it stated that Chase could file a motion to dismiss for failure to prosecute if counsel did not appear by the deadline.