Antitrust Law Daily Wrap Up, STATE UNFAIR TRADE PRACTICES—3d Cir.: Suit against lenders for solar panels found not liable, (Oct 24, 2025)

By Brian Craig, J.D.

The lenders are not vicariously liable when the sales representative for the solar company did not act as an agent for the lenders.

In a case involving the fraudulent sale of rooftop solar panels, the U.S. Court of Appeals in Philadelphia has held that a homeowner in New Jersey cannot proceed with New Jersey Consumer Fraud Act claims against lenders that financed the home solar energy system, Sunlight Financial LLC and Cross River Bank. The Third Circuit agreed with a New Jersey district court that the homeowner failed to plausibly allege the sales representative for the solar panel company acted as an agent for lenders and the homeowner cannot impute the sales representative’s forgery to the lenders (Migliore v. Vision Solar LLC, No. 24-1679 (3d Cir. Oct. 22, 2025)).

A door-to-door salesman for a solar panel company, Vision Solar LLC, offered a homeowner “free” rooftop solar panels for her home in New Jersey. The solar panels were not free. The woman’s son discovered that the elderly woman owed nearly $100,000 to lenders, Sunlight Financial LLC and Cross River Bank, who claimed she took out a loan to finance the panels. The sales representative forged the homeowner’s signature and used a fake email address to obtain the loans. To make matters worse, the solar panels cannot be used because the house is shaded by trees and the roof failed inspection. The homeowner sued the solar company, its CEO, and the lenders for defrauding her. The complaint alleges violations of the New Jersey Consumer Fraud Act and the Fair Credit Reporting Act. After the solar panel company filed for bankruptcy, the homeowner dismissed her claims against the solar panel company and the CEO. The district court then dismissed the homeowner’s claims against the lenders, primarily because the homeowner failed plausibly to allege the sales representative for the solar panel company acted on behalf of the lenders. The homeowner appealed.

Vicarious liability. The Third Circuit first held that the lenders are not vicariously liable under the New Jersey Consumer Fraud Act for the actions of the solar panel company’s sales representative. Under New Jersey law, a sales representative is an agent when the sales representative is empowered “to conduct and conclude” transactions for the principal. In this case, the complaint fails to allege that the sales representative financially benefitted the lenders by marketing their offerings to new borrowers. The homeowner has not plausibly alleged that the lenders authorized the sales representative to hold himself out as acting for the lenders. While the homeowner argued that the lenders exercised enough control over solar panel company’s sales representative to render him their agent, the allegations fail to support this theory. Because the sales representative did not have authority “to conduct and conclude” transactions for the lenders, the lenders are not vicarious liable.

Direct liability. The appeals court also held that the lenders are not directly liable under the New Jersey Consumer Fraud Act. The New Jersey Consumer Fraud Act requires pleading fraud with particularity. Here, the complaint fails to meet the heightened pleading requirements for fraud. The complaint alleges deceptive conduct and misrepresentations, but the allegations do not identify the deceptive conduct or the content of the alleged misrepresentations. Because the homeowner failed to plead the sales representative acted as the lenders’ agent, she cannot, without more, hold the lenders liable for the sale representative’s diversion of the contract to a wrong email address.

Fair Credit Reporting Act. Finally, the panel held that the lenders are not liable under the Fair Credit Reporting Act. The Fair Credit Reporting Act prohibits anyone from obtaining or using a credit report unless the consumer report is obtained for a purpose for which the consumer report is authorized to be furnished under this section. A creditor is permitted to obtain a consumer’s credit report to use the information in connection with a credit transaction involving the consumer. In rejecting an identity theft claim, another court recognized that the Fair Credit Reporting Act does not explicitly require a user of consumer reports to confirm beyond doubt the identity of potential consumers before requesting a report. Because the homeowner cannot impute the sales representative’s forgery to the lenders, the Fair Credit Reporting Act claim also fails.

While the appeals court expressed sympathy for the homeowner and recognized that she might have had viable claims against the sales representative and the CEO of the solar panel company, the Third Circuit agreed with the district court that the homeowner’s claims against the lenders fail. Accordingly, the appeals court affirmed dismissal of the complaint.

The Case is No. 24-1679.

Judge: Ambro, T.

Attorneys: Cary L. Flitter (Flitter Milz) for Eva Migliore. Brett A. Berman (Fox Rothschild LLP) for Vision Solar LLC, Vision Solar NJ LLC and Jon Seibert. Kathryn M. Barber (McGuireWoods) for Sunlight Financial LLC and Cross River Bank.

Companies: Vision Solar LLC; Vision Solar NJ LLC; Sunlight Financial LLC; Cross River Bank

Cases: StateUnfairTradePractices DelawareNews NewJerseyNews PennsylvaniaNews