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When can a business sue for fraudulent misrepresentation?

On Behalf of | Jun 1, 2026 | Business & Commercial Litigation

A business deal built on false information can cause financial harm that goes beyond a broken promise. If this happened to your business, Massachusetts law may provide a legal path to litigation.

Core elements behind the claim

Fraudulent misrepresentation is a civil cause of action rooted in intentional deceit. It occurs when a false statement of material fact induces a business transaction and causes financial harm.

Massachusetts courts have drawn a line between actionable fraud and ordinary sales talk. A seller who calls their product “great” may be engaging in puffery, but a seller who claims equipment passed a safety inspection when it did not has potentially crossed into misrepresentation territory.

Required proof for your business

To bring forward a claim, you must establish that the other party made a false statement, knew it was false or acted with reckless disregard for its truth and intended to mislead you. You also need to demonstrate that you reasonably relied on that it.

The final piece involves proving causation and damages. Your business must show that the misrepresentation caused you damages and that those losses were because of the deception rather than unrelated business risks.

Available remedies in fraud cases

If your case succeeds, Massachusetts law offers the following forms of relief:

  • Compensatory damages
  • Contract rescission
  • Attorney fees and litigation costs

The state’s consumer protection law can significantly expand the value of a fraud claim in business-to-business disputes. It also allows courts to award double or treble damages when the deceptive conduct was willful or knowing.

Important considerations before legal action

Massachusetts imposes a three-year deadline on fraud claims. The clock typically begins not from the date of the false statement but from the date you discovered or reasonably could have discovered the fraud, under a principle known as the discovery rule.

If your claim also falls under consumer protection, a different timeline and procedure apply. The statute of limitations extends to four years. State law does not require a business plaintiff to send a pre-suit demand letter before filing a business-to-business claim.

Due to how much time these cases can consume, speaking with an attorney can help move things along faster. They can evaluate your case, gather evidence and provide you with realistic expectations on what recovery you have available.

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FindLaw Network