Mass. High Court Limits Chapter 93A Claims in Right of First Refusal Cases

Massachusetts top court narrows Chapter 93A claims in right of first refusal disputes.

On June 11, 2026, the Massachusetts Supreme Judicial Court clarified how the Consumer Protection Act, known as Chapter 93A, applies to issues involving contractual rights of first refusal in real estate.

Chapter 93A, codified in Massachusetts General Laws Chapter 93A, prohibits unfair or deceptive acts or practices in trade or commerce. However, the court ruled that simply breaching a contract, such as not honoring a right of first refusal provision, does not automatically trigger liability under Chapter 93A.

The Court emphasized the need for additional evidence showing unfair or deceptive conduct beyond the breach itself. This means that while a right of first refusal dispute may involve a contract violation, that alone isn’t sufficient to claim a Chapter 93A violation.

This distinction sets clear boundaries between contract law and consumer protection claims in Massachusetts real estate transactions. The ruling guides parties in understanding when Chapter 93A applies and thus limits potentially expansive consumer protection claims based solely on contractual breaches.

As the NatLawReview article summarizes, "A mere breach of contract, without more, does not constitute a violation of Chapter 93A." This clarification will impact litigation strategies, making clear that claims under the consumer protection statute must contain evidence of conduct that surpasses a simple contractual breach.