Common Counts Cause of Action in California: Types, Pleading, and Defenses

A common counts cause of action in California is a simplified way to sue someone for a specific amount of money they owe you, used when there is no detailed written contract, when the contract you have turns out to be unenforceable, or when you want a backup theory alongside a breach of contract claim. Instead of laying out every fact behind the debt, you plead the essentials: the defendant owes you a sum certain, the general basis for the obligation, and they haven’t paid. California recognizes several distinct types, each covering a different way money or value changed hands.

What a Common Count Actually Is

A common count is less a standalone legal theory than a streamlined pleading format for money claims. California courts describe it as “a general pleading which seeks recovery of money without specifying the nature of the claim.”¹ The principle underneath is preventing unjust enrichment. When someone has received money, goods, or services they haven’t paid for, the law treats them as having impliedly promised to pay.

The format is flexible. A common count works “whenever the plaintiff claims a sum of money due, either as an indebtedness in a sum certain, or for the reasonable value of services, goods, etc., furnished,” no matter whether the original transaction involved an express contract, an implied agreement, or none at all.² That is why plaintiffs routinely plead a common count alongside a breach of contract claim. If the contract theory stumbles on a technicality, the common count can still carry the case.

The format has real limits, though. Common counts recover a definite sum of money the defendant received or owes. You cannot use one for tort damages like pain and suffering, and you cannot use one to recover damages for breach of an express contract.

The Types California Recognizes

California law recognizes seven categories. The ones that show up most in litigation are money had and received, goods and services rendered, open book account, and account stated. Each has its own elements in the California Civil Jury Instructions.

Money Had and Received

Use this when someone is holding your money and won’t return it. The common scenarios are deposits paid under a deal that fell apart, payments made by mistake, and money handed over under duress. You have to prove:

The defendant received money intended to benefit you
The money was not actually used for your benefit
The defendant has not returned it

Recovery is simply the amount the defendant received.³ If you paid a $15,000 deposit on a construction job that never started, this claim targets that $15,000 directly.

Goods and Services Rendered

When you performed work or delivered goods at someone’s request and they didn’t pay, this applies. For services, the term is quantum meruit, roughly “as much as deserved.” You have to establish:

The defendant asked you, through words or conduct, to perform the services or deliver the goods
You performed or delivered as requested
The defendant has not paid
The reasonable value of what you provided

Recovery is the reasonable market value of what you provided, not whatever price one side hoped to charge.¹ It is a frequent fit for contractors and freelancers who started under a handshake deal, and it also helps when a written contract exists but turns out to be unenforceable because it was never properly signed or runs into the statute of frauds.

Open Book Account

This fits an ongoing financial relationship where one party keeps a running tally. Think of a supplier shipping products on credit and logging each transaction. The elements:

You and the defendant had financial transactions with each other
You kept a written or electronic account of the debits and credits in the regular course of business
The defendant owes you money on the account
The amount owed

The bookkeeping is the point. You need actual records, not just a general sense that money is owed.⁴

Account Stated

An account stated is one step further. Both sides have looked at the balance and agreed, explicitly or by conduct, that the number is right. That agreement operates almost like a new contract based on the stated balance. The elements:

The defendant owed you money from prior transactions
You and the defendant agreed, through words or conduct, on the amount owed
The defendant promised to pay that amount
The defendant has not paid all or some of it
The specific amount still due

Agreement can be implied from silence. If you send a statement and the other side doesn’t object within a reasonable time, a court can treat that as acceptance of the balance.⁵ Debtors who ignore invoices often strengthen the creditor’s position without realizing it.

Money Lent and Money Paid Out

The remaining categories cover money you loaned the defendant at their request, and money you spent on the defendant’s behalf at their request. These come up with informal loans between business associates or friends, and with expenses one party covered on another’s promise to reimburse. The structure mirrors the others: the defendant requested it, you provided it, they haven’t repaid.

What You Have to Plead

One reason attorneys reach for common counts is how little the complaint has to contain. You need three things: a statement that the defendant is indebted to you for a sum certain, a brief label for the type of obligation, and an allegation that the defendant has not paid. No detailed factual recital of the underlying transaction is required.

California courts have long held that common counts survive a demurrer despite the sparse pleading. A plaintiff suing on a common count doesn’t even need to state when the money was advanced or when the defendant became indebted.⁶

There is one important trap. When a common count is based on the same facts as a more specific cause of action and that specific claim is legally deficient, the common count goes down with it. If the breach of contract claim gets knocked out, a common count built on the same facts is vulnerable too.² That is why they are usually pleaded as alternative theories rather than restatements of the same claim.

When You Can’t Use One: Consumer Debt

Since July 1, 2024, common counts are off the table for consumer debt collection. Under Code of Civil Procedure section 425.30, a creditor suing to collect a consumer debt may not use any form of common count. The statute defines consumer debt as an obligation arising from a transaction where the money, property, or services were primarily for personal, family, or household purposes, and where the obligation appears in a note or written contract.⁷ The restriction applies only to debts incurred on or after that date.

The practical effect is significant. Credit card companies, medical providers, and other consumer creditors can no longer rely on common count shorthand and must plead a specific cause of action with full factual detail. Business-to-business debts, commercial disputes, and consumer debts incurred before July 1, 2024, remain eligible.

Deadline to File

The filing deadline depends on whether the underlying obligation is written or oral. For claims based on a written instrument, including a book account, an account stated based on a written account, or a balance due on an open and current account with written entries, you have four years from the date of breach.⁸ For obligations not based on a written instrument, such as oral agreements or implied-in-fact contracts, the deadline is two years.⁹ Missing the deadline permanently bars the claim, so it is the first thing to check.

Interest You Can Add

Because common counts seek a fixed dollar amount, successful plaintiffs can usually recover prejudgment interest on top of the principal. Under California Civil Code section 3289, when a contract doesn’t specify an interest rate, the obligation bears interest at 10 percent per year from the date of breach.¹⁰ If the contract specifies a rate, that rate continues to apply after breach. On a $50,000 claim that takes two years to resolve, prejudgment interest alone could add $10,000 to the judgment. Factor that into any settlement analysis, because the interest clock keeps running until the debt is paid or judgment is entered.

Defenses If You’re Being Sued

If you are on the receiving end of a common counts complaint, several defenses apply:

Statute of limitations: the plaintiff waited too long, four years for written obligations, two years for oral ones
Payment or satisfaction: you already paid the debt, or paid an amount the plaintiff accepted as full payment
Offset: you paid the plaintiff money they are not giving you credit for
Failure of consideration: you performed, but the plaintiff didn’t deliver what was promised in return
Lack of consideration: there was never a valid exchange to support the claimed obligation
Fraud or misrepresentation: the plaintiff induced the transaction through dishonest conduct

Because common counts are rooted in equity, equitable defenses like unclean hands and laches, meaning unreasonable delay that prejudiced you, can also apply.¹¹ The right defense depends on what actually happened between the parties, but checking the limitations deadline is almost always the practical first step.

1
Justia. CACI No. 371 Common Count: Goods and Services Rendered
2
California Courts. CACI Invitation to Comment 24-02
3
Justia. CACI No. 370 Common Count: Money Had and Received
4
Justia. CACI No. 372 Common Count: Open Book Account
5
Justia. CACI No. 373 Common Count: Account Stated
6
Justia. Evans v. Zeigler California Courts of Appeal Decisions
7
California Legislative Information. California Code of Civil Procedure CCP 425-30
8
California Legislative Information. California Code of Civil Procedure CCP 337
9
California Legislative Information. California Code of Civil Procedure CCP 339
10
California Legislative Information. California Civil Code 3289
11
Judicial Branch of California. List of Debt Defenses