Section 10404 of the California Corporations Code provides that corporations for the prevention of cruelty to animals may “proffer a complaint against any person, before any court or magistrate having jurisdiction, for the violation of any law relating to or affecting animals”.  Although the statute confers on these corporations remarkably broad quasi-governmental enforcement authority, I want to focus on the word “proffer”.  What does it mean to “proffer a complaint” and is that even a correct usage?

“Proffer” is both a transitive and intransitive verb.  In Section 10404, “proffer” is used as a transitive verb (the object being a complaint).  The transitive meanings of “proffer” include to bring or put before a person for acceptance.  OED Online. Oxford University Press, June 2015.   That seems to be the meaning intended by the statute.  However, I could find no published California appellate opinion that uses the phrase “proffer a complaint”.  In fact, I found only two reported decisions by courts in the United States that use the phrase “proffer a complaint”.  A.G. v. Elsevier, Inc., 732 F.3d 77, 79 (1st Cir. 2013) (“Consistent with the foregoing, the plaintiffs in this chapter 93A case were required to proffer a complaint plausibly alleging that the defendants’ deceptive acts caused them injury or loss.”) and P. J. Constructors v. Carter Elec. Co., 410 So. 2d 536, 537 (Fla. Dist. Ct. App. 5th Dist. 1982) (“After the second amended complaint was dismissed the appellant moved for a rehearing saying that if one more chance was granted he would be able to allege a cause of action, although he did not proffer a complaint which stated a cause of action.”).  In contrast, you can find many examples of courts discussing a “proffer of proof”, but that is using “proffer” as a noun, not a transitive verb.

The only California case that I found referring to the statute actually doesn’t use the word “proffer”.  Animal Legal Defense Fund v. Mendes, 160 Cal. App. 4th 136 (2008).  However, this was no error on the part of Justice Steven M. Vartabedian.  At the time, Section 10404 used the word “prefer”.  When the statute was amended in 2010, the legislature exchanged “proffer” for “prefer”.  2010 Cal. Stat. ch. 652 (SB 1417).  It turns out that “prefer” is preferred in the Real Estate Law.  Section 10130 of the Business & Professions Code provides that the Real Estate Commissioner may “prefer a complaint for violation of this section before any court of competent jurisdiction . . .”.  In the legal setting, the word “prefer” is often used to mean to present or submit, as in the phrase “prefer charges”.

Finally, the word “proffer” is often confused with the another transitive “profer”.  Because these words have such similar meanings, I’m not at all surprised.  Nonetheless, I haven’t seen any California statute that authorizes someone to “profer a complaint”.