Justia Civil Procedure Opinion Summaries

Plaintiff Franklin Eng appealed a judgment in favor of defendants Michael Patrick Brown and Gerald Levy following a jury trial. Eng claimed that Brown and Levy breached their fiduciary duties to him as purported partners or joint venturers in the ownership and operation of the Tin Fish Gaslamp, a seafood restaurant in San Diego. The jury found that Eng, Brown, and Levy entered into a partnership or joint venture, but it was terminated when they formed a corporation, B.L.E. Fish, Inc. to purchase and operate the restaurant. Eng's claim for breach of fiduciary duty based on a partnership or joint venture was therefore unsupportable. Eng argued on appeal that, among other things:(1) the trial court erred by denying his request, in a motion in limine, that the court find that the parties created a partnership as a matter of law; (2) the court erred by denying his motion in limine seeking to exclude any evidence or argument that B.L.E. Fish merged with or superseded the partnership; (3) the court erred by granting Brown and Levy's motion to amend their answer to assert an affirmative defense based on merger or supersession; (4) the court erred by denying Eng's motion for directed verdict; (5) the court committed instructional error (and a related error in the special verdict) regarding merger and supersession; (6) the court erred in its response to a juror question during deliberations; (7) the court erred by denying Eng's motion to amend his complaint to add a claim for breach of fiduciary duties based on the parties' corporate relationship; (8) the court erred by denying Eng's motion to strike the testimony of a defense expert witness; and (9) the court erred by denying Eng's ex parte application for the release of juror contact information. Finding no reversible errors, the Court of Appeal affirmed. View "Eng v. Brown" on Justia Law

Plaintiff Marlette Auto Wash, LLC claimed it had an easement through a parking lot owned by defendant Van Dyke SC Properties, LLC, for customers to access a car wash that plaintiff had purchased in 2007. Defendant counterclaimed, seeking to quiet title and obtain monetary damages for expenses relating to maintenance of the lot. The parties’ parcels were originally owned as a single unimproved tract of land; in 1988, land was to B & J Investment Company, which was owned in part by James Zyrowski, and split into two parcels. B & J opened a car wash on the corner parcel in 1989. Although the car wash was initially accessible from both the highway and the street, car wash customers generally used the parking lot of the adjoining parcel to get to and from the car wash. This adjoining parcel was sold to Marlette Development Corporation in 1988, which opened a shopping center in 1990. When Marlette Development’s deed was recorded, no easement was reserved for the benefit of the car wash property, and car wash customers continued to use the parking lot for access. In 2000, the village of Marlette closed the street entrance to the car wash. Car wash customers continued to use the parking lot for access without incident until Marlette Development sold its property to defendant in 2013. At this point, defendant’s sole owner, James Zyrowski informed plaintiff that unless it contributed money to maintain the parking lot, Zyrowski would close off access to the car wash through the parking lot. Plaintiff claimed a prescriptive easement for ingress and egress over defendant’s property on the basis of plaintiff’s open, notorious, adverse, and continuous use of that property for at least 15 years. The question presented for the Michigan Supreme Court was whether such use created a prescriptive easement that was appurtenant, without regard to whether the previous owner of the dominant estate took legal action to claim the easement. The answer to that inquiry is yes; the Supreme Court determined the Court of Appeals erred by requiring plaintiff to establish privity of estate with the previous owner, regardless of whether plaintiff could establish that the elements of a prescriptive easement were satisfactorily met by that prior owner. Moreover, the Court of Appeals erred by holding that the previous owner of the dominant estate must have taken legal action to claim the prescriptive easement in order for plaintiff to prove that a prescriptive easement had vested during the preceding property owner’s tenure. “Title by adverse possession is gained when the period of limitations expires, not when legal action quieting title to the property is brought.” View "Marlette Auto Wash, LLC v. Van Dyke SC Properties, LLC" on Justia Law

The United States Court of Appeals for the Tenth Circuit certified a question of Oklahoma law to the Oklahoma Supreme Court. Plaintiff-Appellant Perry Odom was an employee of Penske Logistics, LLC. Penske Logistics, LLC was a wholly owned subsidiary of Defendant-Appellee Penske Truck Leasing Co. (PTLC). After a trailer owned by PTLC fell on Odom and injured him, he filed a claim against his employer, Penske Logistics, LLC, pursuant to the Administrative Workers' Compensation Act (AWCA). However, plaintiff and his wife Carolyn (collectively, the Odoms) also filed a lawsuit against PTLC in federal district court, alleging PTLC's tortious negligence caused Perry Odom's injury. The federal appellate court asked whether under Oklahoma’s dual-capacity doctrine, an employer who was generally immune from tort liability could become liable to its employee as a third-party tortfeasor, if it occupies, in addition to its capacity as an employer, a second capacity that confers obligations independent of those imposed on it as an employer. The Court asked what was the effect of Oklahoma's Administrative Workers' Compensation Act (AWCA) on the dual-capacity doctrine, and whether the AWCA abrogated the dual-capacity doctrine as to an employer's stockholder. The Oklahoma Court found the AWCA abrogated the dual-capacity doctrine with regards to employers. Title 85A O.S. Supp. 2013 § 5(A) did not bar an employee from bringing a cause of action in tort against a stockholder of their employer for independent tortious acts when the stockholder is not acting in the role of employer. View "Odom v. Penske Truck Leasing Co." on Justia Law

The United States Court of Appeals for the Tenth Circuit certified a question of Oklahoma law to the Oklahoma Supreme Court. Plaintiff-Appellant Perry Odom was an employee of Penske Logistics, LLC. Penske Logistics, LLC was a wholly owned subsidiary of Defendant-Appellee Penske Truck Leasing Co. (PTLC). After a trailer owned by PTLC fell on Odom and injured him, he filed a claim against his employer, Penske Logistics, LLC, pursuant to the Administrative Workers' Compensation Act (AWCA). However, plaintiff and his wife Carolyn (collectively, the Odoms) also filed a lawsuit against PTLC in federal district court, alleging PTLC's tortious negligence caused Perry Odom's injury. The federal appellate court asked whether under Oklahoma’s dual-capacity doctrine, an employer who was generally immune from tort liability could become liable to its employee as a third-party tortfeasor, if it occupies, in addition to its capacity as an employer, a second capacity that confers obligations independent of those imposed on it as an employer. The Court asked what was the effect of Oklahoma's Administrative Workers' Compensation Act (AWCA) on the dual-capacity doctrine, and whether the AWCA abrogated the dual-capacity doctrine as to an employer's stockholder. The Oklahoma Court found the AWCA abrogated the dual-capacity doctrine with regards to employers. Title 85A O.S. Supp. 2013 § 5(A) did not bar an employee from bringing a cause of action in tort against a stockholder of their employer for independent tortious acts when the stockholder is not acting in the role of employer. View "Odom v. Penske Truck Leasing Co." on Justia Law

The United States Bureau of Land Management leased 2,500 acres of geothermal mineral rights in Hidalgo County, New Mexico to Plaintiff Lightning Dock Geothermal HI-01, LLC (LDG), a Delaware company. LDG developed and owned a geothermal power generating project in Hidalgo County. LDG also developed a geothermal well field on the subject tract as part of its project. Defendant AmeriCulture, a New Mexico corporation under the direction of Defendant Damon Seawright, a New Mexico resident, later purchased a surface estate of approximately fifteen acres overlying LDG’s mineral lease, ostensibly to develop and operate a tilapia fish farm. Because AmeriCulture wished to utilize LDG’s geothermal resources for its farm, AmeriCulture and LDG (more accurately its predecessor) entered into a Joint Facility Operating Agreement (JFOA). The purpose of the JFOA, from LDG’s perspective, was to allow AmeriCulture to utilize some of the land’s geothermal resources without interfering or competing with LDG’s development of its federal lease. Plaintiff Los Lobos Renewable Power LLC (LLRP), also a Delaware company, was the sole member of LDG and a third-party beneficiary of the JFOA. The parties eventually began to quarrel over their contractual rights and obligations. Invoking federal diversity jurisdiction, Plaintiffs LDG and LLRP sued Defendants Americulture and Seawright in federal court for alleged infractions of New Mexico state law. AmeriCulture filed a special motion to dismiss the suit under New Mexico’s anti-SLAPP statute. The district court, however, refused to consider that motion, holding the statute authorizing it inapplicable in federal court. After review of the briefs, the Tenth Circuit Court of Appeals agreed and affirmed. View "Los Lobos Renewable Power v. Americulture" on Justia Law

The United States Bureau of Land Management leased 2,500 acres of geothermal mineral rights in Hidalgo County, New Mexico to Plaintiff Lightning Dock Geothermal HI-01, LLC (LDG), a Delaware company. LDG developed and owned a geothermal power generating project in Hidalgo County. LDG also developed a geothermal well field on the subject tract as part of its project. Defendant AmeriCulture, a New Mexico corporation under the direction of Defendant Damon Seawright, a New Mexico resident, later purchased a surface estate of approximately fifteen acres overlying LDG’s mineral lease, ostensibly to develop and operate a tilapia fish farm. Because AmeriCulture wished to utilize LDG’s geothermal resources for its farm, AmeriCulture and LDG (more accurately its predecessor) entered into a Joint Facility Operating Agreement (JFOA). The purpose of the JFOA, from LDG’s perspective, was to allow AmeriCulture to utilize some of the land’s geothermal resources without interfering or competing with LDG’s development of its federal lease. Plaintiff Los Lobos Renewable Power LLC (LLRP), also a Delaware company, was the sole member of LDG and a third-party beneficiary of the JFOA. The parties eventually began to quarrel over their contractual rights and obligations. Invoking federal diversity jurisdiction, Plaintiffs LDG and LLRP sued Defendants Americulture and Seawright in federal court for alleged infractions of New Mexico state law. AmeriCulture filed a special motion to dismiss the suit under New Mexico’s anti-SLAPP statute. The district court, however, refused to consider that motion, holding the statute authorizing it inapplicable in federal court. After review of the briefs, the Tenth Circuit Court of Appeals agreed and affirmed. View "Los Lobos Renewable Power v. Americulture" on Justia Law

The United States District Court for the District of Colorado certified a question of Colorado law to the Colorado Supreme Court. Defendant Ray Domenico Farms, Inc. grew organic vegetables. Plaintiffs were three year-round and four seasonal migrant workers who had been previously employed by Domenico Farms from as far back as 1992. All Plaintiffs were paid by the hour, and alleged they never received overtime pay during their employment with Domenico Farms. While agricultural workers were generally exempt from the Fair Labor Standards Act’s (“FLSA”) overtime requirements, Plaintiffs alleged they performed nonagricultural tasks in weeks in which they worked more than forty hours, thus entitling them to overtime wages under FLSA for those weeks. The certified question from the federal court pertained to how far back in time a terminated employee’s unpaid wage claims could reach under the Colorado Wage Claim Act, sections 8-4-101 to -123, C.R.S. (2017). Specifically, the certified question asked whether the statute permitted a terminated employee to sue for wages or compensation that went unpaid at any time during the employee’s employment, even when the statute of limitations had run on the cause of action the employee could have brought for those unpaid wages under Colo. Rev. Stat. § 8-4-103(1)(a). The Supreme Court held that under the plain language of section 109, an employee could seek any wages or compensation that were unpaid at the time of termination; however, the right to seek such wages or compensation was subject to the statute of limitations. That statute of limitations begins to run when the wages or compensation first become due and payable and thus limits a terminated employee to claims for the two (or three) years immediately preceding termination. Thus, the Court answered the certified question in the negative. View "Hernandez v. Ray Domenico Farms, Inc." on Justia Law

Plaintiffs did not have standing to seek review of the Town of New Shoreham’s decision to purchase a majority of the shares of Block Island Power Company (BIPCO).Plaintiffs - certain residents and taxpayers of the Town and BIPCO ratepayers - filed a motion seeking to enjoin the closing of sale of two-thirds of the shares of BIPCO by the New Shoreham town council. The superior court granted the Town’s motion to dismiss, concluding that Plaintiffs violated Rules 8 and 19 of the Superior Court Rules of Civil Procedure and that the superior court did not have subject-matter jurisdiction to hear the dispute. The stock sale subsequently closed. Plaintiffs appealed. The Supreme Court dismissed the appeal, holding that Plaintiffs lacked standing to bring this action. View "Warfel v. Town of New Shoreham" on Justia Law

Diamond Resorts International’s board of directors recommended to its stockholders that they sell their shares to a private equity buyer, Apollo Global Management, for cash in a two-step merger transaction involving a front-end tender offer followed by a back-end merger. The proxy statement had a detailed recitation of the background leading to the merger, and the reasons for and against it. But notably absent from that recitation was that the company’s founder, largest stockholder, and Chairman, had abstained from supporting the procession of the merger discussions, and from ultimately approving the deal, because he was "disappointed with the price and the Company’s management for not having run the business in a manner that would command a higher price, and that in his view, it was not the right time to sell the Company." On a motion to dismiss, the Court of Chancery held that the complaint challenging the merger should have been dismissed because the stockholders’ acceptance of the first-step tender offer was fully informed, rejecting the plaintiffs’ argument that the omission of the Chairman’s reasons for abstaining rendered the proxy statement materially misleading. The issue this case presented for the Delaware Supreme Court's review was whether that ruling was correct. The Supreme Court agreed with the plaintiffs that it was not, and that the defendants’ argument that the reasons for a dissenting or abstaining board member’s vote can never be material was incorrect. "Precisely because Delaware law gives important effect to an informed stockholder decision, Delaware law also requires that the disclosures the board makes to stockholders contain the material facts and not describe events in a materially misleading way." Here, the Court found the founder and Chairman’s views regarding the wisdom of selling the company were ones that reasonable stockholders would have found material in deciding whether to vote for the merger or seek appraisal, and the failure to disclose them rendered the facts that were disclosed misleadingly incomplete. View "Appel v. Berkman, et al." on Justia Law

Turtle Creek Crossing, LLC, a minority interest holder in Kimco Hattiesburg, L.P., filed an action in circuit court after it learned it would receive no distribution from the sale of the partnership’s only asset, a multimillion-dollar shopping center. In its complaint, Turtle Creek alleged its fellow partners breached their fiduciary duties and conspired with each other, the partnership, and a sister partnership to market and sell the asset in such a way as to keep Turtle Creek from profiting. According to the defendants, the predominant claim was for an accounting - an equitable claim that belonges in chancery court; had this case been filed in chancery court, there would be a strong argument for the chancery court’s original jurisdiction over the accounting claim, as well as pendant jurisdiction over the legal claims. Turtle Creek did not file this action in chancery court. It filed it in circuit court. And the circuit court also had original jurisdiction, not only over the accounting claim, but also Turtle Creek’s other legal claims. Because Turtle Creek chose a forum with proper subject-matter jurisdiction, the Mississippi Supreme Court determined that choice must be respected. The Supreme Court affirmed the circuit court’s denial of the motion to transfer and remanded for further proceedings. View "KD Hattiesburg 1128, Inc. v. Turtle Creek Crossing, LLC" on Justia Law