Articles Posted in Wyoming Supreme Court

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The Supreme Court affirmed the district court’s order on summary judgment motions and order after bench trial in this dispute arising from an ill-conceived business conveyance plan during a downturn in the oil market, holding that the district court did not err or abuse its discretion in any respect. Three Garland brothers, who had separate entities providing specialized services to the oil industry, formed a company with their companies as members and the Garlands individually as members. Alex Mantle was president of the company. Mantle and the Garlands later entered into a memorandum of understanding (MOU) providing that Mantle and his wife would buy the company, but Mantle backed out of the deal. The Garlands liquidated the company, and this litigation followed. The district court disposed of some claims on summary judgment and resolved the remainder after a bench trial. The Supreme Court affirmed, holding (1) the Garlands and their entities did not abandon their counterclaims; (2) the MOU was an enforceable contract; (3) the district court correctly dismissed the Mantles’ fraud claim; (4) the district court correctly concluded that some conveyances by the Garlands fit the definitions of a fraudulent conveyance; (5) the elements for LLC veil-piercing were absent; and (6) the Garlands did not owe Mantle a duty of good faith. View "Garland v. Mantle" on Justia Law

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The Supreme Court affirmed in part and reversed and remanded in part the decision of the district court granting summary judgment to Anethesiology Consultants of Cheyenne, LLC (ACC) on its breach of fiduciary duty claim and on Dr. Ronald Stevens’ defamation counterclaim. ACC filed suit against Dr. Stevens and Cassandra Rivers alleging nine causes of action. Dr. Stevens counterclaimed against the members of ACC, alleging several causes of action, including defamation. The district court granted summary judgment for ACC on its first three causes of action and granted summary judgment for the counterclaims defendants on all of Dr. Stevens’ counterclaims. On appeal, the Supreme Court held (1) summary judgment was improperly granted on the fiduciary duties claims; (2) summary judgment was properly granted on the defamation counterclaim; and (3) the trial court erred in excluding certain email evidence. View "Stevens v. Anesthesiology Consultants of Cheyenne, LLC" on Justia Law

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The Supreme Court affirmed in part and reversed and remanded in part the decision of the district court granting summary judgment to Anethesiology Consultants of Cheyenne, LLC (ACC) on its breach of fiduciary duty claim and on Dr. Ronald Stevens’ defamation counterclaim. ACC filed suit against Dr. Stevens and Cassandra Rivers alleging nine causes of action. Dr. Stevens counterclaimed against the members of ACC, alleging several causes of action, including defamation. The district court granted summary judgment for ACC on its first three causes of action and granted summary judgment for the counterclaims defendants on all of Dr. Stevens’ counterclaims. On appeal, the Supreme Court held (1) summary judgment was improperly granted on the fiduciary duties claims; (2) summary judgment was properly granted on the defamation counterclaim; and (3) the trial court erred in excluding certain email evidence. View "Stevens v. Anesthesiology Consultants of Cheyenne, LLC" on Justia Law

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The Supreme Court affirmed the district court’s grant of summary judgment in favor of Defendant, the Pike and Susan Sullivan Foundation (the Foundation), on this action seeking a declaratory judgment and a judicial dissolution of the Foundation. Susan Sullivan and her late-husband Pike Sullivan established and funded the Foundation. The Sullivans and George Harris served as directors of the Foundation until Pike died, at which time his position on the board was filled by Mr. Harris’s wife. Susan later filed suit requesting that the court enter a declaration judgment to void Mrs. Harris’s election to the board and seeking judicial dissolution of the Foundation on the grounds that management of the Foundation would be deadlocked after Mrs. Harris’s election was invalidated. The district court granted summary judgment for the Foundation. The Supreme Court affirmed, holding that the district court did not err by (1) concluding that Susan cannot sustain a claim for judicial dissolution of the Foundation based upon board deadlock; and (2) denying Susan’s request for a continuance of the summary judgment proceeding until discovery was complete. View "Sullivan v. Pike & Susan Sullivan Foundation" on Justia Law

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The Supreme Court affirmed the district court’s denial of Appellants’ motion to recover attorney fees and costs incurred in this litigation. Three sisters filed claims, counterclaims, and cross-claims in this dispute over the numerous entities their parents formed to manage their significant holdings for the benefit of their daughters. The district court sorted out the claims after a bench trial. Appellants then filed a motion to recover costs and attorney fees. The district court denied the motion. The Supreme Court affirmed, holding that, when this case is viewed as a whole, the district court could reasonably conclude that Appellants were not prevailing parties. View "Acorn v. Moncecchi" on Justia Law

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Wallace Burnett, who owned eleven of the 604 outstanding shares of Burnett Ranch, Inc., filed suit against his three siblings and his son, who owned the other shares. Burnett presented claims for, inter alia, a preliminary injunction to prevent the transfer of corporate assets, an accounting, and a winding-up of the corporation and sale of its assets. The district court granted Defendants’ motion to dismiss. The Supreme Court affirmed, holding that Burnett failed to provide cogent argument to support his claims on appeal and failed to comply with the Wyoming Rules of Appellate Procedure. Burnett’s failures led the court to certify that there was no reasonable cause for this appeal and to award penalties in accordance with Wyo. R. App. P. 10.05(b). View "Burnett v. Burnett" on Justia Law

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This action stemmed from Defendants’ financing of Plaintiffs’ real property located in Wyoming and California. Plaintiffs filed this action in Wyoming against Defendants alleging breach of contract, fraud in the inducement, and violation of a California law governing fraudulent business practices. Plaintiffs sought monetary and punitive damages, rescission and restitution, and an order declaring all encumbrances recorded against their Wyoming property void and expunged. After applying Wyoming law, the district court granted Defendants’ motions to dismiss and for judgment on the pleadings, concluding that Plaintiffs’ breach of contract claims were barred by the statute of frauds and that Plaintiffs failed to plead their fraud and fraud-based claims with the particularity required by Wyo. R. Crim. P. 9(b). View "Elworthy v. First Tennessee Bank" on Justia Law

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Amy Landerman filed a complaint against Nathan Cook alleging that Cook fraudulently obtained shares of Landerman’s company, a Wyoming corporation. The district court entered judgment against Cook, finding that Cook committed fraud in the inducement and fraud in the execution. The total damages equaled $149,189. The district court also awarded punitive damages in the form of attorney fees in the amount of $114,063. The Supreme Court affirmed in all respects, holding (1) there was sufficient evidence for the district court to find fraud in the inducement; (2) the district court did not abuse its discretion in awarding punitive damages; and (3) the district court’s finding that a contract, in the form of an oral agreement, existed was supported by the record. View "Positive Progressions, LLC v. Landerman" on Justia Law

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Gary Hopkins and Randal Burnett formed a LLC and financed the project with a small business administration (SBA) loan. Bank 1 loaned the remainder of the total project costs. Hopkins secured the SBA portion of the loan with third mortgages on his rental properties. Bank 2 subsequently acquired Bank 1. After Burnett bought Hopkins' membership in the LLC, Bank 2 released Hopkins from his loan. However, an agreement entered into by the parties did not mention the third mortgages on the property held by SBA. Burnett subsequently defaulted on his loan obligations, and Bank foreclosed on the mortgage covering the business property. Because Hopkins' third mortgages on his rental properties were not released by SBA, Hopkins was forced to continue to make the payments on the SBA loan. Hopkins and his wife (Plaintiffs) sued Bank 2, Burnett, and the LLC, arguing that, pursuant to the agreement, Bank 2 was supposed to remove Hopkins' liability and the mortgages held on his property. The district court granted summary judgment for Bank 2. The Supreme Court affirmed, holding that the terms of the contract between the parties were unambiguous, extrinsic evidence was not required to discern the parties' intent, and Bank 2 had abided by the terms of the contract. View "Hopkins v. Bank of the West" on Justia Law

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Appellants purchased Mom's Malt Shop (Mom's) from Meisinger Investments, which was subsequently dissolved. Six years later, Appellants filed a complaint against Meisinger Investments and one of its owners, Richard Meisinger (Appellees) for breach of contract and breach of the covenant of good faith, alleging that Appellees misrepresented the inventory of the equipment of Mom's, among other things. Appellees filed a motion to dismiss, asserting, inter alia, that the sale of Mom's was between Appellants and Meisinger Investments and that Appellants had not made any allegations that would justify piercing the corporate veil to hold Richard personally responsible. The district court dismissed Appellants' complaint, finding that the complaint was insufficient to survive a motion for summary judgment. The Supreme Court affirmed in part, reversed in part, and remanded, holding (1) the district court improperly converted Appellees' motion to dismiss to a motion for summary judgment; (2) the district court correctly found that Appellants failed to present any allegations that would put Appellees on notice that Appellants were seeking to pierce the corporate veil in an attempt to hold Richard personally liable for the claims against Meisinger Investments; and (3) Appellants did present a proper claim against Meisinger Investments. View "Ridgerunner, LLC v. Meisinger" on Justia Law