Hollywood Mobile Estates Ltd. v. Seminole Tribe of Fla.

• Decision Date: 23 May 2011
• Docket Number: No. 09–15336.,09–15336.
• Citation: 641 F.3d 1259,22 Fla. L. Weekly Fed. C 2092
• Parties: HOLLYWOOD MOBILE ESTATES LIMITED, a Michigan limited partnership, Plaintiff–Appellant,LaSalle Bank Midwest National Association, Intervenor–Plaintiff Appellant,v.SEMINOLE TRIBE OF FLORIDA, Defendant,United States Department of the Interior, Hon. Ken Salazar, in his official capacity as Secretary of the Interior, Defendants–Appellees.
• Court: U.S. Court of Appeals — Eleventh Circuit

641 F.3d 1259

22 Fla. L. Weekly Fed. C 2092

HOLLYWOOD MOBILE ESTATES LIMITED, a Michigan limited partnership, Plaintiff–Appellant,LaSalle Bank Midwest National Association, Intervenor–Plaintiff Appellant,

v.SEMINOLE TRIBE OF FLORIDA, Defendant,United States Department of the Interior, Hon. Ken Salazar, in his official capacity as Secretary of the Interior, Defendants–Appellees.

No. 09–15336.

United States Court of Appeals, Eleventh Circuit.

May 23, 2011.

Bruce Rogow, Cynthia E. Gunther, Bruce S. Rogow, P.A., Temple Fett Kearns, Joseph Marc Goldstein, Shutts & Bowen, LLP, John Martin Mullin, Tripp Scott, Michael Patrick Hamaway, Mombach, Boyle & Hardin, P.A., Ft. Lauderdale, FL, for Appellants.Harold D. Lester, Jr., Sameer Pandurang Yerawadekar, Brian M. Simkin, U.S. Dept. of Justice, Washington, DC, for Appellees.Appeal from the United States District Court for the Southern District of Florida.Before EDMONDSON and PRYOR, Circuit Judges, and EVANS,^*District Judge.

PRYOR, Circuit Judge:

This appeal presents issues of constitutional and prudential standing. The issue of constitutional standing is whether Hollywood Mobile Estates Limited alleged an injury fairly traceable to the Secretary of the Interior or redressable by the district court in a complaint that alleged that the Seminole Tribe of Florida had threatened to repossess tribal property in violation of a lease between Hollywood and the Tribe. After the Tribe repossessed the leased property, the district court denied, as futile, the motion of Hollywood for leave to amend the complaint to request injunctive relief against the Secretary under the Administrative Procedure Act, 5 U.S.C. § 551 et seq. That decision raises an issue of prudential standing: whether the interests of Hollywood are within the zone of interests protected by the Indian Long–Term Leasing Act, 25 U.S.C. § 415, and its accompanying regulations. Because we conclude that Hollywood lacked constitutional standing to maintain its complaint, we vacate in part the judgment entered by the district court and remand with instructions to dismiss for lack of subject matter jurisdiction. Because we also conclude that Hollywood lacked prudential standing to sue the Secretary, we affirm the denial of the motion for leave to amend the complaint as futile.

I. BACKGROUND

On March 11, 1969, the Seminole Tribe of Florida agreed to lease lands located within the Seminole Indian Reservation in Broward County, Florida, to Joseph L. Antonucci. The Secretary of the Interior approved the lease. The lease allowed use of the reservation property as a mobile home park with appurtenant commercial facilities, community services, and amenities for the residents. The lease provided that rent would be based either on the lessee's income from the leased property or a minimum annual amount. The lease required the lessee to provide certified statements of gross receipts each year to assist in rent calculations.

Antonucci and the Tribe first agreed to a term of 50 years for the lease and later extended that term to 55 years. The lease will expire in 2024. The lease has been modified on several occasions, each time with the Secretary's approval. In 1970, Antonucci assigned the lease to ESCOM Enterprises, and in 1975, ESCOM assigned the lease to De Anza Properties.

In 1986, De Anza Properties assigned the lease to Hollywood Mobile Estates Limited, a Michigan limited partnership. The Tribe and the Secretary approved the assignment and agreed to a related estoppel agreement at the request of Hollywood. The estoppel agreement provided that a certified public accountant in Michigan would prepare the financial statements of Hollywood, allowed encumbrance of the leased property, and provided that the lease had no uncured default at the time of the assignment. In reliance on the estoppel agreement, Hollywood paid the Tribe $400,000. Hollywood also agreed to pay 15 percent of its gross income from the leased property to the Tribe as rent.

Michigan National Bank–Oakland loaned Hollywood funds to acquire the lease. To secure the loan, Hollywood executed and delivered to Michigan National Bank various loan documents, including a promissory note, a mortgage that secured the note, a collateral assignment of rents and profits, and related financing statements. After a series of acquisitions, LaSalle Bank Midwest National Association acquired the interest in the mortgage. In 2008, Bank of America acquired LaSalle Bank and became the successor in interest to the mortgage.

Hollywood managed a mobile home park on the leased property and had no dispute with the Tribe about the lease until 2008. In a letter dated June 17, 2008, the Tribe notified Hollywood of several alleged defaults on the lease. The Tribe contended that Hollywood had breached the lease when Hollywood used an accountant in Michigan to prepare financial statements instead of an accountant in Florida or California, encumbranced the leased property, and failed to put the leased property to its best use. The letter also stated that the Tribe might repossess the leased property. On July 3, 2008, Hollywood responded with a letter to the Tribe that denied any default or breach and demanded arbitration of the dispute.

Hollywood filed a complaint in the district court on July 8, 2008. Hollywood alleged that it was “threatened with irreparable injury if the Tribe resort[ed] to self-help and reenter[ed] ... the property” and requested the district court to “enter a temporary restraining order or a preliminary injunction to restrain and enjoin any reentry and/or retaking of the leased premises.” The complaint named as defendants the Tribe and Dirk Kempthorne in his official capacity as Secretary of the Interior. The complaint described the Secretary as “the approving and indispensable party pursuant to the Lease” who had “the overall responsibility for administering the actions taken by the Department of the Interior.” The complaint alleged that the Secretary had approved and ratified the lease and that the lease required arbitration if Hollywood, the Tribe, and the Secretary could not resolve a dispute about the lease. The complaint also alleged that Hollywood “ha[d] a good faith belief and concern that the Tribe [would] resort to self help and reenter and retake the leased premises” because the Tribe had previously utilized self-help to repossess a water and sewer treatment facility in violation of a separate lease with Hollywood.

Hollywood also filed an emergency motion for a preliminary injunction that sought to prohibit the Tribe from using self-help to evict Hollywood from the leased property. The Tribe nonetheless forcibly evicted Hollywood before the district court decided the emergency motion. The Tribe has since remained in possession of the leased property, collected rental income from the mobile home park residents each month, and refused to remit this rental income to Hollywood or LaSalle Bank. The district court denied the emergency motion of Hollywood on the ground that tribal sovereign immunity would likely prevent Hollywood from prevailing on the merits.

After Hollywood filed its complaint, the Tribe initiated an administrative proceeding and requested that Franklin Keel, Eastern Regional Director of the Bureau of Indian Affairs, cancel the lease. After Keel received submissions from both Hollywood and the Tribe, he denied the request to cancel the lease. Keel stated that he had determined that Hollywood had not breached the lease. The Tribe appealed Keel's decision to the Interior Board of Indian Appeals. That administrative appeal is still pending.

Hollywood moved to dismiss the Tribe after it asserted sovereign immunity, and the district court granted that motion. The district court also granted the request of LaSalle Bank to intervene as a plaintiff.

The Secretary moved to dismiss the complaint based on sovereign immunity, failure to exhaust administrative remedies, and failure to join the Tribe as an indispensable party. Hollywood then moved for leave to file an amended and supplemental complaint. Hollywood later filed a revised version of its amended complaint in which it alleged that the “refusal and failure of the [Secretary and Keel] to enforce the lease, preserve the property interests of [Hollywood] and place [Hollywood] back in possession of the property constitute [d] ultra vires actions and constitute[d] final agency action causing irreparable harm.” Hollywood cited both the Mandamus and Venue Act, 28 U.S.C. § 1361, and the Administrative Procedure Act, 5 U.S.C. § 551 et seq., as authorities for granting relief. In a related motion, Hollywood alleged that “[m]oney damages are not sought in this case—only an injunction to compel the Secretary to enforce the lease by placing Hollywood ... back into possession of the leasehold premises.” Hollywood argued that “by refusing to enforce the lease and immediately return the possessory interest, [the Secretary and Keel] have arrived at an immediately effective definitive position that inflicts an actual, concrete injury; an injury that directly affects Hollywood ... in ways that are irreparable.” LaSalle Bank did not file a motion for leave to amend or otherwise join the motion of Hollywood.

The district court denied the motion of Hollywood for leave to amend the complaint and dismissed the action with prejudice for failure to state a claim upon which relief can be granted. The district court construed the complaint as a petition for a writ of mandamus and determined that Hollywood had failed to establish that the Secretary had a nondiscretionary duty to remove the Tribe from the leased property. The court concluded that the proposed amendment to the complaint was futile because it sought the same relief.

Hollywood moved for reconsideration on the ground that the district court should have withheld its decision until the completion of the administrative appeal filed by the Tribe. The district...