Skydive Myrtle Beach, Inc. v. Horry Cnty.
Citation | 826 S.E.2d 585,426 S.C. 175 |
Decision Date | 13 March 2019 |
Docket Number | Appellate Case No. 2017-001382,Opinion No. 27867 |
Court | United States State Supreme Court of South Carolina |
Parties | SKYDIVE MYRTLE BEACH, INC. (f/k/a Skydive Myrtle Beach, LLC ), Petitioner, v. HORRY COUNTY, Horry County Department of Airports, H. Randolph Haldi, Pat Apone, Tim Jackson, and Jack Teal, Defendants, of whom H. Randolph Haldi, Pat Apone, Tim Jackson, and Jack Teal are Respondents. |
Robert B. Varnado and Alexis M. Wimberly, both of Brown & Varnado, LLC, of Mt. Pleasant, for Petitioner.
Samuel F. Arthur, III, of Aiken, Bridges, Elliott, Tyler & Saleeby, P.A., of Florence, for Respondents.
Skydive Myrtle Beach, Inc. brought this lawsuit alleging Horry County, Horry County Department of Airports, and several of their individually named employees improperly attempted to remove Skydive from the space it leased at Grand Strand Airport in North Myrtle Beach, South Carolina. The circuit court dismissed Skydive's claims against the individually named employees pursuant to Rule 12(b)(6) of the South Carolina Rules of Civil Procedure, without allowing Skydive leave to amend its complaint. The court of appeals affirmed in an unpublished opinion. Skydive Myrtle Beach, Inc. v. Horry County , Op. No. 2017-UP-118, 2017 WL 922465 (S.C. Ct. App. filed March 8, 2017). We reverse the court of appeals and remand to the circuit court to allow Skydive an opportunity to file an amended complaint.
Horry County and the Department of Airports answered Skydive's complaint. The individually named employees (Respondents) filed a motion to dismiss pursuant to Rule 12(b)(6). Following a hearing on Respondents' motion, the circuit court requested proposed orders from Skydive and Respondents. Skydive submitted two proposed orders to the court. Each time, Skydive requested in writing it be allowed to amend its complaint to cure any pleading defects in the event the court decided to grant Respondents' motion. Nevertheless, the court granted Respondents' motion and dismissed Skydive's claims against Respondents without considering Skydive's request to amend its complaint. The order specifically provided the dismissal was "with prejudice."
When a trial court finds a complaint fails "to state facts sufficient to constitute a cause of action" under Rule 12(b)(6), the court should give the plaintiff an opportunity to amend the complaint pursuant to Rule 15(a) before filing the final order of dismissal. See Foman v. Davis , 371 U.S. 178, 179, 182, 83 S.Ct. 227, 228, 230, 9 L.Ed.2d 222, 224, 226 (1962) ( ); Dockside Ass'n, Inc. v. Detyens, Simmons & Carlisle , 297 S.C. 91, 95, 374 S.E.2d 907, 909 (Ct. App. 1988) ( ). Rule 15(a)"strongly favors amendments and the court is encouraged to freely grant leave to amend." Patton v. Miller , 420 S.C. 471, 489-90, 804 S.E.2d 252, 261 (2017) .
The circuit court erred by failing even to consider allowing Skydive to amend its complaint. See Patton , 420 S.C. at 490, 804 S.E.2d at 262 ( ).
Rule 12(b)(6) permits the trial court to address the sufficiency of a pleading stating a claim; it is not a vehicle for addressing the underlying merits of the claim. See, e.g. , Charleston Cty. Sch. Dist. v. Harrell , 393 S.C. 552, 557, 713 S.E.2d 604, 607 (2011) (); Brown v. Leverette , 291 S.C. 364, 366, 353 S.E.2d 697, 698 (1987) (); see also Bell Atl. Corp. v. Twombly , 550 U.S. 544, 556, 127 S.Ct. 1955, 1965, 167 L.Ed.2d 929, 940-41 (2007) () (internal quotations omitted); Republican Party of N. Carolina v. Martin , 980 F.2d 943, 952 (4th Cir. 1992) (). At the Rule 12 stage, therefore, the first decision for the trial court is to decide only whether the pleading states a claim. Skydive was—any plaintiff is—entitled to litigate the validity of its original pleading without having to convince the trial court of the merits of its underlying claim.
If the trial court rules there has been a "failure to state facts sufficient to constitute a cause of action," then the question could become whether the plaintiff wishes to challenge the ruling by filing a Rule 59(e), SCRCP, motion. Filing a Rule 59(e) motion is not an option, however, unless the plaintiff has a legitimate argument the trial court erred in finding the complaint deficient. See Rule 11(a), SCRCP (). Plaintiff's counsel will often decide in the course of litigating the validity of the original complaint that the complaint actually was deficient. But even if a plaintiff has an argument the complaint was valid, filing a Rule 59(e) motion is not a mandatory option. Skydive was—any plaintiff is—entitled to accept the court's ruling the original complaint was deficient, and replead in an attempt to fix the deficiency.
Ordinarily, therefore, the time for requesting leave to amend to correct a Rule 12(b)(6) pleading defect is after the trial court has determined the original pleading was deficient. In this case, because Skydive twice asked for leave to amend before its complaint was dismissed, it had the option of renewing its requests in a formal Rule 15(a) motion. However, the circuit court's "with prejudice" order put Skydive in a difficult position because it made Skydive practically unable to litigate a motion to amend before it must file the appeal. The Rule 203(b)(1), SCACR, deadline of thirty days is stayed only if a Rule 59(e) motion is filed.1 If Skydive—if any plaintiff—has no legitimate argument as to the merits of the Rule 12(b)(6) ruling, and therefore cannot file a Rule 59(e) motion, that plaintiff has no way of tolling the thirty day deadline for filing an appeal while the motion to amend is litigated. Similarly, a plaintiff who chooses to replead is practically prevented from doing so when the dismissal order is with prejudice because the time for appeal will not be tolled unless the plaintiff files a Rule 59(e) motion addressing the merits of the Rule 12(b)(6) ruling. If Skydive either believed it had no basis on which to file such a Rule 59(e) motion, or simply preferred to replead instead, it was unable to litigate a motion to amend.
Thus, the circuit court erred not only in refusing to consider the request to amend, but also in effectively preventing Skydive from litigating a post-ruling motion to amend by immediately dismissing the claims "with prejudice."
A trial court has discretion to deny a motion to amend if the party opposing the amendment can show a valid reason for denying the motion. See Rule 15(a) ( ); Foman , 371 U.S. at 182, 83 S.Ct. at 230, 9 L.Ed.2d at 226 ( ); Patton , 420 S.C. at 490, 804 S.E.2d at 262 ( ); 420 S.C. at 491 n.9, 804 S.E.2d at 262 n.9 ( ); Forrester v. Smith & Steele Builders, Inc. , 295 S.C. 504, 507, 369 S.E.2d 156, 158 (Ct. App. 1988) ( ); Id. ().
A court's decision to deny a motion to amend should not be based on the court's perception of the merits of an amended complaint. Patton , 420 S.C. at 490-91, 804 S.E.2d at 262 (citing Tanner v. Florence Cty. Treasurer , 336 S.C. 552, 558-60, 521 S.E.2d 153, 156-57 (1999). In rare cases, however, a trial court may deny a motion to amend if the amendment would be clearly futile. See Jennings v. Jennings , 389 S.C. 190, 209, 697 S.E.2d 671, 681 (Ct. App. 2010) (),2 rev'd on other grounds , 401 S.C. 1, 736 S.E.2d 242 (2012) ; 6 Charles Alan Wright, Arthur R. Miller & Mary Kay Kane, Federal Practice and Procedure § 1487 (3d ed. 2010) ().
Here, the circuit court did not conduct an analysis to determine whether any amendment would be futile. The court of appeals, however—without articulating any such analysis—found the "amendment would be futile." Skydive , Op. No. 2017-UP-118 at 3 n.1. We have attempted to conduct the analysis to determine whether, in fact, any amendm...
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