Accenture Sub, Inc. v. Dist. of Columbia
| Decision Date | 29 September 2022 |
| Docket Number | 18-TX-1321 |
| Citation | 283 A.3d 130 |
| Parties | ACCENTURE SUB, INC., Appellant, v. DISTRICT OF COLUMBIA, Appellee. |
| Court | D.C. Court of Appeals |
Stephanie A. Lipinski Galland, Tysons, VA, for appellant.
Loren L. AliKhan, Solicitor General at the time of argument, with whom Karl A. Racine, Attorney General, Carl J. Schifferle, Acting Deputy Solicitor General, and Mary L. Wilson, Senior Assistant Attorney General at the time of argument, were on the brief, for appellee.
Before Beckwith and McLeese, Associate Judges, and Thompson,* Senior Judge.
Accenture Sub, Inc., a Delaware corporation, challenges a ruling of the Superior Court denying its request for a refund of corporate franchise taxes on cross-motions for summary judgment.1 Because we conclude that Accenture did not timely appeal, we do not reach its various substantive challenges to the ruling, and we dismiss the appeal.
Believing it had overpaid income and franchise taxes to the District by more than six million dollars between 2004 and 2009, Accenture requested a refund from the D.C. Office of Tax and Revenue (OTR). When OTR denied the refund request, Accenture filed this action in the Superior Court's Tax Division seeking review of that denial. After engaging in discovery, the parties filed cross-motions for summary judgment.
At a January 2018 status hearing, the trial court announced that while it had "been [its] hope to get a written order out, ... [it] ha[dn't] completed that" but was "ready to rule and announce [its] ruling [on the cross-motions for summary judgment], and then just supplement it when [it was] able to complete the written order." The court stated that the "short answer" to the question before it—whether Accenture was entitled to a refund for the 2004–2009 fiscal years—was that Accenture was obligated to pay the taxes in question, meaning that it was not entitled to a refund and that the District's motion for summary judgment would be granted and Accenture's denied. The court described its reasons for that ruling—which were "very dependent" on the organizational structure and history of the corporate entity,2 as well as the history of its treatment by the District for tax purposes—over the course of eight transcript pages. It noted at the outset, however, that it would "try to be, perhaps, a little bit more comprehensive in the final written order." After the court recounted the reasons for its decision, counsel for the District asked, "Your Honor, just, procedurally, will give a written order which you consider the final order, correct?" The court responded:
The court included a footnote at the end of the order providing that "It is this Court's intention to more fully elaborate on the reasons for its decision in a written memorandum to be issued in the near future."
No such memorandum issued. In November 2018, the parties contacted chambers to inquire about the status of the memorandum and were informed that there would not be one. Just over three weeks later, Accenture moved for "confirmation that no further merits ruling is forthcoming" and entry of judgment pursuant to Super. Ct. Tax R. 14(a). That rule provides that "[w]hen the Court has entered its opinion determining the issues in a case, it may withhold entry of its decision for the purpose of permitting the parties to submit computations pursuant to the Court's determination of the issues, showing the correct amount of the deficiency, overpayment or underpayment." The rule provides procedures for the entry of judgment in the event of agreement or nonagreement between the parties as to the computations. If the parties agree on the "amount of the deficiency, overpayment or underpayment to be entered as the decision pursuant to the Court's findings and conclusions"—which Accenture represented that the parties did here, agreeing on an overpayment amount of "$0"—one or both "shall file promptly with the Deputy Clerk for the Tax Division a proposed judgment evidencing their agreement." Super. Ct. Tax R. 14(a). Accenture argued in the memorandum in support of its motion that Tax Rule 14(a) ’s direction to "file promptly" was met because the rule provides that a judgment should be proposed "pursuant to the Court's findings and conclusions." And while the trial court "briefly stated its findings and conclusions from the bench," it also "indicated ... its intention to elaborate further in a memorandum opinion." This made it reasonable, Accenture contended, "for the parties to delay proposing a final judgment pending the issuance of such a memorandum."
The District opposed the motion for entry of judgment, asserting that Tax Rule 14 did not apply. It argued that the rule did not require entry of a separate judgment, both because the rule's "may withhold" language is permissive and because there was no computation required given the trial court's determination that Accenture was not entitled to a refund.
The trial court held a hearing in February 2019. It noted that it may have misled the parties by expressing its intention to issue a memorandum in support of its ruling. It stated that "almost as a matter of equity, [it thought it] ought to give Accenture an ability to appeal from [the] decision" given that it had not told Accenture that the January 2018 order was the one it needed to appeal. It also indicated its agreement with Accenture that Tax Rule 14 operates like Civil Rule 58, requiring a separate order of judgment with a "date and a finite amount" of the overpayment or underpayment, even if that amount is zero. The court accordingly granted Accenture's motion and directed the clerk to enter judgment that Accenture overpaid $0.00.
Accenture first filed a notice of appeal to this court on December 13, 2018, 30 days after learning that there would be no further memorandum. It noted an appeal from the January 23, 2018, order—the brief order issued and entered on the docket the day after the trial court ruled on the summary judgment motions from the bench—but noted that it was doing so "out of an abundance of caution and without waiver of [its] position that [ Super. Ct. Tax R. 14 ] requires the Court to enter judgment." This court issued an order of show cause why the appeal should not be dismissed as untimely filed. Accenture responded, arguing that the time to appeal had not started to run because the Superior Court had not entered judgment as Tax Rule 14 requires and, in the alternative, that an equitable exception to the filing deadline applied. After the trial court entered its January 2019 judgment, Accenture amended its notice of appeal to include notice that, in addition to appealing from the January 23, 2018, order, it was appealing from (1) the order directing entry of judgment that it overpaid $0.00, entered on the docket on February 8, 2019, and (2) the February 11, 2019, docket entry stating, "Final Judgment is Petitioner Paid $0.00." This court subsequently discharged the show-cause order.
Unless otherwise specified, "[t]he notice of appeal in a civil case must be filed with the Clerk of the Superior Court within 30 days after entry of the judgment or order from which the appeal is taken." D.C. App. R. 4(a). Rule 4(a) is a mandatory claim-processing rule, which the District has "properly invoked" in this case.
Deloatch v. Sessoms-Deloatch , 229 A.3d 486, 493 (D.C. 2020). Thus, barring application of any equitable exceptions, we may not consider the merits of this challenge if Accenture failed to file a notice of appeal within the time set forth in Rule 4(a).3 See id. at 493 n.12.
The parties disagree about which Superior Court order here started the clock for Accenture to file its notice of appeal. Accenture argues that it was the February 2019 ruling because no "judgment" under Tax Rule 14 was entered until that point. The District argues that Accenture's appeal had to be taken from the January 2018 order, which it contends was "entered in compliance with the rules of the Superior Court[’s]" Tax Division, D.C. App. R. 4(a)(6), resolved all of the issues in the case, and disposed of all of the pending motions. The parties’ dispute largely comes down to the applicability of Tax Rule 14. We need not determine the precise scope or construction of that rule except to say that it could not be invoked here to restart Accenture's appeal window well after the court issued an order that resolved all issues in the case and left no doubt as to the computation of any taxes due.
We agree with the District that Tax Rule 14 does not always mandate entry of a separate document setting forth a specific dollar-figure judgment. The rule permits, but does not require, the Tax Division to "withhold entry of its decision" to allow the parties to "submit computations ... showing the correct amount of the deficiency, overpayment or underpayment ... to be entered as the decision."4 Super. Ct. Tax R. 14(a). The rule does not speak to the procedure that applies if the court does not "withhold entry of its decision" and does not state that the court must enter...
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