Davis v. Legion

• Decision Date: 19 December 2014
• Docket Number: No. 2014-099,2014-099
• Citation: 2014 VT 134
• Court: Washington Supreme Court
• Parties: Marilyn Davis v. The American Legion, Department of Vermont, et al.

2014 VT 134

Marilyn Davis v. The American Legion, Department of Vermont, et al.

No. 2014-099

Supreme Court On Appeal from Superior Court, Washington Unit, Civil Division

September Term, 2014

December 19, 2014

Helen M. Toor, J.

Charles S. Martin of Charles S. Martin & Associates, P.C., Barre, for Plaintiff-Appellant.

Robin A. Freeman of Law Office of Caroline S. Earle, PLC, Montpelier, for Defendant-Appellee The American Legion Department of Vermont.

Stephen D. Ellis of Ellis Boxer & Blake PLLC, Springfield, for Defendants-Appellees.

PRESENT: Reiber, C.J., Dooley, Skoglund and Robinson, JJ., and Durkin, Supr.J., Specially Assigned

¶ 1.SKOGLUND, J.PlaintiffMarilyn Davis appeals the trial court's grant of defendants' Vermont Rule of Civil Procedure 12(b)(6) motions to dismiss her several claims, which seek to rectify alleged harms stemming from disagreements among Davis and various American Legion officials and staff.We agree with the trial court's ruling and affirm on substantially the same grounds.

¶ 2.The allegations in Davis's complaint and the exhibits attached thereto explain the following.Davis brought her four-year-old granddaughter to karaoke night at The American Legion, Barre PostNo. 10 club hoping to have her sing, but their evening ended on a sour note when on-hand staff asked them to leave.Davis is a member of the Barre PostNo. 10 Auxiliary Unit, a group affiliated with Post 10, but she is not a member of Post 10.Post 10 Auxiliary is a subsidiary group of the national Auxiliary organization created for female relatives of veterans.Seeinfra, ¶ 10.Post 10's regularly scheduled karaoke nights, like the one in question, are open to the public.A Post 10 club rule explicitly prohibits minors at the club after 7:00 p.m., except by special permission of the governing body of Post 10, the Post 10 House Committee.Davis claims the Committee had previously granted her special permission to bring her granddaughter to karaoke night and stay until 7:30 p.m.At 7:00 p.m. on the night in question, however, on-hand staff monitoring the karaoke event sought to enforce the no-minors rule by asking Davis and her granddaughter to leave.Davis protested and followed a House Committee member into the parking lot.A disagreement ensued.Eventually, Davis and her granddaughter left the premises, but were not refunded their six-dollar combined entry fee.Over the next two days, feeling wronged by that night's events, Davis posted messages on the Legion Post Barre Facebook page criticizing the organization, certain members, and club staff.

¶ 3.The House Committee then voted at a special meeting to limit Davis's privileges at the Post 10 club: For a period of four months, she was banned from the club and club activities, except that she could attend Auxiliary meetings there.The Committee sent a "letter of reprimand" to Davis, which stated this restriction and explained that their decision was based on her refusing to cooperate with Post staff at the karaoke event, "verbally attacking" Post officers, and making inaccurate Facebook comments.The Committee copied the Post 10 club manager and the president of the Post 10 Auxiliary on this letter.

¶ 4.Davis appealed this reprimand to defendants The American Legion, Department of Vermont(Legion Department) and The American Legion Auxiliary, Department of Vermont(Auxiliary Department).The Legion Department responded that Davis was a member of the Barre PostNo. 10 Auxiliary Unit, not the Legion Department, and that it had "no obligations or supervisory rights" over Post matters.The Auxiliary Department also declined to hear her appeal.Davis then filed the lawsuit that is the subject of this appeal.

¶ 5.Davis's complaint seeks a preliminary injunction as well as compensatory and punitive damages based on five claims: (1) violation of the Vermont Public Accommodations Act on the basis of sex; (2) breach of an implied contract based on the failure of Post 10 or the Legion Department to follow its own rules; (3) violation of a public policy favoring the right of free speech; (4) intentional infliction of emotional distress; and (5) libel.The trial court denied Davis's request for a preliminary injunction ordering defendants to reinstate her full privileges at the Post 10 club, and that denial is not before us on appeal.Our review is limited to Davis's claims for monetary damages.

¶ 6.The defendants in this matter are the Legion Department, Post 10, and eight individual members of the Post 10 House Committee.Davis did not sue her Auxiliary Unit or the Auxiliary Department.Post 10 and its named House Committee members jointly filed a motion to dismiss, while the Legion Department filed a separate motion to dismiss.We consider each in turn.

¶ 7.A basic explanation of the relationships among the various American Legion groups and subgroups is necessary to understand the foundation of Davis's claims and facilitate discussion of the relevant law.The following outline is based on unambiguous provisions of the charters and governing rules of Legion-affiliated groups incorporated by reference into Davis's complaint.

¶ 8.The American Legion is a federally chartered corporation, 36 U.S.C. § 21701(a), whose membership is limited to those who served in the Armed Forces.The organization maintains one Department in each state and within each Department are several Posts.Barre PostNo. 10 is one such Post.Each Post is responsible for disciplining its own members.

¶ 9.The Sons of The American Legion is a civilian organization.Membership is limited to male descendants, adopted sons, and stepsons of either members of The American Legion or veterans who would qualify for membership.Local units of the Sons of The American Legion are called Squadrons.Like Posts, Squadrons are responsible for disciplining their own members.

¶ 10.The American Legion Auxiliary also is a civilian organization.Its membership is limited to mothers, wives, daughters, sisters, granddaughters, great-granddaughters, and grandmothers of either members of The American Legion or veterans who would qualify for membership.The Auxiliary has a Department in each state, which is further organized into local Units.Each Unit is "attached" to an American LegionPost.The Barre PostNo. 10 Auxiliary Unit, of which Davis is a member, is affiliated with Barre PostNo. 10.^[1]Auxiliary Units are responsible for disciplining their members, who may appeal such action to the corresponding Auxiliary Department.

¶ 11.American Legion Departments and American Legion Auxiliary Departments have no authority to regulate each other.Nor may American Legion Posts and American Legion Auxiliary Units regulate each other.

¶ 12.Motions to dismiss are generally disfavored."We review a motion to dismiss using the same standard as the trial court."Dernier v. Mortg. Network, Inc., 2013 VT 96, ¶ 23, 195 Vt. 113, 87 A.3d 465.In doing so, we"tak[e] all of the nonmoving party's factual allegations as true," and consider whether "it appears beyond doubt that there exist no facts or circumstances that would entitle the plaintiff to relief.We treat all reasonable inferences from the complaint as true, and we assume that the movant's contravening assertions are false."Alger v. Dep't of Labor & Indus., 2006 VT 115, ¶ 12, 181 Vt. 309, 917 A.2d 508(citations and quotations omitted).

¶ 13.Where pleadings rely upon outside documents, those documents "merge[] into the pleadings and the court may properly consider [them] under a Rule 12(b)(6) motion to dismiss."Kaplan v. Morgan Stanley & Co., 2009 VT 78, ¶ 10 n.4, 186 Vt. 605, 987 A.2d 258(mem.)(quotation omitted)(trial court properly relied on entire town plan where plaintiff specifically referred to plan in complaint, even though plaintiff did not attach full text of plan to complaint).The trial court may consider such documents without converting the motion into one for summary judgment.Id.This Court is not obliged to accept allegations of the complaint which purport to tell us how to construe these additional documents, but at the motion-to-dismiss stage we construe ambiguities within them in favor of the plaintiff.SeeSubaru Distribs. Corp. v. Subaru of Am., Inc., 425 F.3d 119, 122(2d Cir.2005)."[W]hen a written instrument contradicts allegations in the complaint to which it is attached, the exhibit trumps the allegations."N. Ind. Gun & Outdoor Shows, Inc. v. City of S. Bend, 163 F.3d 449, 454(7th Cir.1998).

¶ 14.Davis's first claim is that Post 10 and its House Committee violated the Public Accommodations Act, 9 V.S.A. § 4502(a), by denying her procedural rights that are available to male members of the Sons of The American Legion.We do not reach the question of whether the Public Accommodations Act applies to the facts of this case because the documents that govern each of the Legion-affiliated organizations, incorporated by reference into Davis's complaint, disprove Davis's prima facie claim under the Act.Section 4502(a) prohibits owners or operators of places of public accommodation from discriminating on the basis of, inter alia, sex.She does not assert that membership requirements of any Legion-affiliated organization discriminate on the basis of sex, or that anything she experienced at the karaoke event was due to her sex.Rather, Davis claims that the House Committee would have afforded her the procedural protections provided under the bylaws of Post 10—which are described by reference to The American Legion's Officer's Guide—had she been a male member of the Sons of The American Legion instead of a female member of the Auxiliary.

¶ 15.The Officer's Guide, however, applies only to expulsions and suspensions of membership.^[2]Davis is not a member of Post 10; she has merely been granted privileges to enjoy its facilities through the generally amicable relationship between the American Legion and the American Legion Auxiliary.The House Committee...