Fleet Fuel, Inc. v. Mynex, Inc.

• Court: Louisiana Supreme Court
• Writing for the Court: Moore
• Citation: Fleet Fuel, Inc. v. Mynex, Inc., 877 So.2d 234 (La. 2004)
• Decision Date: 23 June 2004
• Docket Number: No. 38,696-CA.,38,696-CA.
• Parties: FLEET FUEL, INC. dba Fuelman, Plaintiff-Appellant, v. MYNEX, INC. and W. James Singleton, Defendant-Appellees.

877 So.2d 234

FLEET FUEL, INC. dba Fuelman, Plaintiff-Appellant, v. MYNEX, INC. and W. James Singleton, Defendant-Appellees.

No. 38,696-CA.

Court of Appeal of Louisiana, Second Circuit.

June 23, 2004.

Appeal from the Shreveport City Court, Caddo Parish, No. R113,521, Laleshia Walker-Alford, J.

COPYRIGHT MATERIAL OMITTED

Bodenheimer, Jones, Szwak & Winchell, LLP by David A. Szwak, Shreveport, for Appellant.

Davis Law Office, LLC, by S.P. Davis, Sr., for Appellees.

Before GASKINS, MOORE and HARRISON (Pro Tempore), JJ.

MOORE, J.

Plaintiff, Fleet Fuel, Inc., d/b/a Fuelman ("Fuelman"), appeals the Shreveport City Court's judgment sustaining exceptions of no cause of action and no right of action raised by the defendant, W. James Singleton, chairman of the bankrupt corporation Mynex, Inc., also a named defendant. On the day of the scheduled trial, the court instead held an evidentiary hearing on the exceptions, and subsequently granted both, dismissing Fuelman's suit against Mr. Singleton as the "guarantor" of debts incurred by Mynex, Inc. Plaintiff appeals, raising several assignments of error. We reverse and remand to the trial court for trial.

FACTS

Fuelman is in the business of supplying companies who operate a fleet of commercial vehicles in their business with a management service and accounting program for their gasoline purchases. By using an access card system, Fuelman provides detailed fuel accounting for each fleet vehicle and driver, as well as accounting details for the entire fleet.

Mynex, Inc. provides medical transportation services for medical patients. The chairman of the board of Mynex, Willie James Singleton, stated that Mynex "is a corporate entity owned by a number of different people and performed [sic] certain services."

Plaintiff alleged that Mynex applied for "access cards" from Fuelman. These cards would allow Mynex to purchase gasoline via Fuelman on open account. Upon request for the cards by Mynex, a Fuelman sales representative, Melissa Penuell, called on Mynex and delivered a credit account application to Mynex. The application was completed and returned to Ms. Penuell, who returned it to Fuelman. The application contained a signature line for a "Guarantor," with the terms of the agreement and guaranty explained on page 2, the back of the document — specifically, that the guarantor agrees to be held liable unconditionally, jointly and severally and solidarily liable with the customer for any sums due to Fuelman by virtue of the agreement.

After making purchases and payments over time, Mynex eventually failed to pay a balance due of $7,336.53 to Fuelman. Mynex filed for bankruptcy and Fuelman looked to Mr. Singleton for payment. Mr. Singleton, an attorney, initially denied in his answer to the petition that he signed the agreement in his personal capacity, but signed only in his capacity as chairman of Mynex. Subsequently, however, on the day of trial, he filed exceptions of no right of action and no cause of action wherein he denied altogether that he signed the documents, and he denied that he had any knowledge or anything to do with authorizing the account with Fuelman.

Mr. Singleton testified that the signature of his name on the credit application as Guarantor, Exhibit P-4A and his signature as "chairman" on a corporate verification form, Exhibit P-4B, were not his. He said he did not know who made the signatures and did not recall authorizing opening an account with Fuelman. He said he was not involved in the day-to-day operations of Mynex, but merely served on the board of directors for the corporation.

Plaintiff's counsel introduced several documents or writings containing Mr. Singleton's signature. Mr. Singleton stated that he was more than sure that he signed the articles of incorporation of Mynex, Inc.; however, when counsel presented him with a copy of the articles of incorporation, Mr. Singleton denied his signature and the signatures of other members of the incorporators, including his counsel's signature.

Plaintiff produced two checks payable to Fuelman for charges to Mynex — one for $2,611.94 and one for $6,970.96 — which had Mr. Singleton's signature as the maker of the checks. Mr. Singleton denied that these signatures were his.

Plaintiff introduced into evidence copies of Singleton's signatures from his personal driver's licenses issued by the Department of Motor Vehicles for the years 1991, 1995, 1999 and his current license issued in 2003. Singleton admitted that those signatures were his own. Plaintiff also introduced Singleton's First Supplemental Answer to the petition in which he alleged that he signed the credit application with Fuelman in his capacity as chairman of Mynex and not in his personal capacity.

Plaintiff submitted into evidence a copy of Singleton's application for a marriage license signed by him in two places. Mr. Singleton admitted these signatures, but denied his signature on pleadings he filed in a separate case (Exhibit P-15) in which represented a client. He said the signatures were made by his secretary. Mr. Singleton denied that he signed Exhibits P-16, P-17, P-18, P-19 and P-20, although the signor signed his name.

Mr. Singleton admitted that Exhibit P-21, a pleading in a case in which he was counsel, was his own. However, P-21 was merely another copy of the same document introduced in Exhibit P-8, which was submitted in a request for admissions of fact, which Mr. Singleton denied he had signed.

Plaintiff submitted other exhibits of Mr. Singleton's signature for a total of twenty-four exhibits, including the contract in question. The court did not admit P-22 through 24.

Melissa Penuell, a sales representative for Fuelman, testified that she was initially contacted by telephone by Jeanette Clark of Mynex. She met with Ms. Clark and Bibra Edwards at Winward Hospital. Ms. Penuell presented the Fuelman program and left a credit application for access cards. Ms. Clark returned the completed application to her. She stated that Ms. Clark told her that the guarantor signature was Willie Singleton. Ms. Penuell stated she never met with Mr. Singleton, and she did not personally witness Mr. Singleton sign the application.

Bibra Edwards testified that she worked for Mr. Singleton for two years. Contrary to Mr. Singleton's testimony, she stated that Mr. Singleton signed their paychecks and required that all checks for purchases be signed by him. Also contrary to Mr. Singleton's testimony, she stated that he was involved in the day-to-day operations of Mynex. However, she never actually witnessed Mr. Singleton sign anything. Submitted documents for signature were returned to her by Ms. Anna Franklin. She stated that the Fuelman access card application was given to Ms. Franklin for Mr. Singleton's approval.

Anna Franklin testified that she was vice-president of operations, and in charge of hiring and managing the business operations, including the transportation division of the business. Ms. Franklin stated that she could not recall the Fuelman application, although she admitted that it probably passed through her hands or through Mr. Thomas's hands to Mr. Singleton for approval. She stated that Mr. Thomas worked side by side with her. She said she would have likely given the document to Mr. Singleton's secretary, Angela Howard, for approval by Mr. Singleton.

Ms. Jeanette Clark, the director of the transportation division, testified that she filled out the application and signed her name as the authorized representative. She identified the guarantor's signature as the signature of Mr. Singleton. She did not actually see him sign the document, but she said she recognized his signature from other documents. She said Anna Franklin brought documents to Mr. Singleton to be signed.

Angela Howard, Mr. Singleton's secretary and the person who Ms. Franklin said she gave documents to be signed by Mr. Singleton, did not appear to testify. Fuelman issued a subpoena for her appearance, but service was not accomplished.

Robert G. Foley, plaintiff's handwriting expert, testified regarding each of the signatures. He concluded that the person who signed P-1, P-2, P-3, P-5 and P-8 through P-24 was not likely the same person who signed P-4B, which is the Corporate Verification on the back or page two of the application. By contrast, however, he believed that the person who signed P-1, P-2, P-3, P-5 and P-8 through P-24 was the same person who signed P-4A, the "guarantor" portion of the application.

After taking the matter under advisement, the court rendered judgment in favor of Mr. Singleton, granting the exceptions with a finding that he did not sign the guarantor portion of the application in his personal capacity. Plaintiff raises several assignments of error on appeal.

NO CAUSE OF ACTION

A peremptory exception of no cause of action is used by the defendant to test the legal sufficiency of the petition by determining whether the law affords a remedy to the plaintiff on the facts that are alleged in the petition. Stevenson v. Lavalco, Inc. 28,020 (La.App. 2 Cir. 02/28/96), 669 So.2d 608, 610, writ denied, 96-0828 (La.05/17/96), 673 So.2d 611. In determining whether a plaintiff has stated a cause of action, the court looks to the facts set out in the petition, accepting them as true without regard to extrinsic evidence. La. C.C.P. art. 931; Montalvo v. Sondes, 93-2813 (La.05/23/94), 637 So.2d 127. The purpose of the exception is only to determine if a cause of action is pled and not whether the plaintiff will ultimately prevail at trial. When it can reasonably do so, the court should maintain a petition against a peremptory exception so as to afford the litigant an opportunity to present his evidence. Kuebler v. Martin, 578 So.2d 113, 114 (La.1991).

An appellate court reviews a trial court's ruling on an exception of no cause of action de novo because the exception raises a question of law and the lower court's decision is based only on...