Grafton & Upton R.R. Co. v. Town of Hopedale
| Decision Date | 31 March 2023 |
| Docket Number | Civil Action 4:22-cv-40080-ADB |
| Parties | GRAFTON & UPTON RAILROAD COMPANY, JON DELLI PRISCOLI AND MICHAEL R. MILANOSKI, AS TRUSTEES OF ONE HUNDRED FORTY REALTY TRUST, Plaintiffs, TOWN OF HOPEDALE, THE HOPEDALE SELECT BOARD, BY AND THROUGH ITS MEMBERS, GLENDA HAZARD, BERNARD STOCK, AND BRIAN KEYES, AND THE HOPEDALE CONSERVATION COMMISSION, BY AND THROUGH ITS MEMBERS, BECCA SOLOMON, MARCIA MATTHEWS, AND DAVID GUGLIELMI, Defendants. |
| Court | U.S. District Court — District of Massachusetts |
At its core, this is a dispute between Grafton & Upton Railroad Company (“GURR” or “Plaintiffs”), a Class III rail carrier, and the Town of Hopedale,[1] regarding a portion of property at 364 West Street in Hopedale, Massachusetts. GURR has planned and is working on building a transloading and logistics facility on the property to support its rail operations. Hopedale meanwhile seeks to take by eminent domain a substantial portion of the property and is also trying to stop GURR's development of the property through an Enforcement Order issued by its Conservation Commission. To forestall the taking and any interference with their development plans, Plaintiffs initiated this action and argue, primarily, that both the proposed taking and the Enforcement Order are preempted by the Interstate Commerce Commission Termination Act (“ICCTA”), 49 U.S.C. § 10101 et seq. Presently before the Court are Defendants' motion to dismiss the complaint, [ECF No. 51], and Plaintiffs' motions for a preliminary injunction to enjoin the proposed taking and any actions to carry out the Enforcement Order, [ECF Nos. 26 and 28]. For the reasons set forth below, the motion to dismiss is GRANTED in part and DENIED in part, and the motions for preliminary injunction are ALLOWED.
GURR is a short-line rail carrier that owns and operates 16.5 miles of rail line that runs in part through Hopedale, Massachusetts. . A portion of that rail line “bifurcates and runs through property located at 364 West Street in Hopedale[,]” [id.], which has been “zoned for industrial uses,” [id. ¶ 26]. One Hundred Forty Realty Trust (the “Trust”) is the record owner of title to the property at 364 West Street, [Compl. at 1 n.1], and on October 12, 2020, GURR purchased the beneficial interest of the Trust and is the Trust's sole beneficiary, [id. ¶¶ 3, 27].[2] As a result of this purchase, GURR “became the owner of the 155-acre parcel at 364 West Street including the approximately 130 acres of what was, at that time, forestland.” [Id. ¶ 27]. GURR also later acquired additional land parcels such that its total acreage in the area of 364 West Street is currently 198.607 acres. [Id. ¶¶ 28-29].
The “Transloading and Logistics” center that GURR intends to build on the property will include new track, more than 1,500,000 square feet of space for transloading and temporary storage, and necessary infrastructure to support the facility including stormwater detention and basins, as well as sewage treatment. [Id. ¶ 31]. As of the filing of this lawsuit, the transloading and logistics center was “under construction.”[3] [Id. ¶ 33]. GURR further states that it acquired the property, and worked to develop it, “to support rail transportation that will include on the entirety of the site transloading, temporary storage, services related to transloading or temporary storage, and whatever additional rail activities are necessary or required in order to support the rail business that currently exists and is anticipated in the future . . . .” [Id. ¶ 34].
At a meeting on June 21, 2022, the Hopedale Select Board voted to pursue the taking of approximately 130 acres of real property at 364 West Street by eminent domain, pursuant to Chapter 79 of the Massachusetts General Laws. See [Compl. ¶¶ 62, 74]. At that same meeting, the Select Board scheduled a Special Town Meeting for July 11, 2022 to vote on a motion to authorize the Select Board to carry out the proposed taking. [Id. ¶ 63]. On that day, the Special Town Meeting voted to authorize the Select Board to take the 130 acres, plus or minus, of real property located at 364 West Street by eminent domain. [Id. ¶ 70]. On July 14, 2022, the Select Board noticed a meeting for July 19, 2022, at which they would vote on the taking authorized by the Special Town Meeting. [Id. ¶¶ 71-72].
At the earlier July 11, 2022 Select Board meeting, the “Special Town Counsel” stated that the Select Board could record a notice of taking immediately after voting to take the land. [Id. ¶ 75]. Plaintiffs thus allege, on information and belief, that the Select Board intended to record a notice of taking of real property immediately after the scheduled vote on July 19, 2022. [Id. ¶ 76]. Plaintiffs additionally note that under Chapter 79, “the recording of the notice of taking immediately vests title to the property in the municipality.” [Id. ¶ 77]; see also Mass. Gen. Laws ch. 79, § 3 ().
Around the same time that the Select Board was moving towards recording a notice of taking of a portion of the property at 364 West Street, the Conservation Commission also acted to interrupt GURR's development of the property. On July 14, 2022, the Conservation Commission emailed an Enforcement Order to GURR's president that stated that GURR and the record owner of title of 364 West Street, the Trust, were in violation of the Massachusetts Wetlands Protection Act as a result of the work being done at the property to develop the transloading facility. [Compl. ¶ 126]. The Enforcement Order directed GURR to cease and desist from further development of the facility. [Id. ¶ 127].
Plaintiffs filed suit on July 18, 2022, see [Compl.], and simultaneously filed emergency motions for preliminary injunctions and temporary restraining orders to (1) stop the Select Board from recording a notice of taking by eminent domain of any portion of GURR's property at 364 West Street in Hopedale, Massachusetts, and (2) enjoin the Conservation Commission from enforcing its July 14, 2022 Enforcement Order, [ECF Nos. 2 and 4]. Defendants filed a combined opposition to the emergency motions on July 19, 2022, [ECF No. 14], and later that day the parties appeared before Chief Judge Saylor for a hearing on the motions, see [ECF No. 17]. Following the hearing, Chief Judge Saylor entered a temporary restraining order prohibiting Defendants from recording any notice of taking of property at 364 West Street. [ECF No. 18]. Two days later, the parties appeared telephonically for a status conference before this Court. [ECF No. 20]. At that hearing, the parties each expressed an intent to re-brief the pending motions for preliminary injunction and the oppositions. On July 26, 2022, the Court entered an amended temporary restraining order that extended the order entered by Chief Judge Saylor until this Court issued a ruling on the forthcoming motions for preliminary injunction. [ECF No. 23].
Plaintiffs filed the currently pending motions for preliminary injunction, [ECF Nos. 26 and 28], on July 28, 2022. Defendant filed its combined opposition on August 4, 2022, [ECF No. 32], Plaintiffs replied on August 8, 2022, [ECF No. 40], and Defendants filed a sur-reply on August 9, 2022, [ECF No. 45]. Supplemental briefing eventually followed. [ECF Nos. 62-66].
On August 12, 2022, Defendants moved to dismiss Plaintiffs' complaint for failing to establish subject matter jurisdiction or to state a claim. [ECF No. 51]. Plaintiffs opposed the motion on August 25, 2022, [ECF No. 53], Defendants replied, [ECF No. 56], and Plaintiffs filed a sur-reply, [ECF No. 57].
Plaintiffs have also filed a motion for clarification of the orders issued by this Court, [ECF No. 59], which Defendants oppose, [ECF No. 60].
“A district court generally has the obligation, when there is any question, to confirm that it has subject matter jurisdiction prior to considering the merits of the underlying controversy.” Sinapi v. R.I. Bd. of Bar Exam'rs, 910 F.3d 544, 549 (1st Cir. 2018). When evaluating a motion to dismiss pursuant to Federal Rule of Civil Procedure 12(b)(1) at the pleading stage, granting such a motion “is appropriate only when the facts alleged in the complaint, taken as true, do not justify the exercise of subject matter jurisdiction.” Muniz-Rivera v. United States, 326 F.3d 8, 11 (1st Cir. 2013). “When a district court considers a 12(b)(1) motion, it must credit the plaintiff's well-pled factual allegations and draw all reasonable inferences in the plaintiff's favor.” Merlonghi v. United States, 620 F.3d 50, 54 (1st Cir. 2010). “In deciding the question, [courts] may consider whatever evidence has been submitted in the case.” Acosta-Ramirez v. Banco Popular de P.R., 712 F.3d 14, 18 (1st Cir. 2013) (citing Aversa v. United States, 99 F.3d 1200, 1210 (1st Cir. 1996)). “While the court generally may not consider materials outside the pleadings on a Rule 12(b)(6) motion, it may consider such materials on a Rule 12(b)(1) motion,” and attaching exhibits to a Rule 12(b)(1) motion does not convert it to a motion for summary judgment. Gonzalez v. United States, 284 F.3d 281, 288 (1st Cir. 2002).
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