Great Western Bank v. Willmar Poultry Co.

• Decision Date: 23 March 2010
• Docket Number: No. 20090071.,20090071.
• Parties: GREAT WESTERN BANK, Plaintiff and Appellant v. WILLMAR POULTRY COMPANY, Defendant and Appellee.
• Court: North Dakota Supreme Court

780 N.W.2d 437

2010 ND 50

GREAT WESTERN BANK, Plaintiff and Appellant v. WILLMAR POULTRY COMPANY, Defendant and Appellee.

No. 20090071.

Supreme Court of North Dakota.

March 23, 2010.

COPYRIGHT MATERIAL OMITTED

Jon R. Brakke (argued) and Caren Lynn Wanner Stanley (on brief), Fargo, N.D., for plaintiff and appellant.

Lowell Philip Bottrell (argued) and Michael Leonard Gust (on brief), Fargo, N.D., for defendant and appellee.

CROTHERS, Justice.

¶ 1 Great Western Bank appeals the district court's summary judgment, holding that Willmar Poultry Company has a valid North Dakota agricultural supplier's lien with a super-priority interest of $72,356.17 in the proceeds of a sale of turkeys between ABTH, LLP, and Sara Lee Corporation. We conclude that "poults" supplied by Willmar Poultry are "supplies" under North Dakota's agricultural supplier's lien statute, N.D.C.C. § 35-31-01, and that Willmar Poultry is entitled to a supplier's lien. We further conclude that N.D.C.C. § 35-31-03 provides Willmar Poultry with "super-priority status" as the holder of an agricultural supplier's lien in livestock. We affirm.

I

¶ 2 The relevant facts are undisputed. In 2006, Great Western made a loan of two million dollars to ABTH, LLP, which was engaged in the business of raising turkeys in Wyndmere, North Dakota. Great Western's loan was secured by a security agreement taking an interest in all of ABTH's then-existing or subsequently-acquired "poultry" and accounts. Great Western perfected its security interest. ABTH subsequently defaulted on the Great Western loan.

¶ 3 In June and July 2007, Willmar Poultry made three shipments to ABTH of "poults," young turkeys weighing about 60 grams, with a value of $116,544.09. ABTH failed to pay $72,356.17 owed to Willmar Poultry for the poults. In October 2007, Willmar Poultry filed an agricultural supplier's lien with the North Dakota secretary of state under N.D.C.C. ch. 35-31 against the poults it delivered to ABTH. ABTH raised the poults to maturity and ultimately sold the mature turkeys to Sara Lee Corporation for $1,085,355.20. In December 2007, Sara Lee Corporation issued a check for $1,085,355.20 to Great Western and ABTH for the proceeds of the turkeys. Willmar Poultry, however, was not listed as a payee on the check.

¶ 4 Great Western commenced this action under N.D.C.C. ch. 32-23, seeking declaratory judgment that it had sole rights to the proceeds of the sale and that Willmar Poultry's claim to an agricultural supplier's lien under North Dakota law was invalid. On cross-motions for summary judgment, the district court held Willmar Poultry had a valid claim to an agricultural supplier's lien under North Dakota law, with an interest in $72,356.17 from the turkey sale proceeds which was superior to Great Western's interest.

II

¶ 5 "Summary judgment under N.D.R.Civ.P. 56 is `a procedural device for promptly resolving a controversy on the merits without a trial if either party is entitled to judgment as a matter of law, and if no dispute exists as to either the material facts or the inferences to be drawn from the undisputed facts, or if resolving disputed facts would not alter the result.'" Farmers Union Mut. Ins. Co. v. Associated Elec. and Gas Ins. Servs. Ltd., 2007 ND 135, ¶ 7, 737 N.W.2d 253 (quoting ACUITY v. Burd & Smith Constr., Inc., 2006 ND 187, ¶ 6, 721 N.W.2d 33).

"The party moving for summary judgment has the burden of establishing that there are no genuine issues of material fact and that the moving party is entitled to judgment as a matter of law. In deciding whether the district court appropriately granted summary judgment, this Court views the evidence in the light most favorable to the party opposing the motion, and the opposing party will be given the benefit of all favorable inferences that can reasonably be drawn from the record. On appeal, we decide whether the information available to the district court precluded the existence of a genuine issue of material fact and entitled the moving party to judgment as a matter of law."

Schleuter v. Northern Plains Ins. Co., Inc., 2009 ND 171, ¶ 6, 772 N.W.2d 879 (citations and quotations omitted). "Whether summary judgment was properly granted is a question of law that this Court reviews de novo on the entire record." Schleuter, at ¶ 6.

III

¶ 6 Great Western argues that poults do not qualify as "supplies" under N.D.C.C. § 35-31-01 and that even if poults qualify as "supplies," there is no "super-priority status" for a lien on livestock under N.D.C.C. § 35-31-03. Great Western's arguments involve the interpretation of N.D.C.C. §§ 35-31-01 and 35-31-03.

¶ 7 Statutory interpretation is a question of law which on appeal is fully reviewable. Public Serv. Comm'n v. Minnesota Grain, Inc., 2008 ND 184, ¶ 9, 756 N.W.2d 763. "Words in a statute are given their plain, ordinary, and commonly understood meaning, unless defined by statute or unless a contrary intention plainly appears." Id. at ¶ 9 (quoting Farmers Union, 2007 ND 135, ¶ 9, 737 N.W.2d 253); N.D.C.C. § 1-02-02. "Statutes are construed as a whole and are harmonized to give meaning to related provisions." Minnesota Grain, at ¶ 9 (quoting Farmers Union, at ¶ 9); N.D.C.C. § 1-02-07. Statutes should be harmonized to avoid conflicts between them. Minnesota Grain, at ¶ 9. This Court interprets statutes to be consistent with legislative intent and to further the statutes' policy goals and objectives. Id. at ¶ 10. "This Court presumes the legislature did not intend an unreasonable result or unjust consequence." Id. (quoting Haugenoe v. Workforce Safety & Ins., 2008 ND 78, ¶ 8, 748 N.W.2d 378). In construing statutes, we consider "the context of the statutes and the purposes for which they were enacted." Falcon v. State, 1997 ND 200, ¶ 9, 570 N.W.2d 719 (quoting Van Klootwyk v. Arman, 477 N.W.2d 590, 592 (N.D.1991)) ("The interpretation of a statute is a fully reviewable question of law, `and our primary objective is to ascertain the intent of the legislature by looking at the language of the statute itself and giving it its plain, ordinary and commonly understood meaning. Consideration should be given to the context of the statutes and the purposes for which they were enacted.'"). Further, "our statutory lien laws are remedial and will be liberally construed to effectuate their purpose of protecting those who contribute labor, skill, or materials." Stockman Bank v. AGSCO, Inc., 2007 ND 26, ¶ 18, 728 N.W.2d 142 (emphasis added).

¶ 8 Section 35-31-01, N.D.C.C., authorizes an agricultural supplier's lien and states:

"Any person who furnishes supplies used in the production of crops, agricultural products, or livestock is entitled to a lien upon the crops, products produced by the use of the supplies, and livestock and their products including milk. As used in this chapter, the term "supplies" includes seed, petroleum products, fertilizer, farm chemicals, insecticide, feed, hay, pasturage, veterinary services, or the furnishing of services in delivering or applying the supplies. Except as otherwise provided in this section, an agricultural supplier's lien filed in accordance with section 35-31-02 is effective from the date the supplies are furnished or the services performed. An agricultural supplier's lien filed as a security interest created by contract to secure money advanced or loaned for any purposes is not effective to secure a priority over liens filed under section 35-05-01. This chapter does not limit the sale, assignment, or transfer of an agricultural supplier's lien. However, the priority of an effective agricultural supplier's lien is not transferable from the original lienholder. After sale, assignment, or transfer, the priority of an effective agricultural supplier's lien is to be determined as of the date the lien was filed and in accordance with section 41-09-33."

(Emphasis added.)¹ Section 35-31-02, N.D.C.C., provides the procedure for a supplier to obtain an agricultural supplier's lien, including the time to file a verified statement and the information the statement must contain. Section 35-31-03, N.D.C.C., provides for the "super-priority status" of the lien, stating: "An agricultural supplier's lien obtained under the provisions of this chapter has priority, as to the crops or agricultural products covered thereby, over all other liens or encumbrances except any agricultural processor's lien."

A

¶ 9 Great Western argues the poults are not "supplies" under N.D.C.C. § 35-31-01. Great Western asserts the legislature, while providing a list of what "supplies" are included under N.D.C.C. § 35-31-01, deliberately omitted "livestock" or "poultry" from that list. Great Western argues under a plain reading of the statute, "livestock" cannot constitute both the final product on which a lien is placed and the supplies that produce the livestock. Great Western contends an agricultural supplier's lien can be enforced only against "products" which are produced by supplies, not the actual supplies themselves. Great Western also asserts Willmar Poultry's argument that supplies also can be "products" nullifies the concept of production critical to the statute. Great Western argues this Court should refuse to expand the definition of "supplies" to include language omitted by the legislature. Further, Great Western argues that if N.D.C.C. § 35-31-01 is ambiguous, the legislative history and the doctrine of noscitur a sociis establish that livestock and poultry were not intended to be "supplies." See Black's Law Dictionary 1087 (8th ed. 2004) (Noscitur a sociis is "a canon of construction holding that the meaning of an unclear word or phrase should be determined by the words immediately surrounding it."); see also T.F. James Co. v. Vakoch, 2001 ND 112, ¶ 9, 628 N.W.2d 298.

¶ 10 The district court concluded the poults provided by Willmar Poultry to ABTH were "supplies" under N.D.C.C. § 35-31-01. The court thus concluded Willmar Poultry had a valid agricultural...