INDUSTRIAL BANK v. ALLIED CONSULTING, 88-1212

• Decision Date: 27 March 1990
• Docket Number: No. 88-1212,88-1212
• Citation: 571 A.2d 1166
• Parties: INDUSTRIAL BANK OF WASHINGTON, Appellant, v. ALLIED CONSULTING SERVICES, et al., Appellees.
• Court: D.C. Court of Appeals

571 A.2d 1166

INDUSTRIAL BANK OF WASHINGTON, Appellant, v. ALLIED CONSULTING SERVICES,et al., Appellees.

No. 88-1212.

District of Columbia Court of Appeals.

Argued February 28, 1990.

Decided March 27, 1990.

Appeal from the Superior Court, Joseph M. Hannon, J.

Bruce H. Cherkis, Rockville, Md., for appellant.

Yvette M. Bryant, Baltimore, Md., with whom D'Ana E. Johnson and Fred S. Hecker, Baltimore, Md., were on the brief for appellees.

Before NEWMAN, FERREN and FARRELL, Associate Judges.

PER CURIAM:

Appellant, Industrial Bank of Washington, brought suit on a promissory note, alleging on the face of the complaint that defendants Allied Consulting Services, Inc., Charles J. Brown, and Christine J. Brown had executed the note on or about January 24, 1983, and thereafter defaulted under the terms of the instrument. Attached to the complaint (and referenced in it as Exhibit A) was a copy of the note which revealed that it had not been executed by Charles and Christine Brown but rather by the Browns' son, Alpha E. Brown, on behalf of Allied Consulting Services, Inc. Also attached to the complaint, but not referenced therein, was a document entitled Unlimited Guaranty executed by Charles J. and Christine J. Brown on October 13, 1981, by which they purported to guarantee any and all liabilities of Allied Consulting Services, Inc. to Industrial Bank of Washington. Although the complaint made no reference to the Unlimited Guaranty, the defendants answered the complaint by asserting, in part, that "[t]he unlimited guaranty under which plaintiff proceeds in this action is unconscionable on its face" (emphasis added), and furtherthat plaintiff's failure to notify the defendants at the time of the note or the default on it had "increased and varied the terms of any alleged unlimited guaranty" so as to relieve the defendants of liability under it. The defendants, in short, were under no misunderstanding about the theory of the complaint, which was premised on the Unlimited Guaranty appended to it and signed by Charles and Christine Brown. Nevertheless, on August 16, 1988, the trial court, following a pretrial hearing, dismissed the complaint as to Charles and Christine Brown sua sponte¹ because the suit was "predicated upon a note allegedly signed by [them]," yet plaintiff was unable to produce the note upon which it "relie[d] in asserting liability against the Browns."²

Like the corresponding federal rules, the Superior Court Rules of Civil Procedure "reject the approach that pleading is a game of skill in which one misstep by counsel may be decisive to the outcome[,] and accept the principle that the purpose of pleading is to facilitate a proper decision on the merits." Conley v. Gibson, 355 U.S. 41, 48, 78 S.Ct. 99, 103, 2 L.Ed.2d 80 (1957). See Super.Ct.Civ.R. 8(f) (1989) ("[a]ll pleadings shall be so construed as to do substantial justice"); Estate of Presgrave v. Stephens, 529 A.2d 274, 277 (D.C. 1987). Under Super.Ct.Civ.R. 8(a) and (e), "a complaint is sufficient so long as it fairly puts the defendant on notice of the claim against him." Scott v. District of Columbia, 493 A.2d 319, 323 (D.C. 1985). While a trial judge may properly "limit his consideration to issues unequivocally raised by the complaint," id., that principle reflects the purpose of modern pleading, to "give the defendant fair notice of what the plaintiff's claim is and the grounds upon which it rests." Conley, supra, 355 U.S. at 47, 78 S.Ct. at 103. Moreover, in determining whether the complaint provides fair notice, a court must give effect to Super.Ct.Civ.R. 10(c), which provides that "[a] copy of any written instrument which is an exhibit to a pleading is a part thereof for all purposes." See 2A J. MOORE, MOORE'S FEDERAL PRACTICE ¶ 12.07[2.-5], at 12-68 (2d ed. 1989 rev.) ("material which is submitted as part of the complaint . . . may be considered by the court" in deciding whether to dismiss for failure to state a claim); Beam v. IPCO Corp., 838 F.2d 242, 244 (7th Cir. 1988); AMFAC Mortgage Corp. v. Arizona Mall, 583 F.2d 426, 429-30 (9th Cir. 1978).

In this case, the inartfully drafted complaint did not refer to the Unlimited Guaranty as an exhibit or expressly incorporate it. There is no dispute, however, that the Guaranty was attached to the complaint, received by the defendants with the complaint, and understood by them to be an integral part of the cause of action alleged in the complaint. As explained earlier, the defendants answered the complaint by asserting, in part, that "[t]he unlimited guaranty under which plaintiff proceeds in this action is unconscionable on its face. . . ."

In nevertheless dismissing the complaint sua sponte because it referred facially only to a note executed by Mr. and Mrs. Brown personally, the trial court concluded in effect that plaintiff had failed...