Intermountain Business Forms, Inc. v. Shepard Business Forms Co.

• Decision Date: 21 February 1975
• Docket Number: No. 11646,11646
• Citation: 96 Idaho 538,531 P.2d 1183
• Parties: INTERMOUNTAIN BUSINESS FORMS, INC., and Idaho Corporation, Plaintiff-Appellant, v. SHEPARD BUSINESS FORMS COMPANY, a business enterprise located in Portland, State of Oregon, which transacts business in the State of Idaho, Defendant- Respondent.
• Court: Idaho Supreme Court

Page 1183

531 P.2d 1183

96 Idaho 538

INTERMOUNTAIN BUSINESS FORMS, INC., and Idaho Corporation, Plaintiff-Appellant, v. SHEPARD BUSINESS FORMS COMPANY, a business enterprise located in Portland, State of Oregon, which transacts business in the State of Idaho, Defendant- Respondent.

No. 11646.

Supreme Court of Idaho.

Feb. 21, 1975.

Peter E. Heiser, Jr., Kidwell & Heiser, Boise, for plaintiff-appellant.

Samuel Kaufman, Anderson, Kaufman, Anderson & Ringert, Boise, for defendant-respondent.

SCOGGIN, District Judge (Retired).

Intermountain Business Forms, Inc., an Idaho corporation, instituted this action against Shepard Business Forms Company, an Oregon corporation, alleging damages arising from a breach of contract. Shepard Business Forms Company filed a special appearance and a motion to dismiss for lack of jurisdiction, arguing that the company did not transact business within the State of Idaho. The district court granted the motion. Intermountain Business Forms, Inc., appeals from that order.

The primary issue raised by this appeal is whether the activities of Shepard Business Forms were such that the company is subject to the jurisdiction of Idaho's courts pursuant to the 'long arm' statute, I.C. § 5-514 set seq.

The record indicates Intermountain Business Forms, Inc., an Idaho corporation (hereinafter Intermountain) sent on May 6, 1972, a written order to Shepard Business Forms Company (hereinafter Shepard) at its office in Portland, Oregon, for certain business forms, to be shipped to a third party in Idaho. Shepard mailed to Intermountain, from Portland, an acknowledgment of the order and shipped the goods to Intermountain's customer at Caldwell, Idaho, who accepted them. Later, Intermountain alleged the goods shipped did not conform to the contract specifications and were defective so Intermountain revoked acceptance of the goods. This action was instituted in the Fourth District Court, Ada County, by Intermountain to recover damages arising from the breach of contract by shipment of non-comforming goods. Shepard was served in Oregon and filed a special appearance and a motion to dismiss for lack of jurisdiction.

In support of its motion respondent filed the affidavit of Robert Dodd, president of Shepard Business Forms Company. Dodd states therein that respondent is an Oregon corporation with its principal place of business at Portland, Oregon; that said company 'does not now, nor did it during any of the period mentioned in plaintiff's complaint, nor prior thereto, do business in the state of Idaho'; and further it has no place of business in Idaho, has no sales representatives traveling in Idaho, and that all business transactions with any residents of Idaho result from requests made to Shepard at its place of business in Portland.

Appellant submitted the affidavit of James Alexander, who stated he was employed by Robert Dodd, the owner of Shepard Business Forms Company from the fall of 1961 to the fall of 1962 as a salesman in Idaho; that it was understood between he and Mr. Dodd that he was to reside in Boise; that he placed a listing for Shepard Business Forms Company in the Boise City phone directory; that Robert Dodd made several trips to Boise on company business; and that to Alexander's knowledge and belief Shepard Business Forms Company had solicited business in Idaho for the past fifteen or twenty years from printing plants, office supply firms, and printing salesmen.

Intermountain's order for the business forms in this case was for a repeat printing of an order previously printed by Shepard for Intermountain. The words, 'exact repeat of all specifications per your job #77945 (7-9-70)', were contained in Intermountain's order form.

Upon the basis of the evidentiary record described above, the district judge granted Shepard's motion to dismiss for lack of personal jurisdiction.

Before considering the jurisdictional issues we must define the evidentiary presumptions by which the record in this case should be reviewed on appeal.

On appellate review of involuntary dismissal at the close of plaintiff's proof in a jury case, this court has held that the evidence introduced must be viewed 'in the light most favorable to the plaintiffs, and the plaintiffs are entitled to all reasonable inferences which can be drawn from facts established by their case in chief.' Blackburn v. Boise School Bus. Co., 95 Idaho 323, 325, 508 P.2d 553, 555 (1973).

"* * * On appeal from an order granting summary judgment, this court must construe the evidence presented to the district court liberally in favor of the party opposing the order and accord him 'the benefit of all inferences which might be reasonably drawn.' " Straley v. Idaho Nuclear Corp., 94 Idaho 917, 918, 500 P.2d 218, 220 (1972). Accord, Fairchild v. Olsen, 96 Idaho 338, 528 P.2d 900 (1974).

These same presumptions should apply to appellate review of the factual questions presented by the conflicting affidavits in a motion to dismiss for lack of personal jurisdiction.

Shepard argues that under the facts it was not transacting any business within this state within the purview of I.C. § 5-514. The relevant protions of the statute at issue provide:

'Acts subjecting persons to jurisdiction of courts of state.-Any person, firm, company, association or corporation, whether or not a citizen or resident of this state, who in person or through an agent does any of the acts hereinafter enumerated, thereby submits said person, firm, company, association or corporation, and if an individual, his personal representative, to the jurisdiction of the courts of this state as to any cause of action arising from the doing of any of said acts:

"(a) The transaction of any business within this state which is hereby defined as the doing of any act for the purpose of realizing pecuniary benefit or accomplishing or attempting to accomplish, transact or enhance the business purpose or objective or any part thereof of such person, firm, company, association or corporation * * *."

It is obvious Shepard's activities were 'for the purpose of realizing pecuniary benefit' and to enhance its business purpose or objective.

The linchpin of Shepard's argument is that the physical presence in Idaho of the party being sued is required before that party can be considered to be transacting business within this state under I.C. § 5-514. We must disagree.

Before considering Shepard's argument the precepts of the 'long arm' statute must be reviewed. I.C. § 5-514 must be liberally construed. The statute was designed to provide a forum for Idaho residents; '(a)s such, the law is remedial legislation of the most fundamental nature.' Doggett v. Electronics Corp. of America, 93 Idaho 26, 30, 454 P.2d 63 (1969). Accord, B. B. P. Ass'n, Inc. v. Cessna Aircraft Co., 91 Idaho 259, 420 P.2d 134 (1966). By enacting the statute the legislature 'intended to exercise all the jurisdiction available to the State of Idaho under the due process clause of the United States Constitution.' Doggett v. Electronics Corp., supra 93 Idaho at 30, 454 P.2d at 67. Accord, B. B. P. Ass'n v. Cessna Aircraft Co., supra.

Shepard's argument regarding the requirement of physical presence presents a question of first impression for this jurisdiction. This court has ruled that the physical presence of an out-of-state corporation is not required if an independent contractor representing the out-of-state corporation in the transaction sued upon has been physically present in the jurisdiction.

'It is apparent that Cessna was doing business in Idaho within the definition of ...