Court of Appeals of Missouri, Southern District, First Division
MEADOWFRESH SOLUTIONS USA, LLC, et al., Plaintiffs-Respondents,
MAPLE GROVE FARMS, LLC, a Missouri limited liability company, et al., Defendants-Appellants.
FROM THE CIRCUIT COURT OF GREENE COUNTY HONORABLE JASON R.
BROWN, CIRCUIT JUDGE.
Steffen Rahmeyer, J.
Solutions USA, LLC ("Meadowfresh") brought suit
against Maple Grove Farms, LLC, Leon Rinehart, Ted Dahlstrom,
Carol Dahlstrom, Curtis Hall, Lisa Hall, Kyle Bounous, and
All American Cattle Leasing, LLC (collectively, these
defendants will be referred to as "Maple Grove"
unless we are speaking of an individual defendant) in 19
counts. During the pendency of that action,
Meadowfresh filed a motion for appointment of a receiver. The
motion was granted on June 16, 2017; however, a receiver was
not appointed at that time. The case went to a jury trial on
the counts of Malicious Prosecution, Breach of Contract/Civil
Conspiracy, Breach of Contract/Tortious Interference/Civil
Conspiracy, and Piercing of Corporate Veil. Judgment was
entered for Meadowfresh in the amount of over 7.3 million
dollars, together with attorneys' fees in the amount of
$488, 190.96 and taxable costs in the amount of $15, 340.64.
The judgment in that case is not the subject of the current
trial court then severed two counts from the prior petition,
for dissolution (Count II) and for an accounting (Count XIV),
as well as Meadowfresh's motion for appointment of a
receiver which was previously sustained on or about June 16,
2017. Subsequently, Counts II and XIV were dismissed by
Meadowfresh and the current action for a dissolution and
accounting against the same parties was filed (case number
1731-CC01311). It is a ruling in this lawsuit that is now on
brought a Motion for Entry of Order Based on Prior Grant of
Plaintiff's Motion for Appointment of Receiver (see
attached Exhibit A) and further based on "subsequent and
ongoing intentional conduct of Defendants that is wasting or
otherwise threatening the assets of [Maple Grove]."
Maple Grove filed suggestions in opposition to the motion.
The court granted the motion on November 6, 2017, and
approved the appointment of a receiver. Per a docket entry of
November 6, 2017:
AFTER FURTHER CONSIDERATION AND REVIEW, COURT NOW OVERRULES
DFTS' OBJECTIONS TO PLAINTIFF'S MOTION FOR ENTRY OF
ORDER APPOINTING RECEIVER, EXCEPT AS TO THE CHARGE AND
PAYMENT OF COMPENSATION OF THE RECEIVER, WHICH IS ORDERED TO
BE PAID BY DFT MAPLE GROVE FARMS, LLC. COURT FINDS PLAINTIFF
HAS MADE ADEQUATE SHOWING THAT EXCEPTIONAL CONDITIONS EXIST
AND THUS SAID MOTION IS NOW OTHERWISE SUSTAINED, PER FORMAL
ORDER SIGNED THIS DATE.
Grove then sought a Motion for Order Revoking, or in the
Alternative, Modifying and Changing Interlocutory Order
Appointing Receiver. That motion was denied on November 29,
2017. Maple Grove timely brought an appeal, pursuant to
section 512.020(2),  from the order which denied the revocation
of the appointment of a receiver on December 7, 2017. Maple
Grove claims three points of error: first, on the basis that
the trial court had no "authority" to grant the
motion for receiver; second, the trial court erred in finding
"the law of the case doctrine" applied to enter an
order appointing a receiver; and third, the trial court
abused its discretion by failing to take any evidence prior
to appointing the receiver. We deny all three points and
affirm the denial of the motion to revoke the appointment of
Grove claims that the prior motion for the appointment of a
receiver was "abandoned prior to trial" and the
court had no authority to grant the appointment of a receiver
in the prior case. That is true; however, that truth does not
assist Maple Grove. The trial court did not grant the
appointment of a receiver in case number 1531-CC01018. Maple
Grove does not present any arguments or facts to indicate
that the trial court ordered the appointment of a receiver in
case number 1531-CC01018, a case that was designated final
and is currently the subject of a different appeal. What
Maple Grove does do in this point is argue that the filing of
the second cause of action is an impermissible splitting of a
cause of action. That claim of error is not available to
Maple Grove in this appeal, which is, by Maple Grove's
own statements, an interlocutory appeal, from the denial of a
revocation of the appointment of a receiver. There is no
judgment, much less a final judgment, in this case. Maple
Grove's first point is denied.
Grove's second claim of error is that the trial court
incorrectly used the "law of the case" from the
appealed judgment in the first case to support granting a
receiver in the current case. Maple Grove arrives at this
conclusion by citing to the transcript of November 6, 2017,
in which he claims that the trial court ruled that the
appointment of a receiver was decided by using "the law
of the case." A fair reading of the transcript indicates
that after a long discussion whether the trial court had any
jurisdiction over the case at all, the trial court used the
phrase "law of the case" in his direction to the
parties in their argument, as set forth below.
[Meadowfresh's attorney]: And we said before the trial
ever occurred that the judge was going to hear the evidence
and then make the determinations on our claims for judicial
dissolution and the accounting.
. . . .
THE COURT: Well, [Maple Grove's attorney's] argument,
as I understand it, is the fact that if it's not
reflected formally before the amended judgment means those
claims were abandoned and not capable of -- and they were
compulsory and abandoned and not properly preserved and,
therefore, I lack jurisdiction?
. . . .
[Meadowfresh's attorney]: . . . I can move for
dissolution of the LLC for any reason whatsoever. Now
that's the extreme position which is -- which is an
extreme. . . . [W]e have additional bases since trial for not
only moving for dissolution, but also asking for the
appointment of a receiver. . . . [W]e still have brand new
bases for not only dissolution, but also the appointment of a
receiver in this case.
THE COURT: Well, the part of his alternative argument is, you
might if you refile today, but you don't have springing
jurisdiction so that if you didn't have -- if I
didn't have jurisdiction, then you don't -
there's no such thing as after acquired jurisdiction, you
didn't get it until this morning so that doesn't
retroactively make it all good, so to speak.
[Meadowfresh's attorney]: . . . [W]hen we have the right
to bring that based on new facts[, ] . . . we could still
refile it tomorrow based on new facts. . . . [W]e're
talking about an equitable claim that the jury could not have
rendered. It's a judicial dissolution by statute, only
the Court can make that determination.
THE COURT: Well, I think, his point there is until -- until
there -- since there was not a final judgment at the time you
filed this case[.]
[Meadowfresh's attorney]: . . . The finality of the
judgment only affects whether or not it's appealable. . .
. [T]hat's an issue for the Court of Appeals to
determine. . . . [B]ecause we have new facts and a new bases
[sic] for filing this.
. . . .
THE COURT: All right. Understood. Thank you. [Maple
Grove's attorney] . . . is it your position that an
arguable splitting of a cause of action is never curable?
[Maple Grove's attorney]: It is not. . . . [I]t is akin
to res judicata. . . . [A]ssume that [for the purposes of
this hearing] the Court will take judicial notice of the
Court's own records?
THE COURT: I will. Yes, sir.
. . . .
[Maple Grove's attorney]: . . . They split their cause of
action and they are not now in a position to complain about
. . . .
THE COURT: . . . I'm now going to respectfully find that
Judge Cordonnier's ruling and announcement in the 9-28-17
amended judgment in his case is the law of the case. . . .
The Circuit Court of Greene County, through Judge Cordonnier,
has already ruled that the current claims in this case were
reserved by the Court and were severed. . . . [I]t is not for
me to determine that is a wrongful ruling or to second guess
it[.] . . . I have jurisdiction to proceed and
Defendants' motion to dismiss will now be respectfully
denied. We'll now proceed to Plaintiffs' motion for
appointment of a receiver. I have a couple questions that I
will ask counsel to include in their remarks. . . . Does his
grant of that motion quote the law of the case on this issue?
Is there some abandonment argument by the defendants to be
made and that Defendants did not pursue it before the jury
is no indication that the trial court impermissibly relied
upon the doctrine of the "law of the case" in the
appointment of the receiver. The attorneys were discussing
with the court whether Meadowfresh had split their cause of
action, whether there was an agreement that the judge in the
first case would be the judge in the second case and finally
whether a receiver should be appointed. Meadowfresh argued to
the trial court that there were additional factors that
warranted the appointment of the receiver in addition to the
factors that were addressed in the prior case. The parties
agreed that the court could take judicial notice of the prior
case. Whether Meadowfresh impermissibly split its cause of
action is simply not part of this appeal. The trial court
committed no error and did not rely upon the doctrine of the
"law of the case" in the appointment of the
receiver. The judgment states:
The facts stated in the Motion are credible and said facts
and subsequent proceedings (including the evidence at trial,
and related verdicts and judgment) demonstrate that Plaintiff
has a right to the immediate appointment of a receiver to
prevent waste of, and to protect, keep, and preserve, the
assets of Maple Grove Farms pursuant to Missouri Supreme
Court Rule 68.02(a) and Mo. Rev. Stat. § 515.500 et
II is denied.
Grove's third point claims that the court abused its
discretion in entering an order appointing a receiver because
no evidence was offered by the plaintiff nor taken by the
court. Maple Grove argues that there were only unverified
assertions of counsel. Even if Maple Grove's assertions
are correct that no "evidence" was presented to the
court, a finding we do not make, Maple Grove points to
nothing in the record indicating that Maple Grove requested
an evidentiary hearing. "Absent request for hearing by
an appropriate person or party in interest, the term notice
and a hearing does not indicate a requirement for an actual
hearing unless the court so orders[.]" Section
515.505(13), RSMo Cum.Supp. 2016. At no time, even after the
order denying the motion to revoke the appointment of the
receiver, did Maple Grove request an evidentiary hearing. The
trial court heard the arguments from counsel for both
parties, took judicial notice of the rulings/orders and
Amended Judgment from the prior lawsuit and reviewed the
motions and exhibits submitted in support and entered the
order. We find no error. Point III is denied.
order denying the Motion for Order Revoking, or in the
Alternative, Modifying and Changing Interlocutory Order
Appointing a Receiver is affirmed.
Burrell, P.J., - Concurs
W. Lynch, J., - Concurs
CIRCUIT COURT OF GREENE COUNTY, MISSOURI
SOLUTIONS USA, LLC, Plaintiff, v.
GROVE FARMS, LLC, a Missouri limited liability company, LEON
RINEHART, TED DAHLSTROM, CAROL DAHLSTROM, CURTIS HALL, LISA
HALL, and KYLE BOUNOUS, Defendants.
WARREN RUSSELL & SCHEER LLP S. Jacob Sappington #51810
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