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Macon Electric Cooperative v. Wooldridge

United States District Court, E.D. Missouri, Northern Division

September 13, 2019

KENNETH L. WOOLDRIDGE et al., Defendants.



         This case is the latest lawsuit involving Kenneth Wooldridge's time as a board member on the Macon Electric Cooperative (MEC). Wooldridge spent 35 years as an MEC board member before being ousted under extremely contentious circumstances after he started dating MEC employee Kathryn Smith. The relationship was disclosed to board members, but after Smith was denied a raise and began complaining of discrimination, various board members decided Wooldridge needed to go. Because of his relationship with Smith, Wooldridge was excused from certain closed meetings where the board members discussed Smith's allegations with MEC counsel Andrew Sporleder. Wooldridge surreptitiously recorded these meetings, listened to the recordings, and then provided them to Smith and her attorney, defendant George Smith, to assist them in Smith's prosecution of a discrimination claim against MEC.

         Smith filed her lawsuit in this Court, Smith v. Macon Electric Cooperative, et al., Case Number 2: 16 CV 57 ERW. During a December 8, 2016 scheduling conference in the Smith case, attorney Smith first disclosed the existence of the recordings. He did not, however, disclose who made the recordings. The 14 audio recordings were later produced to MEC by attorney Smith pursuant to court order on January 27, 2017. [Doc. # 76-1 in Case No. 2: 16 CV 57 ERW]. It was not revealed that Wooldridge made the tapes until he filed an affidavit in the Smith case on April 13, 2017. [Doc. # 69-3 in Case No. 2: 16 CV 57 ERW].[1]

         By the time it was learned that Wooldridge had made the tapes, he had filed a discrimination lawsuit of his own against MEC, Wooldridge v. Macon Electric Cooperative, et al., Case Number 2: 16 CV 87 HEA (the Wooldridge case). Wooldridge named as defendants MEC, individual board members, and MEC manager (and alleged harasser of Kathryn Smith) Doug Drake. Sporleder was not named as a defendant. Attorney Smith also represented Wooldridge. Wooldridge brought federal claims of retaliation under Title VII and the ADEA, as well as state law claims for retaliation and discrimination under the Missouri Human Rights Act (MHRA) and defamation. Wooldridge claimed that he was subject to retaliatory treatment and discrimination because he opposed MEC's unlawful treatment of Smith. The retaliatory and discriminatory treatment about which he complained included being excluded from the same board meetings he secretly taped.

         The defendants in the Wooldridge case filed their answers on February 6, 2017, before learning of the tapes. [Docs. # 31-40 in Case Number 2: 16 CV 87 HEA]. After the existence of the tapes came to light in the Smith case and it was finally determined that Wooldridge made the tapes, defendants in the Wooldridge suit moved for sanctions against Wooldridge for his illicit taping of closed board meetings. The presiding judge in that case, the Honorable Henry E. Autrey, agreed that sanctions were warranted for Wooldridge's conduct, and he accordingly dismissed Wooldridge's complaint with prejudice “based upon [Wooldridge's] repeated willful interception of attorney-client conversations over an extended period of time and the improper use of his position as a Board member of the disclosure of a privileged communication.” [Doc. # 83 in Case Number 2: 16 CV 87 HEA]. Wooldridge did not appeal that dismissal. See Wooldridge v. Macon Electric Coop, Case No 2:16CV87 HEA, 2018 WL 4333609 (E. D. Mo. Sept. 11, 2018).

         After the dismissal of the Wooldridge case by Judge Autrey, the MEC, its individual board members (Laure Baker, Harold Beach, Larry Robuck, George Saunders, Kemper Walker, Glenda Wood), Drake, and Sporleder filed the instant case against Wooldridge and attorney Smith, asserting federal question jurisdiction under the Federal Wiretap Act, 18 U.S.C. § 2510, et seq. They also bring state law claims against both defendants arising from the unauthorized taping of MEC board meetings. The state law claims include breach of fiduciary duty, invasion of privacy and fraud against Wooldridge, and a conspiracy claim against Wooldridge and attorney Smith.

         Wooldridge and attorney Smith have each filed motions to dismiss the complaint under Federal Rule of Civil Procedure 12(b)(6). Attorney Smith has also filed a separate motion for summary judgment. Wooldridge's motion and attorney Smith's motions raise the same legal arguments and will accordingly be addressed together. Defendants argue that MEC, Drake, and the board members should have raised their claims as compulsory counterclaims in the Wooldridge case, and their failure to do so bars them from raising them now.[2] Defendants also argue that all of the plaintiffs' claims (including Sporleder's) are barred by the doctrines of res judicata and collateral estoppel and should be dismissed. I will deny the motions, as these claims are not barred by the doctrines of collateral estoppel or res judicata and they were not required to be brought as compulsory counterclaims to Wooldridge's suit.


         The purpose of a Rule 12(b)(6) motion to dismiss for failure to state a claim is to test the legal sufficiency of a complaint so as to eliminate those actions “which are fatally flawed in their legal premises and deigned to fail, thereby sparing the litigants the burden of unnecessary pretrial and trial activity.” Young v. City of St. Charles, 244 F.3d 623, 627 (8th Cir. 2001). To survive a Rule 12(b)(6) motion to dismiss, a complaint must contain “enough facts to state a claim to relief that is plausible on its face.” Ashcroft v. Iqbal, 556 U.S. 662, 678, (2009) (quoting Bell Atl. Corp. v. Twombly, 550 U.S. 544, 570 (2007)).

         In determining whether summary judgment should issue, the Court must view the facts and inferences from the facts in the light most favorable to the nonmoving party. Matsushita Elec. Indus. Co., Ltd. v. Zenith Radio Corp., 475 U.S. 574, 587 (1986); Littrell v. City of Kansas City, Mo., 459 F.3d 918, 921 (8th Cir. 2006); Woods v. DaimlerChrysler Corp., 409 F.3d 984, 990 (8th Cir. 2005). The moving party has the burden to establish both the absence of a genuine issue of material fact and that it is entitled to judgment as a matter of law. Fed.R.Civ.P. 56(c); Anderson v. Liberty Lobby, Inc., 477 U.S. 242, 247 (1986); Celotex Corp. v. Catrett, 477 U.S. 317, 322 (1986); Enterprise Bank v. Magna Bank, 92 F.3d 743, 747 (8th Cir. 1996).

         Compulsory Counterclaims

         Rule 13(a) of the Federal Rules of Civil Procedure governs compulsory counterclaims. It provides in relevant part that “[a] pleading must state as a counterclaim any claim that-at its time of service-the pleader has against an opposing party if the claim: (A) arises out of the transaction or occurrence that is the subject matter of the opposing party's claim . . . .” Fed.R.Civ.P. 13(a). See Southern Constr. Co. v. United States ex rel. Pickard, 371 U.S. 57, 60 (1962) (Rule 13(a) was “designed to prevent multiplicity of actions and to achieve resolution in a single lawsuit of all disputes arising out of common matters.”). The Eighth Circuit Court of Appeals “has recognized the ‘logical relation' test as one of four that federal courts have applied” to determine if a counterclaim is compulsory. Tullos v. Parks, 915 F.2d 1192, 1195 (8th Cir. 1990) (citing Cochrane v. Iowa Beef Processors, 596 F.2d 254, 264 (8th Cir. 1979)); Stockdall v. TG Investments, Inc., 129 F.Supp.3d 871, 877 (E.D. Mo. 2015).

         Defendants argue that the claims of all plaintiffs except Sporleder are barred because they should have been brought as compulsory counterclaims in the Wooldridge case. According to defendants, plaintiffs' claims in this case and the claims raised in the Wooldridge case arise out of the same transaction or occurrence because both cases concern the board's treatment of Wooldridge and Wooldridge's employment with MEC. Defendants arguments are unavailing, as the only relationship between the claims raised in the Wooldridge case and those raised in the instant case is that they both involve similar parties and Wooldridge's time on the MEC Board. Yet a modicum of factual commonality does not demonstrate that plaintiffs' claims were compulsory counterclaims in the Wooldridge case. Additionally, the operative facts surrounding defendants' misconduct were not discovered until well after the Wooldridge case - and defendants' answers - were filed. Moreover, Wooldridge's employment discrimination claims do not arise out of the same operative facts as his surreptitious recording of MEC board meetings, which form the basis of plaintiffs' claims here. Therefore, plaintiffs' claims in this case are not barred under Fed. Civ. P. Rule 13(a).

         Basic principles of fairness also dictate against a finding that plaintiffs' claims were compulsory counterclaims in the Wooldridge case. Defendants did not affirmatively disclose who made the tapes or attorney Smith's involvement with the tapes until April of 2017, well after MEC and MEC's board members filed their answers in February of 2017. Given the manner in which defendants' misconduct came to light during the Wooldridge case, it would be manifestly unjust to have required the plaintiffs to have brought the claims raised here as ...

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