Battery Alliance, Inc. v. Allegiant Power, LLC, W2015-02389-COA-R3-CV

Battery Alliance (TN corp.) sued former officers/employees and a Florida LLC, Allegiant Power (FL), after several key employees resigned and formed Allegiant Power to compete; Plaintiffs also created a Tennessee LLC using the same name.
Plaintiffs alleged trademark/infringement, breach of fiduciary duty, trade-secret misuse, tortious interference, conversion, TCPA/Lanham Act claims, and sought injunctive relief.
Defendants (FL Allegiant and individual ex-employees) answered and filed counterclaims, including that TN filings interfered with FL Allegiant’s ability to do business in Tennessee.
Defendants moved for summary judgment after discovery; the trial court announced it would grant the motion and instructed defense counsel to draft a proposed order before stating the court’s legal grounds.
Trial court entered summary judgment for Defendants and denied Plaintiffs’ motions to dismiss FL Allegiant’s counterclaim and to compel further discovery; Plaintiffs appealed.

Issue	Plaintiff's Argument	Defendant's Argument	Held
1. Whether FL Allegiant’s counterclaim must be dismissed for lacking certificate of authority	FL Allegiant transacted business in TN without authority and thus cannot maintain suit	FL Allegiant may defend an action and assert counterclaims despite lacking certificate	Court affirmed denial of dismissal: statutes permit foreign LLC to defend and assert counterclaims
2. Whether trial court complied with Tenn. R. Civ. P. 56.04 when granting summary judgment	Court violated Rule 56.04 by directing prevailing counsel to draft order before stating legal grounds; decision must be vacated/remanded	Judicial economy favors leaving the judgment intact; proposed template mirrored eventual order	Court vacated summary judgment and remanded: trial court failed to state legal grounds prior to requesting proposed order (Smith controlling)
3. Whether denial of Plaintiffs’ second motion to compel was proper after court announced intent to grant summary judgment	Denial based on an announced (but undocumented) grant of summary judgment was premature and effectively barred needed discovery	Trial court reasonably declined extra discovery because it intended to grant summary judgment	Court vacated denial of motion to compel and remanded for merits consideration because grant of summary judgment was vacated

Rye v. Women’s Care Ctr. of Memphis, 477 S.W.3d 235 (Tenn. 2015) (standards for summary judgment and appellate de novo review)
Smith v. UHS of Lakeside, Inc., 439 S.W.3d 303 (Tenn. 2014) (trial court must state legal grounds under Tenn. R. Civ. P. 56.04 before requesting prevailing party to draft order)
Konvalinka v. Chattanooga-Hamilton Cnty. Hosp. Auth., 249 S.W.3d 346 (Tenn. 2008) (abuse of discretion standard for discovery rulings)
Trau-Med of Am., Inc. v. Allstate Ins. Co., 71 S.W.3d 691 (Tenn. 2002) (standards for Rule 12.02(6) motions to dismiss)
Bright v. Westmoreland Cnty., 380 F.3d 729 (3d Cir. 2004) (importance of written judicial reasoning and opinions)