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421 P.3d 187
Idaho
2018
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Background

  • Lunneborg was hired as COO of My Fun Life (MFL) in April 2014; his written offer said employment was at-will but provided six months’ salary as severance if terminated without cause.
  • Lunneborg continued consulting for his former employer OxyFresh while working at MFL with Edwards’ knowledge; negotiations over a consulting agreement were never finalized.
  • Edwards (sole shareholder/director) terminated Lunneborg in July 2014, citing failure to develop nutritional products and an alleged restrictive consulting agreement with OxyFresh; Edwards refused to pay the $60,000 severance.
  • Lunneborg sued for breach of contract and under the Idaho Wage Claims Act; the district court found termination was without cause, awarded $60,000 trebled to $180,000, attorney fees, and pierced MFL’s corporate veil to hold Dan Edwards and his wife Carrie (a non‑shareholder officer) personally liable.
  • The district court found extensive commingling of funds, lack of corporate formalities, self-dealing distributions, and that Carrie exercised significant control over MFL’s finances; MFL had nearly no assets when it later filed bankruptcy.
  • Defendants appealed, arguing the termination was for cause, veil piercing was improper (especially as to non‑shareholder Carrie), and the attorney‑fee award was excessive.

Issues

Issue Lunneborg's Argument Edwards' Argument Held
Whether termination was for cause Termination lacked objective support; reasons were pretextual Edwards had cause and courts should defer to employer’s findings Court affirmed: trial court’s factual findings supported that termination was without cause under an objective good‑faith standard
Whether to pierce MFL’s corporate veil Veil piercing warranted due to unity of interest, commingling, lack of formalities, and inequity if corporate form insulated Edwards Corporate form should be respected; no basis to hold owners personally liable Court affirmed: equitable veil piercing appropriate under Idaho law (unity of interest + inequitable result)
Whether non‑shareholder officer (Carrie) can be reached Carrie exercised control and commingled funds; shareholder status not required Carrie not an owner; her separate property should not be reachable Court adopted majority rule: shareholder status not prerequisite; affirmed piercing as to Carrie based on her control and conduct
Attorney fees below and on appeal Fees recoverable under Idaho Wage Claims Act and Idaho Code §12‑120(3); fees on appeal requested Amount excessive given short trial Court affirmed fee award: trial court reasonably applied I.R.C.P. 54(e)(3) factors and reduced requested fees; appellate fees awarded under §12‑120(3)

Key Cases Cited

  • Griffith v. Clear Lakes Trout Co., 143 Idaho 733 (Idaho 2007) (standards for reviewing court‑trial findings)
  • Rosecrans v. Intermountain Soap & Chem. Co., 100 Idaho 785 (Idaho 1980) (good‑cause termination is a factual question)
  • C.R. Crowley, Inc. v. Soelberg, 81 Idaho 480 (Idaho 1959) (conflicting evidence and breach issues are for trier of fact)
  • Metcalf v. Intermountain Gas Co., 116 Idaho 622 (Idaho 1989) (employer must show employee did something wrong to justify termination)
  • Kelly v. Wagner, 161 Idaho 906 (Idaho 2017) (support for substantial‑evidence review and deference to factfinder)
  • Wandering Trails, LLC v. Big Bite Excavation, Inc., 156 Idaho 586 (Idaho 2014) (alter‑ego/veil piercing is an equitable matter; two‑part test)
  • Hull v. Giesler, 163 Idaho 247 (Idaho 2018) (clarifies discretionary review standard)
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Case Details

Case Name: Lunneborg v. My Fun Life, Corp.
Court Name: Idaho Supreme Court
Date Published: Jun 28, 2018
Citations: 421 P.3d 187; 163 Idaho 856; Docket 45200
Docket Number: Docket 45200
Court Abbreviation: Idaho
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    Lunneborg v. My Fun Life, Corp., 421 P.3d 187