Meyer v. Christie
634 F.3d 1152
10th Cir.2011Background
- Dovetail and Meyer/Pratt alleged an oral joint venture to develop a Junction City, Kansas, housing project; parties called the venture Junction City Partners and planned to share ownership and profits; Christie and Glenn would purchase via D.J. Christie, Inc., then transfer to the venture; project titled The Bluffs; anticipated city incentives up to $15 million; The Bluffs, LLC later formed by Christie/Glenn with new owners; plaintiffs pursued multiple Kansas-law claims resulting in a $9+ million verdict and $100 punitive damages; district court entered judgment accordingly; appeal followed.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Standing to sue for civil conspiracy | Dovetail had independent tort claim; third‑party beneficiary status supports conspiracy | Dovetail lacked independent tort; no standing as third‑party to sue | Dovetail lacked standing; conspiracy claim reversed for Dovetail |
| The Bluffs LLC's liability for conspiracy | The Bluffs participated; liable under Kansas conspiracy theory | No independent tort by The Bluffs; no conspiracy liability | The Bluffs not liable for civil conspiracy; reverse judgment against The Bluffs on conspiracy claim |
| Existence of a joint venture | Evidence showed intention to form a joint venture and shared control | Terra Venture factors insufficient; no joint venture | Sufficient evidence of a joint venture; de novo review reversed Terra Venture limitation |
| Statute of Frauds applicability | S&O does not bar joint venture obligations; partnerships excluded | Land transfer under subsidiary agreement would trigger SOF | SOF does not bar claims or damages; does not apply to joint venture obligations |
| Wrongful dissociation | Dissociation before completion breached agreement and fiduciary duty | Dissociation at will; no breach | Judgment for plaintiffs on wrongful dissociation affirmed |
Key Cases Cited
- Pepsi-Cola Bottling Co. of Pittsburg, Inc. v. Pepsico, Inc., 431 F.3d 1241 (10th Cir. 2005) (conspiracy requires independent tort)
- Terra Venture, Inc. v. JDN Real Estate Overland Park, L.P., 443 F.3d 1240 (10th Cir. 2006) (five-factor joint-venture test; not automatic)
- Shoemake v. Davis, 73 P.2d 1043 (Kan. 1937) (joint venture factors; knowledge of profits sharing)
- Potucek v. Blair, 270 P.2d 240 (Kan. 1954) (SOF not applied to joint venture obligations)
- Goben v. Barry, 676 P.2d 90 (Kan. 1984) (evidence of profit sharing supports joint venture)
- Rainbow Travel Serv., Inc. v. Hilton Hotels Corp., 896 F.2d 1233 (10th Cir. 1990) (damages precluding precise computation may still be recoverable)