155 So. 3d 155
La. Ct. App.2014Background
- Rhyne and Trauth sold Preheat to OMNI under a Stock Purchase and Sale Agreement that included promissory notes payable unless a seller resigned or was terminated for cause; disputes arose after Rhyne’s termination and Trauth’s alleged resignation.
- Plaintiffs sued various parties (OMNI, several OMNI directors, XL Specialty, Richard Mager, Cove) in multiple forums; claims against OMNI and directors in their official capacity were dismissed in St. Martin Parish for improper venue/lis pendens (April 26, 2011).
- Remaining claims transferred to Lafayette Parish and consolidated with an earlier Lafayette action; only alleged acts by three directors (Sciotto, Colson, Gerevas) outside their director capacity and claims against XL Specialty remained.
- Defendants filed exceptions of no cause of action (and later summary judgment by XL); plaintiffs filed an exception of lack of jurisdiction arguing the trial court was divested while a related order in the consolidated case was on appeal.
- At consolidation hearing plaintiffs’ counsel (Toce) made an on-the-record statement that plaintiffs had no claims against the three directors outside their director capacity.
- Trial court (April 14, 2014) denied the jurisdictional exception, granted the no-cause/no-right disposition as to the remaining directors, and granted summary judgment for XL; the court of appeal affirmed and assessed costs to appellants.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether trial court was divested of jurisdiction over Lafayette II while an appeal in the consolidated Lafayette I was pending | Rhyne/Trauth: appeal in Lafayette I necessarily divested the trial court of jurisdiction over related venue/merits in Lafayette II | Defendants: consolidation does not merge cases; issues not reviewable on appeal in Lafayette I remained with trial court | Held: Trial court retained jurisdiction — the appealed order did not divest it of matters in Lafayette II |
| Whether appellants may press attack on April 26, 2011 St. Martin venue/lis pendens judgment | Rhyne/Trauth: challenge the 2011 judgment dismissing certain parties for improper venue | Defendants: 2011 judgment as to dismissed parties was final or reviewable only via timely supervisory writ; plaintiffs waived relief by not seeking writ/appeal | Held: Arguments about the 2011 judgment stricken — plaintiffs failed to timely seek supervisory review |
| Whether petition stated a cause/right of action against Sciotto, Colson, Gerevas in their individual (non-director) capacities | Rhyne/Trauth: asserted tortious-interference and related claims against these individuals outside director capacity | Defendants: plaintiffs’ petition did not state claims against the individuals apart from director acts; plaintiffs’ counsel confessed no such claims | Held: No right of action (judicial confession) — remaining director-defendants dismissed |
| Whether XL Specialty was liable under its policy for remaining claims | Rhyne/Trauth: asserted coverage exposure for XL | XL Specialty: policy insures OMNI and insured persons; with all director claims dismissed there is no covered exposure | Held: Summary judgment for XL affirmed — no potential coverage remained |
Key Cases Cited
- Gandy v. Key Realty, L.L.C., 128 So.3d 678 (La. App. 3 Cir.) (standard and de novo review for jurisdictional exceptions and appeal divestiture principles)
- Dendy v. City Nat. Bank, 977 So.2d 8 (La. App. 1 Cir.) (consolidated cases retain separate procedural status)
- Davis v. Am. Home Prods. Corp., 654 So.2d 681 (La.) (consolidation does not merge parties or appeals)
- Darouse v. Mamon, 201 So.2d 362 (La. App. 1 Cir.) (appeal in one consolidated proceeding does not benefit other joined actions)
- Jeansonne v. New York Life Ins. Co., 11 So.3d 1160 (La. App. 5 Cir.) (finality under La. C.C.P. art. 1915 when party is completely dismissed)
- Land v. Vidrine, 62 So.3d 36 (La.) (venue rulings require timely supervisory writ; failure to seek writ waives objection)
- Arcadian Corp. v. Olin Corp., 698 So.2d 9 (La. App. 3 Cir.) (exception of no right of action allows consideration of evidence regarding plaintiff’s legal interest)
- Roy O. Martin Lumber Co. v. Saint Denis Securities Co., 72 So.2d 257 (La.) (purpose of exception of no right of action)
- Compensation Specialties, L.L.C. v. New England Mut. Life Ins. Co., 6 So.3d 275 (La. App. 1 Cir.) (counsel responses may constitute judicial confessions)
- Samaha v. Rau, 977 So.2d 880 (La.) (de novo review standard for summary judgment)