Utah Resources International, Inc. v. Mark Technologies Corp., 2014 UT 60

Background

In June 2004 URI completed a share consolidation; dissenters MTC and Hansen sought statutory fair-value payment and the district court (May 2012) awarded principal plus 10% annual compound interest. URI appealed the valuation separately.
URI moved under Utah R. Civ. P. 62 to stay execution pending appeal and proposed depositing principal plus three years’ interest (the presumptive security). The court granted that stay conditioned on the presumptive deposit.
URI sent a May 31 email to the Dissenters proposing to pay the judgment directly if the parties stipulated (preserve appeal rights, stay judgment, release liens, waive further interest, require repayment if reversed, and file satisfaction if affirmed). No finalized stipulation was executed.
URI filed an amended motion asking the district court to permit depositing only the then-owed principal (no future interest) and to abate interest effective June 11, 2012 (the date URI claims it tendered payment). The district court denied the amended motion.
URI later paid partial amounts and placed remaining funds in a bank account; it did not file a Rule 58B satisfaction motion. This appeal challenges the district court’s refusal to abate interest and to accept the lesser security.

Issues

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether a district court may abate postjudgment interest or approve security excluding accrued/future interest under Utah R. Civ. P. 62	URI: Rule 62 permits courts to approve alternative security; court should accept lesser security (no future interest) because URI offered payment/tender	Dissenters: Rule 62 requires security adequate to protect creditor; excluding interest fails to protect creditor	Court: Rule 62 does not authorize abatement of interest; trial court properly required security that adequately protects creditor and could not abate interest under Rule 62
Whether Rule 60(b)(5) authorizes abatement of interest and whether URI preserved that argument below	URI: Alternatively, relief could be granted under Rule 60(b)(5) because continued compounding became inequitable after the Dissenters rejected URI’s offer	Dissenters: URI never invoked Rule 60(b) in district court; even if considered, Rule 60(b)(5) targets prospective/declaratory relief (e.g., injunctive decrees), not remedial interest on a money judgment	Court: URI never sought relief under Rule 60(b) below; even if considered, Rule 60(b)(5) is not a proper vehicle to abate statutory postjudgment interest on a remedial money judgment
Whether URI’s communications constituted a valid tender that would stop interest accrual and permit satisfaction under Rule 58B	URI: Its May 31 communication and later partial payments show an intent to tender; tender should abate interest as of June 11, 2012	Dissenters: The email was a negotiation, not an unconditional production of funds; no valid tender or Rule 58B satisfaction motion was filed	Court: No valid tender occurred (no actual production of unconditioned payment); interest did not abate; to stop interest URI had to tender full payment and then seek satisfaction under Rule 58B

Key Cases Cited

Olympia Equip. Leasing Co. v. W. Union Tel. Co., 786 F.2d 794 (7th Cir.) (district court discretion in approving alternative security under stay rule)
Metro. Water Dist. v. Sorf, 304 P.3d 824 (Utah 2013) (abuse-of-discretion standard for postjudgment relief)
Workers Comp. Fund v. Argonaut Ins. Co., 266 P.3d 792 (Utah 2011) (must invoke correct postjudgment rule; courts will not recharacterize motion on appeal when district court denied relief)
Fitzgerald v. Corbett, 793 P.2d 356 (Utah 1990) (elements of valid tender and rule that appeal does not stop interest absent tender)
Zion's Properties, Inc. v. Holt, 538 P.2d 1319 (Utah 1975) (preliminary negotiations insufficient to constitute valid tender)
Cahoon v. Cahoon, 641 P.2d 140 (Utah 1982) (finality principles for postjudgment orders)