Winebow, Inc. v. Capitol-Husting Co., Inc.
867 F.3d 862
7th Cir.2017Background
- Winebow, Inc. (grantor/importer) terminated two Wisconsin wholesale distributors (Capitol-Husting and L’Eft Bank Wine) in 2015; distributors claim protection under the Wisconsin Fair Dealership Law (FDL).
- The FDL bars grantors from unilaterally terminating dealerships without "good cause"; historically applied where a "community of interest" existed between grantor and dealer.
- In 1999 the Wisconsin Legislature amended the FDL to create a per se category for "intoxicating liquor" dealerships (cross-referencing Wis. Stat. §125.02(8), which includes wine) and added §135.066 with industry-specific rules.
- Governor Thompson partially vetoed the budget bill: he removed the cross-reference to §125.02(8) in the per se dealership definition and left a provision in §135.066 defining "intoxicating liquor" as the §125.02(8) definition "minus wine." He explained in a veto message he intended to exclude wine from the intoxicating-liquor treatment.
- The district court held the per se "intoxicating liquor" dealership definition does not include wine; Winebow won judgment on the pleadings. The Seventh Circuit found the statutory text ambiguous and certified the dispositive question to the Wisconsin Supreme Court.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether "intoxicating liquor" dealerships under Wis. Stat. §135.02(3)(b) include wine dealerships | The "minus wine" definition in §135.066(2) excludes wine from the statutory meaning of "intoxicating liquor," so wine dealerships are not covered | The per se definition in §135.02(3)(b) still includes wine; "minus wine" is limited to §135.066 or is ambiguous and common usage shows wine is an "intoxicating liquor" | Court: Text is ambiguous; cannot confidently decide whether wine is included; certified the question to the Wisconsin Supreme Court |
Key Cases Cited
- Ziegler Co., Inc. v. Rexnord, Inc., 433 N.W.2d 8 (Wis. 1988) (interpreting the FDL and the statutory definition of "good cause")
- State ex rel. Wis. Senate v. Thompson, 424 N.W.2d 385 (Wis. 1988) (permitting amendatory vetoes that leave a workable law)
- Kalal v. Circuit Court for Dane County, 681 N.W.2d 110 (Wis. 2004) (statutory interpretation principles emphasizing text and context)
- Landwehr v. Landwehr, 715 N.W.2d 180 (Wis. 2006) (treating a governor's veto message as part of legislative history)
- Moe v. Benelli U.S.A. Corp., 743 N.W.2d 691 (Wis. 2007) (FDL jurisprudence by the Wisconsin Supreme Court)
- Benson v. City of Madison, 897 N.W.2d 16 (Wis. 2017) (recent FDL-related decision by the Wisconsin Supreme Court)