Winebow, Inc. v. Capitol-Husting Co., Inc.
914 N.W.2d 631
Wis.2018Background
- Winebow, an importer/distributor of wine, unilaterally terminated longstanding distributor relationships with Capitol‑Husting and L'Eft Bank in 2015; no written contracts prevented termination.
- The distributors claimed protection under the Wisconsin Fair Dealership Law (WFDL), which restricts grantors from terminating dealerships without "good cause."
- The Seventh Circuit certified the question whether the WFDL's definition of "dealership" in Wis. Stat. § 135.02(3)(b) covers wine grantor‑dealer relationships.
- The statutory dispute arose from 1999 amendments and the governor’s partial veto: § 135.02(3)(b) originally referenced ch. 125 definitions (which include wine), but § 135.066(2) as enacted states that "intoxicating liquor" means § 125.02(8) "minus wine."
- The Wisconsin Supreme Court analyzed whether the § 135.066(2) "minus wine" definition applies only to § 135.066 or to the entirety of chapter 135, determining which definition governs the meaning of "intoxicating liquor" for WFDL purposes.
Issues
| Issue | Plaintiff's Argument (Winebow) | Defendant's Argument (Distributors) | Held |
|---|---|---|---|
| Whether § 135.02(3)(b)'s "intoxicating liquor" dealership definition includes wine grantor‑dealer relationships | § 135.066(2) defines "intoxicating liquor" for chapter 135 as §125.02(8) "minus wine," so wine is excluded from WFDL protections | § 135.02(3)(b) references the ch.125 definition of "wholesaler" and thus imports §125.02(8), which expressly includes wine, so wine dealerships are covered | Court held that wine is excluded: §135.066(2)'s "minus wine" definition governs chapter 135, so wine grantor‑dealer relationships are not "dealerships" under §135.02(3)(b) |
Key Cases Cited
- Ziegler Co. v. Rexnord, 139 Wis. 2d 593 (Wis. 1987) (describing WFDL termination/good cause rule)
- State ex rel. Kalal v. Circuit Court for Dane County, 271 Wis. 2d 633 (Wis. 2004) (framework for statutory interpretation; plain‑meaning rule)
- Bank Mutual v. S.J. Boyer Construction, 326 Wis. 2d 521 (Wis. 2010) (same‑term‑throughout‑chapter canon)
- Baldewein Co. v. Tri‑Clover, Inc., 233 Wis. 2d 57 (Wis. 2000) (treatment of lower‑court interpretations in state review)
- Winebow, Inc. v. Capitol‑Husting Co., 867 F.3d 862 (7th Cir. 2017) (certified the question to the Wisconsin Supreme Court)