Lead Opinion
Racial stigmas and stereotypes are not impairing unless we internalize them. And there is no reason for us to do that when we know that the history of black culture in America is rich and reaffirming. We may live in a society that will only grudgingly and inconsistently acknowledge our equality, but that does not mean that we must live as if we are victims. I understand that avoiding the effects of racial stigmas and stereotyping is not always easy because many studies have shown that most people harbor implicit biases and even well-intentioned people unknowingly act on racist attitudes. However, this merely confirms that we alone cannot carry the burden of ameliorating racism in our country. This responsibility must be assumed by all good people without regard to race, sex, and ethnicity.[
This appeal requires us to consider whether it is plausible to believe that, in twenty-first century America, a municipal government may seek to contract with a minority-owned enterprise under some conditions, yet, on account of race, avoid contracting with a minority-owned company under other conditions.
In April 2013, Black Network Television Ad Agency, LLC (“BNT”), a minority-owned television network, was granted and then subsequently denied a $300,000 economic development loan from the City of Greensboro, North Carolina (“the City”), prompting BNT to file this action asserting a claim, among others, for racial discrimination pursuant to 42 U.S.C. § 1981. The City argued, in support of its motion to dismiss the complaint for failure to state a claim upon which relief could be granted, that its willingness to grant BNT a loan fully secured by a second-position lien on the personal residence of BNT’s principals, notwithstanding its unwillingness to grant BNT a loan fully secured by a third-position lien on that residence, foreclosed a claim of race discrimination as a matter of law. BNT responded that, to the contrary, the City’s refusal to make the loan was based upon stereotypes about the risk of lending to a minority business and that, at the pleading stage, its allegations suggesting the pretextual character of the City’s explanation for the denial of the loan are sufficient to survive a motion to dismiss under Federal Rule of Civil Procedure 12(b)(6). The district court agreed with the City’s arguments, concluded that BNT’s
We hold that the district court’s crabbed plausibility analysis, see Woods v. City of Greensboro, No. 1:14CV767,
I.
A.
We begin by summarizing the cardinal facts surrounding BNT’s application for, and the City’s ultimate denial of, the economic development loan. (Additional factual allegations are discussed infra pp. 647-50.) Throughout, we consider as true all well-pleaded allegations in the complaint, matters of public record, and documents attached to the motion to dismiss that are integral to the complaint and of unquestioned authenticity. Philips v. Pitt Cty. Mem’l Hosp.,
In April 2013, members of the City’s Economic and Business Development Office recommended that Michael and Ramona Woods (referred to by the parties, and hence herein, as “the Woods”) submit an application for a $300,000 ten-year economic development loan for their company, BNT, as part of the City’s economic development efforts. The Woods offered to secure the loan by way of a note and deed of trust to their home. On May 28, 2013, L.R. Appraisals, Inc., appraised the home at a value of $975,000.00 “resulting in equity well over the $300,000.00 loan, after consideration of all existing loans on the residence.” J.A. 14.
Pursuant to Greensboro Code of Ordinances Section 4.55, the City may make economic development loans only after receiving authorization from its nine-member elected City Council. On June 18, 2013, at a regularly scheduled meeting, the City Council considered a Resolution authorizing the City to enter into a loan agreement with BNT. The Resolution, which was drafted by the Greensboro City Attorney’s office, stated that the City’s interest would be secured by “no more than a second lien” on the real property and improvements. J.A. 15. Assistant City Manager of Economic Development, Andy Scott, discussed with the City Council in open session the financial statements of the Woods and the collateral requirements of the proposed loan agreement and “stated [to the Council] that the City would be placed in the second loan position on the residence
WHEREAS, the borrower is required to confirm compliance with the following conditions prior to the City’s loan closing to protect the public funds invested in the project;
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2) City will complete a title search confirming no additional liens are outstanding on the 5018 Carlson Dairy Road property that will secure the City’s loan beyond the first mortgage that is currently outstanding.
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3) City will confirm that the first mortgage balance does not exceed $509,000.
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8) City loan will be secured by a note and deed of trust with the City’s interest secured by no more than a 2nd lien on the real property and improvements located at 5018 Carlson Dairy Road.
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NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF GREENSBORO: The City of Greensboro is hereby authorized to execute the necessary note and agreements with BNT Ad Agency LLC in accordance with the above terms and conditions.
J.A. 92-93.
As it turned out, in addition to a first mortgage, the Woods had a home equity line of credit on the property. The City informed the Woods that the Resolution would have to be amended to reflect that the City’s security interest would be a third lien, rather than a second lien. On July 16, 2013, at a second meeting, the City Council considered modifying the Resolution. According to the minutes, the following occurred:
Assistant City Manager of Economic Development Andy Scott summarized the difference between the approved loan at the June 18 council meeting and the modifications made in the presented resolution; and spoke to the financial assessment of the Woods’ collateral in terms of loan repayment.
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Council discussed the capped equity limits by Carolina Bank; referenced three previous loans where the City had been in the third position; the desire to support minority owned small businesses; and concerns expressed about the City going from second to the third position in loan repayment.
City Attorney Shah-Khan advised that if Council chose to move forward with the transaction, it would be necessary to comply with the changes with what Council was now aware of; and stated the decision was a policy matter for Council.
Mayor Perkins stated there were speakers to the item.
George Hartzman ..., stated there was not enough equity in the property to fund the city’s portion of a potentially defaulted loan; and encouraged Council to respect their fiduciary responsibility to the taxpayers.
Mr. Scott stated there was sufficient collateral in the house based on the appraisal to support the loan.
Ramona Woods ... stated she had not intended to not disclose her loan positions; commented on Ashtae Products [sic] role in the Black NetworkTelevision; and provided a status report on marketing the television show.
Mayor Perkins clarified that the former resolution stated that the City would not take worse than a second mortgage.
J.A. 129. The City Council then voted not to modify the Resolution to make a loan secured by a third-position lien, but left in effect the original Resolution and its terms. Subsequently, on February 18, 2014, the City Council officially revoked the Resolution authorizing the City to enter into a loan agreement with BNT.
B.
The Woods and BNT filed suit in federal district court alleging violations of 42 U.S.C. §§ 1981, 1983, and 1986, the Equal Protection and Due Process clauses of the Fourteenth Amendment and the North Carolina Constitution, as well as state law claims for breach of contract, civil conspiracy, and unfair and deceptive trade practices. The district court dismissed all of the Woods’ and BNT’s claims. See Woods,
The court considered together the plaintiffs’ claims that the City discriminated against them on the basis of race by failing to modify the terms of the Resolution to provide BNT a loan. Id. at *8. The court first concluded that the Woods and BNT did not have standing to assert discrimination claims on the alleged facts. Id. at *7-8. The court also concluded that the plaintiffs failed to plausibly allege discrimination based upon race. Id. at *9. Specifically, the court reasoned that the plaintiffs failed to allege the existence of valid comparators, which in its view was essential to allegations of intentional disparate treatment. Id. at *10. The court also reasoned that it could not infer an intent to discriminate where “the initial Resolution was approved in part because Plaintiffs are minorities.” Woods,
BNT, alone, timely appealed the court’s dismissal of its claim that the City discriminated against it in violation of § 1981.
II.
A.
We first address BNT’s appeal of the district court’s determination that it lacked standing to assert a claim under § 1981. We review this question of law de novo. Frank Krasner Enters., Ltd. v. Montgomery Cty.,
The district court reasoned that under our decision in Carnell Construction Corporation v. Danville Redevelopment & Housing Authority,
Section 1981 protects all persons from racial discrimination in making and enforcing contracts. 42 U.S.C. § 1981.
In Carnell, we adopted the Thinket approach, holding that if a corporation has acquired an imputed racial identity, it falls within the statutory zone of interest and may bring an action under § 1981. Carnell,
Other cases make clear that certification is not a requirement to establish standing under § 1981.
Circumstances in which a corporate entity may bring suit under Section 1981 include cases in which a corporation is owned entirely by shareholders of a single race, ... cases in which a corporation has acquired a protected identity pursuant to a government designation, ... or cases in which a corporation is ‘established for the very purpose of advancing minority interests’....
New Louisiana Holdings, LLC v. Arrowsmith,
In this case, the operative complaint alleges that BNT is entirely owned and led by a protected minority group and represented itself as a minority business enterprise when it sought to contract with the city. See, e.g., J.A. 16 (BNT is “a minority-owned limited liability company"). While BNT does not allege that it was certified as such under the law of North Carolina, it need not do so in order to establish standing.
B.
We next review the district court’s dismissal for failure to state a claim upon which relief can be granted. See Fed. R. Civ. P. 12(b)(6). We review dismissals under Federal Rule of Civil Procedure 12(b)(6) de novo. E.I. du Pont de Nemours & Co. v. Kolon Indus., Inc.,
1.
As a preliminary matter, the parties dispute the correct pleading standard. BNT argues that it has sufficiently pleaded a race discrimination claim and that it was not required to plead a prima facie case. Appellant’s Br. 10. BNT relies on Swierkiewicz v. Sorema N.A.,
In Swierkiewicz, the plaintiff alleged discrimination based on his age and national origin in violation of the Age Discrimination in Employment Act of 1967 and Title VII of the Civil Rights Act of 1964.
In Bell Atlantic Corp. v. Twombly, the Supreme Court announced a new pleading standard.
In Iqbal, the Court made clear that this heightened standard applied to all civil actions, including claims of discrimination. Id. at 684,
Following the Supreme Court’s decisions in Iqbal and Twombly, we of course have had several occasions to explicate the new pleading standards. We did so, for example, in an employment discrimination case, McCleary-Evans v. Maryland Department of Transportation,
The correct application of the above principles is straightforward. BNT need not plead facts sufficient to establish a prima facie case of race-based discrimination to survive a motion to dismiss, but as the City argues, the more stringent pleading standard established in Iqbal and Twombly applies, not the superseded standard that BNT cited in its brief. See Twombly.
2.
Finally, we consider whether BNT has offered sufficient factual allegations to support a plausible claim that the City acted, ‘pretextually, on the basis of insufficient security (or, perhaps put differently, on the basis of an arguably irrational insistence on taking a “second lien” position without regard for the level of security supporting the requested loan) or, instead, actually on the basis of race. At this stage, BNT need only allege sufficient “factual matter (taken as true) to suggest” a cognizable cause of action. Twombly,
BNT argues that the City Council refused to modify the terms of the Resolution “to allow Defendant Greensboro to take a third, but fully secured, position” for discriminatory reasons. J.A. 17. Unlike the allegations before the court in McCleary-Evans, BNT pleaded allegations beyond “a sheer possibility that a defendant has acted unlawfully,” Iqbal,
First, BNT alleges that a June 2012 “Disparity Study for the Minority/Women Business Enterprise Program” demonstrates that of $92.4 million in economic development expenditures, less than $200,000 — or .2% — was disbursed to minority businesses, despite the fact that the City is over 40% African-American. Appel
Second, BNT alleges that, as a practical matter, there was no difference in risk between a third-position lien and second-position lien because there was sufficient equity in the property to fully secure the City’s loan under either condition. This does not seem to be in dispute and, in fact, was stated in the open session during the July City Council meeting. But even if it could be disputed at some appropriate stage of these proceedings, this case had not arrived at that stage when the district court dismissed the case. We do not doubt that there may yet be sound, rational reasons why the City has insisted that it must take no worse than a second lien position in these circumstances, but again, that kind of factual exploration must await discovery and, if appropriate, summary judgment proceedings. However sound the City’s position may be, there is nothing self-evident on the face of the City’s position that is material to BNT’s claim of pretext.
Whether the City’s nondiscriminatory explanation for rejecting the third-lien position is in fact pretext is a question to be analyzed under the long-familiar shifting burdens regime of McDonnell Douglas v. Green,
Viewed in the light most favorable to BNT, the operative complaint contains allegations of fact which undermine the City’s explanation for rejecting the loan, in particular the allegation that there was sufficient equity to secure the loan whether the second or third lien condition applied. The City has not yet disputed this allegation for it, has yet to file its answer to the complaint. There may well be, of course, other reasons that the City decided to deny the loan, such as a general unwillingness to change the terms of a resolution once it has been adopted, or perhaps a concern that BNT had failed to disclose important information, e.g., the existence of the second lien. The question is not whether there are more likely explanations for the City’s action, however, but whether the City’s impliedly proffered reason — that a third-positon lien presented too great a risk—is so obviously an irrefutably sound and unambiguously nondiscriminatory and non-pretextual explanation that it renders BNT’s claim of pretext implausible. See Houck v. Substitute Tr. Servs., Inc.,
Third, and even if the above considerations were deemed insufficient to nudge the claim over the plausibility threshold, BNT actually alleges particular examples of how the City has treated similarly situated white businesses differently. BNT alleges that the City accepted third-position liens as collateral in other contemporary deals with nonminority firms. Specifically, in January 2013, the City Council voted to give an $850,000 loan to Kotis Holdings, a nonminority developer, which was secured by a third-place lien on a private residence.
BNT also alleges that the City was generally more willing to afford accommodating treatment to non-African-American/Hispanic companies. According to BNT’s allegations (taken as true), the City provided nonminority company Gerbing a $125,000 grant without amending its policy to create a new incentive program. In another example, Mel’s Pressure Washing, a nonminority company, received $450,000 in business over a six-year period without any contract on record or a bid approval for the work that was done. In addition, BNT alleges that the City entered into other deals with nonminority businesses that had a history of default, and therefore carried greater default risks. For example, the City allegedly provided a $2,000,000 forgivable loan to a nonminority borrower, Self Help, as well as a second installment of $100,000 to Greensboro Parking Group, LLC, a nonminority company that had defaulted in the past. BNT also alleges that the City converted the nonminority-owned Nussbaum Center for Entrepreneurship’s twenty-year $1,275,000 loan into a grant, despite the fact that it had defaulted on two initial loans. BNT asserts it had no such history or suggested risk of default, and that the City’s refusal to modify its resolution, despite its continued willingness to work with defaulted nonminority entities, evidences disparate treatment based on race. These allegations support an inference of disparate treatment at this stage.
There’s yet more. BNT alleges that the City has backed out of commitments to other minority companies, but does not treat white companies this way. In support of this assertion, BNT alleges that in 2014, the City Council attempted to renege on a $1.5 million dollar loan given to the International Civil Rights Museum, relying on a technicality that the documents on the loan were never signed, despite the fact that the City had already paid out $750,000 of the loan. The Civil Rights Museum’s interim Chairwoman, Deena Hayes, stated that “there seems to be a higher standard” when it comes to the City lending to African-American companies. J.A. 19.
The district court reasoned that “many of the allegedly similarly situated businesses proffered by [BNT] are not valid comparators.” Woods,
So viewed, we decline to credit this reasoning. While differences exist between the facts alleged in the case at bar and each of the comparative exemplars that BNT offers, as would be expected, eviden-tiary determinations regarding whether the comparators’ features are sufficiently similar to constitute appropriate comparisons generally should not be made at this point. See Swierkiewicz,
3.
Central to the district court’s analysis was its conclusion that since “the initial Resolution was approved in part because [BNT’s principals] are minorities, it is implausible that they were later denied a loan because of the same consideration.” Id. at *8. We disagree. We break no new ground in observing that it is not implausible that the City was willing to contract with BNT on one set of terms, but, on account of race, it was unwilling to contract with BNT on another set of terms, although nonminority firms might meet with approval under both regimes.
A claim similar to BNT’s was recognized in Williams v. Staples, Inc.,
Id. We concluded that Williams had presented sufficient evidence to establish that Staples’s refusal to take his check was a pretext for unlawful discrimination in violation of § 1981, id. at 670, even though Staples would sell to black customers if they did not use checks. Invidious discrimination steeped in racial stereotyping is no less corrosive of the achievement of equality than invidious discrimination rooted in other mental states.
We have previously admonished district courts, albeit in unpublished, non-prece-dential decisions, that imposing unique burdens or stereotypical expectations on an individual based on her membership in a protected group is illicit discrimination, even though the defendant may not discriminate consistently against every woman or minority under all conditions. See, e.g., Wagner v. Dillard Dep’t Stores, Inc.,
It is well established that an actor may consider another individual’s race or gender to be an asset in some circumstances but a motivation for unlawful discrimination in other circumstances. See, e.g., Price Waterhouse v. Hopkins,
In reaching our conclusion, we note that discrimination claims are particularly vulnerable to premature dismissal because civil rights plaintiffs often plead facts that are consistent with both legal and illegal behavior, and civil rights cases are more likely to suffer from information-asymmetry, pre-discovery. See, e.g., Suzette M. Malveaux, The Jury (or More Accurately the Judge) Is Still Out for Civil Rights and Employment Cases Post-Iqbal, 57 N.Y.L. Sch. L. Rev. 719, 722-23 (2012-2013). There is thus a real risk that legitimate discrimination claims, particularly claims based on more subtle theories of stereotyping or implicit bias, will be dismissed should a judge Substitute his or her view of the likely reason for a particular action in place of the controlling plausibility standard. Such an approach especially treads through doctrinal quicksand when it is undertaken without the benefit of a developed record, one essential to the substantiation or refutation of common sense allegations of invidious discrimination. Af-firmance of the dismissal of the complaint in' this case, which catalogs numerous factual allegations beyond conclusory recitals of law, would establish a precedent that would inevitably lead to the premature dismissal of a host of other potentially meritorious discrimination claims where plaintiffs offer fulsome allegations similar to those invoked by BNT here.
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“[A] well-pleaded complaint may proceed even if it strikes a savvy judge that actual proof of those facts is improbable, and ‘that a recovery is very remote and unlikely.’ ” Twombly,
III.
For the reasons set forth above, the district court’s order dismissing the § 1981 claim asserted by BNT is reversed and this case is remanded for further proceedings.
REVERSED AND REMANDED
Notes
. Harry T. Edwards, Reflections on Racial Stigmas and Stereotyping, 8 (Unpublished Paper, University of Michigan Law School, March 25, 2017) (on file with the Clerk of Court as ECF opinion attachment) (footnote omitted) (citing Mahzarin R. Banaji & Anthony G. Greenwald, Blindspot: Hidden Biases of Good People (2013); R. Richard Banks, et al., Discrimination and Implicit Bias in a Racially Unequal Society, 94 Cal. L. Rev. 1169 (2006); Jennifer L. Eberthardt, et al., Looking Deathworthy: Perceived Stereotypicality of Black Defendants Predicts Capital-Sentencing Outcomes, 17 Psychol. Sci. 383 (2006); Anthony G. Greenwald & Linda Hamilton Kriegar, Implicit Bias: Scientific Foundations, 94 Cal. L. Rev. 945 (2006)). See also Get Out (Universal Pictures 2017).
. The district court also reasoned, in the alternative, that BNT lacked statutory standing to assert a race discrimination claim pursuant to 42 U.S.C. § 1981. Just as we reject the district court's conclusion as to the legal sufficiency of BNT’s race discrimination claim, we also reject the court’s analysis of BNT’s standing to assert such a claim. See infra pp. 643-45.
. “J.A.” refers to the Joint Appendix.
. Section 1981 provides, in relevant part, "All persons within the jurisdiction of the United States shall have the same right in every State and Territory to make and enforce contracts ... as is enjoyed by white citizens.” 42 U.S.C. § 1981.
. The Ninth Circuit's description of its zone of interest analysis as a component of "prudential standing” is no longer apt after Lexmark, but its reasoning as to the substance of the issue retains vitality.
.Carnell was decided on March 6, 2014, 19 days before the Supreme Court's clarification of "statutory standing” in Lexmark. Thus, the Carnell panel did not have the benefit of Lex-mark when it evaluated the corporate plaintiff's standing under § 1981. Cf. United States v. Under Seal,
. As § 1981 protects from race discrimination all persons, whites as well as blacks, see McDonald v. Santa Fe Trail Transp. Co.,
. The City points out in a letter that the “disparity study concentrated on construction contracts, procurement contracts, and professional services contracts,’’ not economic development incentives. J.A. 146.
. Judge Niemeyer nicely summarized the controlling legal principles while reversing the district court's grant of a motion to dismiss in Houck v. Substitute Tr. Servs., Inc.,
While the court correctly accepted the complaint's factual allegations as true, it incorrectly undertook to determine whether a lawful alternative explanation appeared more likely. To survive a motion to dismiss, a plaintiff need not demonstrate that her right to relief is probable or that alternative explanations are less likely.... If her explanation is plausible, her complaint swvives a motion to dismiss under Rule 12(b)(6), regardless of whether there is a more plausible alternative explanation. The district court's inquiry into whether an alternative explanation was more probable undermined the well-established plausibility standard.
Id. at 484 (citation omitted; emphasis added).
Dissenting Opinion
dissenting:
If ever there were a case that failed to satisfy the plausibility standard on a Rule 12(b)(6) motion to dismiss, it is this one. BNT presents nothing more than bare speculation that racial discrimination influenced the City’s treatment of its loan application. To the contrary, the minority-owned status of the business motivated the City to extend the loan in the first place. The complaint manifests that nothing but prudent, neutral, non-racial lending practices were at issue here. The dismissal was absolutely justified and I would affirm the district court.
I.
The majority ignores the whole point of Bell Atlantic Corp. v. Twombly,
The distinction that Twombly and Iqbal draw between plausibility and mere possibility means this: in cases where there is no more than bald conjecture of impermissible animus, the claim should be dismissed at the pleading stage. Discovery is an expensive and cumbersome process that parties should not frivolously be forced to undertake. See id. at 557-60,
BNT has not met even the most permissive reading of these pleading requirements.
II.
There can be no mistake that the City in fact approved BNT’s request for a loan.
The City, however, conditioned its approval of the loan on a number of factors. These included a title search confirming that there were no liens beyond the first mortgage on the property that secured the loan, that the current mortgage debt outstanding on that collateral did not exceed $509,000, and that the City’s interest in the collateral would be prioritized at no worse than a second lien. J.A. 92. BNT failed to meet these conditions and petitioned the City to amend the specified terms, which the City refused to do. Although BNT alleges that it was unable to obtain a loan due to racial discrimination, an “obvious alternative explanation” for the City’s action is immediately clear from the face of the complaint. See Twombly,
BNT alleges no direct evidence of racial bias, nor does it assert that any such evidence exists. Instead, BNT searches under bushes to propose additional facts from which animus might be inferred. BNT argues that there was sufficient equity in the collateral to secure the loan regardless of whether the City assumed a second or third lien. BNT also claims that the City has provided larger loans under equally or less favorable conditions to non-minority borrowers. BNT reasons, therefore, that the only remaining explanation for why it was unable to obtain a loan is presumptively discrimination. I disagree. This is the very type of baseless pleading that Twom-bly and Iqbal were meant to foreclose.
Home values, like any investment, can be volatile. Any lender knows the difference between a second and third lien: being second in line is better than being third. The City simply did not wish to wait behind two other outstretched hands in the event of a default. Recovery on any loan is never entirely certain. And BNT further overlooks that the Woods, who provided the collateral, failed even to convey to the City the true nature and amount of their debt obligation in the first place. Both parties encouraged the district court to consider the City Council minutes concerning the loan. Woods v. City of Greensboro, No. 1:14CV767,
The district court correctly observed that “the specific security position of the City is a financial decision that is not immediately subject to drawing inferences of racial discrimination.” Woods,
Although BNT references numerous other loans approved by the City, these loans provide no plausible route by which BNT can establish discriminatory intent. Whether a loan is a valid comparator is a legal conclusion for which the parties are not entitled to deference at the pleading stage. See Iqbal,
BNT makes mention of an $850,000 loan made by the City to Kotis Holdings in January 2013. It argues that this loan, secured by a third lién and nearly three times the size of the loan BNT requested, is evidence that BNT was denied its loan due to racial bias.
But BNT forgets that the Kotis loan was part of a new incentive program offered to a local developer, not an economic development loan to a private business for goods and services. In other words, these loans differed in kind. BNT also failed to provide any indication as to the amount of available equity in the asset that secured the Kotis loan, which would be essential to establish a comparison. Moreover, the Ko-tis loan was initially approved with a third lien, whereas the City likely felt misled when BNT asked to renegotiate the basic terms of its loan after the loan was approved.
The majority surmises that BNT just might somehow conceivably manage to prevail. Yet the complaint itself makes clear that basic, elemental lending prudence was at work here. “As between that ‘obvious alternative explanation’ ... and the purposeful, invidious discrimination [the plaintiff] asks us to infer, discrimination is not a plausible conclusion.” Iqbal,
III.
The majority is certainly right that racial prejudice in this society is persistent and that its modern incarnation may take more subtle forms. There is another side to this story, however, which Twombly and Iqbal serve to underscore. Promiscuous accusations of racial prejudice, as exemplified by this complaint, are diminishing the perceived gravity of those unfortunate situations where racial discrimination must be confronted and still does occur. Careless racial accusations carry a distinctive sting and visit an especial hurt that serves only to estrange and separate: Americans will eschew racial interactions that carry a risk of accusation when no unlawful animus is afoot. Allowing complaints such as this to go forward trivializes, sadly, the imperishable values our civil rights laws
Courts should respect responsible deci-sionmaking rather than strip cities of sound lending practices just because a party injects race into the equation. It is no secret that municipal budgets are severely strained: the City should be respected both for seeking to extend a loan to BNT and for refusing to amend the associated conditions when, unexpectedly, its lien position turned more precarious.
The City Council minutes reveal that being a minority business was a plus here. J.A. 129; see Woods,