BRIDGEWATER TELEPHONE COMPANY, INC. v. City of Monticello

765 N.W.2d 905, 47 Communications Reg. (P&F) 1344, 2009 Minn. App. LEXIS 94, 2009 WL 1515606
CourtCourt of Appeals of Minnesota
DecidedJune 2, 2009
DocketA08-1928
StatusPublished
Cited by5 cases

This text of 765 N.W.2d 905 (BRIDGEWATER TELEPHONE COMPANY, INC. v. City of Monticello) is published on Counsel Stack Legal Research, covering Court of Appeals of Minnesota primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
BRIDGEWATER TELEPHONE COMPANY, INC. v. City of Monticello, 765 N.W.2d 905, 47 Communications Reg. (P&F) 1344, 2009 Minn. App. LEXIS 94, 2009 WL 1515606 (Mich. Ct. App. 2009).

Opinions

OPINION

CONNOLLY, Judge.

Appellant argues that the district court erred in its interpretation of Minn.Stat, § 475.52, subd. 1 and abused its discretion by failing to allow appellant to twice amend its complaint. Because the district court did not err in its conclusion that a broadband-communication network qualified as a “utility or other public convenience,” the operating reserve fund was to be used for start-up costs, not current expenses, and the district court did not [908]*908abuse its discretion in denying appellant’s motions to amend its complaint, we affirm.

FACTS

The facts in this case are largely undisputed. Appellant Bridgewater Telephone Company provides telephone, telecommunications, video, and Internet service in and around Monticello. On May 5, 2008, respondent City of Monticello issued a preliminary offering statement regarding the proposed issuance of $25,680,000 in revenue bonds to fund the installation of a fiber-to-the-premises network (the Fiber Project). The Fiber Project is a broadband-communications network that would provide telephone, Internet services, and cable television services to the service territory of the City of Monticello. The bonds were executed and delivered pursuant to Minn.Stat. §§ 475.51 to 475.80 (2008). Per a three-year management agreement, Hiawatha Broadband Communications Inc. was to operate and manage the Fiber Project on a day-to-day basis. According to the preliminary offering statement, the revenue bond proceeds are to be parceled into various funds, including $1,250,000 to be placed in an “Operating Reserve Fund.”

On May 21, 2008, Bridgewater filed a complaint alleging that the revenue bonds Monticello intended to issue for the Fiber Project were not authorized under Minn. Stat. § 475.52, subd. 1. Monticello answered and moved to require Bridgewater to post a surety bond and to dismiss Bridgewater’s complaint. Following a hearing on the matter, the district court ordered Bridgewater to post a $2.5 million surety bond. Bridgewater did so.

On June 1, 2008, Monticello entered into an indenture of trust, in which the city agreed to place the bonds and their proceeds into escrow until this litigation is concluded. On June 20, Monticello filed an amended motion to dismiss the complaint under Minn. R. Civ. P. 12.02(e). A hearing was held on that motion on July 18, and the district court took the matter under advisement. Four days before the hearing, Bridgewater sought leave to file its first amended complaint, seeking to add factual allegations regarding new information and documents that it had received through discovery and requests under the Minnesota Government Data Practices Act.

On July 28, Monticello announced that it would proceed with a subset of the Fiber Project, in which an 11.19-mile stretch of fiber would be installed to provide high-speed Internet, but not telephone or cable (the Fiber Loop). This construction was to be financed with existing reserves, rather than out of the inaccessible bond-revenue proceeds. Based on the Fiber Loop announcement, Bridgewater moved for leave to file its second amended complaint. This complaint added a new count alleging that Monticello’s use of existing reserves to construct the Fiber Loop would be an unlawful expenditure of public funds and would violate Monticello’s cable franchise ordinance. In August, hearings were held on both motions for leave to file amended complaints.

On October 8, the district court issued an order granting Monticello’s motion to dismiss for failure to state a claim on which relief could be granted. Shortly thereafter, the district court denied both of Bridgewater’s motions for leave to file amended complaints. This appeal follows.

ISSUES

I. Did the district court err by granting Monticello’s motion to dismiss?

II. Did the district court abuse its discretion by refusing to allow Bridge-water to amend its complaint?

[909]*909ANALYSIS

I. The district court did not err by granting Monticello’s motion to dismiss.

Bridgewater argues that the district court erred by granting Monticello’s motion to dismiss. The district court concluded that Monticello’s issuance of the bonds complied with the directives set forth in Minn.Stat. § 475.52, subd. 1 and, therefore, Bridgewater’s complaint failed to state a claim on which relief could be granted.

“When reviewing a case dismissed pursuant to Minn. R. Civ. P. 12.02(e) for failure to state a claim on which relief can be granted, the question before this court is whether the complaint sets forth a legally sufficient claim for relief.” Hebert v. City of Fifty Lakes, 744 N.W.2d 226, 229 (Minn.2008) (citing Barton v. Moore, 558 N.W.2d 746, 749 (Minn.1997)). In determining whether a complaint fails to state a claim upon which relief can be granted the court considers only the facts alleged in the complaint, accepting those facts as true, and construes all reasonable inferences in favor of the nonmoving party. Id. The court may consider documents referenced in a complaint without converting a motion to dismiss to one for summary judgment. N. States Power Co. v. Minn. Metro. Council, 684 N.W.2d 485, 490 (Minn.2004).

“ ‘[M]unicipalities have no inherent powers and possess only such powers as are expressly conferred by statute or implied as necessary in aid of those powers which have been expressly conferred.’” State v. Kuhlman, 729 N.W.2d 577, 580 (Minn.2007) (quoting Mangold Midwest Co. v. Village of Richfield, 274 Minn. 347, 357, 143 N.W.2d 813, 820 (Minn.1966)). Therefore, Monticello’s authority to issue revenue bonds must be conferred by statute. Minn.Stat. § 475.52, subd. 1 provides:

Any statutory city may issue bonds or other obligations for the acquisition or betterment of public buildings, means of garbage disposal, hospitals, nursing homes, homes for the aged, schools, libraries, museums, art galleries, parks, playgrounds, stadia, sewers, sewage disposal plants, subways, streets, sidewalks, warning systems; for any utility or other public convenience from which a revenue is or may be derived; for a permanent improvement revolving fund; for changing, controlling or bridging streams and other waterways; for the acquisition and betterment of bridges and roads within two miles of the corporate limits; for the acquisition of development rights in the form of conservation easements under chapter 84C; and for acquisition of equipment for snow removal, street construction and maintenance, or fire fighting. Without limitation by the foregoing the city may issue bonds to provide money for any authorized corporate purpose except current expenses.

(Emphasis added.)

Bridgewater’s statutory claims focus on two provisions in Minn.Stat. § 475.52, subd. 1. First, Bridgewater contends that Montieello did not have the statutory authority to issue the bonds because the Fiber Project is not a “utility or other public convenience from which a revenue is or may be derived.” Minn.Stat.

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765 N.W.2d 905, 47 Communications Reg. (P&F) 1344, 2009 Minn. App. LEXIS 94, 2009 WL 1515606, Counsel Stack Legal Research, https://law.counselstack.com/opinion/bridgewater-telephone-company-inc-v-city-of-monticello-minnctapp-2009.