FILED Feb 18 2025, 8:53 am
CLERK Indiana Supreme Court Court of Appeals and Tax Court
IN THE
Court of Appeals of Indiana City of Bloomington, Appellant-Plaintiff
v.
Catherine Smith, Appellee-Defendant
and
State of Indiana, Appellee-Intervenor
February 18, 2025 Court of Appeals Case No. 24A-PL-1775 Appeal from the Monroe Circuit Court The Honorable Nathan G. Nikirk, Special Judge Trial Court Cause Nos. 53C06-2203-PL-610 53C06-2203-PL-611
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 1 of 27 53C06-2203-PL-614 53C06-2203-PL-615 53C06-2203-PL-616
Opinion by Judge Tavitas Judges May and DeBoer concur.
Tavitas, Judge.
Case Summary 1 [1] The City of Bloomington (“Bloomington”) has historically provided sewage
services to landowners adjacent to the city. In exchange, as allowed by statute,
Bloomington obtained many landowners’ agreements to waive their rights to
remonstrate against future annexation by the city. In 2017, Bloomington began
efforts to annex several surrounding territories, but before these efforts were
finalized, the General Assembly passed legislation (“the 2017 Act”) precluding
the annexations. Our Supreme Court found the 2017 Act to be unconstitutional
special legislation in Holcomb v. City of Bloomington, 158 N.E.3d 1250 (Ind.
2020). Before Holcomb was handed down, however, the General Assembly
passed new legislation (“the 2019 Act”), which invalidated many of
Bloomington’s remonstration waivers. This had the effect of frustrating and
1 We held oral argument in this case on December 17, 2024, at the Court of Appeals Courtroom. We thank counsel for their excellent advocacy.
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 2 of 27 outright defeating several of Bloomington’s renewed annexation efforts after the
Holcomb decision.
[2] Bloomington sued Catherine Smith, the Monroe County Auditor (“the
Auditor”), and argued, in part, that the 2019 Act unconstitutionally impaired
Bloomington’s contracts with the landowners in violation of the Contract
Clauses of the United States and Indiana Constitutions. The State intervened
to defend the 2019 Act and moved for partial summary judgment. The trial
court ruled in favor of the State. Bloomington appeals and argues that the trial
court erred by granting partial summary judgment in favor of the State.
[3] We first conclude that Bloomington’s constitutional arguments are not barred
by claim preclusion, as the State contends. We next conclude that, as a
municipality of the State and under the circumstances presented here,
Bloomington lacks enforceable rights against the State under the Contract
Clauses of the United States and Indiana Constitutions. Lastly, we conclude
that, even if such rights existed, the 2019 Act does not substantially impair
Bloomington’s contracts. Accordingly, we affirm the trial court’s ruling.
Issues [4] The parties raise several issues, which we restate as:
I. Whether Bloomington’s arguments are barred by the doctrine of claim preclusion.
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 3 of 27 II. Whether Bloomington, as a municipality of the State, can challenge the 2019 Act under the Contract Clause of the United States Constitution, U.S. Const. Art. 1, § 10.
III. Whether Bloomington, as a municipality of the State, can challenge the 2019 Act under the Contract Clause of the Indiana Constitution, Ind. Const. Art. 1, § 24.
IV. Assuming Bloomington can challenge the 2019 Act, whether the 2019 Act substantially impairs Bloomington’s contracts.
Facts [5] Bloomington has a longstanding practice of permitting landowners adjacent to
the city to contract with the city for access to municipal sewer services.
Landowners seeking access to these services must pay service and installation
fees. Additionally, many contracts required the landowner to sign a waiver of
the right to remonstrate against future annexation of the land by the city. The
remonstration waivers did not specify when such annexation would occur.
[6] The authority for municipalities to include remonstration waivers regarding
contracts for the extension of sewer services has been provided by statute since
at least 1967. 2 According to Bloomington, acquiring remonstration waivers was
2 Indiana Code Section 36-9-22-2 provides, in relevant part, (b) The works board of a municipality may contract with owners of real property for the construction of sewage works within the municipality or within four (4) miles outside its
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 4 of 27 a central component of its city planning and, throughout the city’s history, has
facilitated numerous annexations of adjacent properties. Bloomington has
acquired hundreds of these waivers. Over eighty percent of the waivers are
more than fifteen years old, and at least a few date back to 1958. Many waivers
were not contemporaneously recorded.
[7] In February 2017, Bloomington proposed annexations of several areas adjacent
to the city. Before the annexations were finalized, however, in April 2017, the
General Assembly passed House Bill 1001 as Public Law 217-2017 (“the 2017
Act”). 3 The 2017 Act essentially “cut off Bloomington’s proposed annexation
corporate boundaries in order to provide service for the area in which the real property of the owners is located. . . . (c) The contract must include, as part of the consideration running to the municipality, the release of the right of: (1) the parties to the contract; and (2) the successors in title of the parties to the contract; to remonstrate against pending or future annexations by the municipality of the area served by the sewage works. Any person tapping into or connecting to the sewage works contracted for is considered to waive the person’s rights to remonstrate against the annexation of the area served by the sewage works. (Emphasis added.) Similar provisions have existed in the Indiana Code since at least 1967. See LAWS OF THE STATE OF INDIANA, Edgar D. Whitcomb 266-67 (1967) (reproducing Ind. Code § 19-2-7-16 (rep’d)). 3 The 2017 Act, which was codified at Indiana Code Section 36-4-3-11.8, provided in relevant part:
(a) This section does not apply to an annexation that meets both of the following requirements: (1) The annexation is an annexation under section 4(a)(2), 4(a)(3), 4(b), 4(h), 5, or 5.1 of this chapter. (2) No parcel within the annexation territory is subject to a waiver of remonstrance. (b) This section does not apply to an annexation and annexation ordinance that is adopted and effective before April 30, 2017. (c) This section applies to property that meets both of the following requirements: (1) Is in an unincorporated area on January 1, 2017.
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 5 of 27 and prohibited Bloomington from trying to annex the same areas for the next
five years.” Holcomb, 158 N.E.3d at 1254. The General Assembly was
concerned with “the speed of Bloomington’s proposed annexation, despite the
opposition of some members of the community,” and “Bloomington’s
consideration of waivers of remonstrance, some of which were old and
unrecorded[.]” Id. at 1265-66.
[8] Bloomington challenged the 2017 Act as unconstitutional special legislation
pursuant to Article 4, Section 23 of the Indiana Constitution, and on December
15, 2020, our Supreme Court handed down its decision in Holcomb, 158 N.E.3d
1250. The Court held that the 2017 Act was unconstitutional special legislation
because the State’s concerns with Bloomington’s attempted annexations were
not “unique” to Bloomington so as to justify a special law. Id. at 1265. A
general law would have adequately addressed the General Assembly’s
concerns, but the Act instead “singled out Bloomington.” Id. at 1266.
[9] Before our Supreme Court handed down its decision in Holcomb, however, our
General Assembly passed House Bill 1427 as Public Law 257-2019 (“the 2019
Act”). The 2019 Act amended several sections of the Indiana Code to provide
(2) Is within the boundaries of a territory proposed to be annexed in an annexation ordinance that was introduced after December 31, 2016, and before July 1, 2017. (d) An annexation ordinance that is introduced after December 31, 2016, and before July 1, 2017, that proposes to annex property to which this section applies is void and the annexation action is terminated. A municipality may not take any further action to annex any of the property to which this section applies until after June 30, 2022, including introducing another annexation ordinance covering some or all of the property covered by this section after June 30, 2017, and before July 1, 2022.
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 6 of 27 that remonstration waivers executed before July 1, 2003, are “void,” and
remonstration waivers executed between June 30, 2003, and July 1, 2019, are
“void” unless the waiver was recorded before January 1, 2020. 4 According to
Bloomington, the 2019 Act “retroactively voided remonstrance waiver
provisions in 966 of Bloomington’s sewer extension contracts, which is more
than 80 percent” of Bloomington’s contracts with landowners in the annexation
territories. Appellant’s Br. p. 16.
[10] After our Supreme Court’s decision in Holcomb, Bloomington reinitiated
annexation proceedings. On September 15 and 22, 2021, the Bloomington City
Council adopted annexation ordinances for the annexation of seven territories,
which the city referred to as Areas 1A, 1B, 1C, 2, 3, 4, and 5. The annexations
would add approximately 10,000 acres and 15,000 people to the city.
[11] Bloomington mailed notice of the annexation ordinances to affected
landowners, which triggered the remonstration process. As a part of this
process, if at least sixty-five percent of the affected landowners in one of the
annexation territories signed a remonstration petition, the annexation
ordinance for that territory would be void. Ind. Code § 36-4-3-11.3(b)(1). If at
least fifty-one percent but less than sixty-five percent of the landowners signed a
4 See Ind. Code §§ 13-18-15-2; 36-4-3-11.7; 36-9-22-2; 36-9-25-14.
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 7 of 27 remonstration petition, the annexation would be subject to judicial review. Ind.
Code § 36-4-3-11.3(c).
[12] On February 23, 2022, to determine whether the annexations would proceed,
the Auditor calculated the percentage of landowners who signed remonstration
petitions in the annexation territories. The Auditor published certified
percentages that accounted for remonstration waivers but excluded waivers that
were deemed void under the 2019 Act. Under these results, the annexations of
Areas 1A and 1B were subject to judicial review, and the annexations of Areas
1C, 2, 3, 4, and 5 were void. According to Bloomington, if the percentages
were calculated based on remonstration waivers notwithstanding the 2019 Act,
only the annexations of Areas 4 and 5 would be subject to judicial review, and
the remaining annexations would be valid. These results are reproduced in the
table below:
Remonstration Annexation Annexation Remonstration Percentage Result Result Percentage Area Excluding Void notwithstanding Waivers under 2019 Law 2019 Law
1A 60.94% Judicial 37.75% Valid Review
1B 57.50% Judicial 30.91% Valid Review
1C 71.43% Void 3.81% Valid
2 71.98% Void 34.93% Valid
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 8 of 27 3 66.67% Void 50.00% Valid
Void Judicial 59.55% 4 70.79% Review
Void Judicial 51.85% 5 66.67% Review
[13] On March 29, 2022, Bloomington brought seven actions against the Auditor,
one for each annexation territory. All seven actions were consolidated.
Bloomington argued, in part, that the 2019 Act is unconstitutional because it
substantially impairs the city’s contracts in violation of the Contract Clauses of
the United States Constitution, U.S. CONST. ART. 1, § 10 (“Federal Contract
Clause”), and the Indiana Constitution, IND. CONST. ART. 1, § 24 (“Indiana
Contract Clause”). 5 The State intervened to defend the 2019 Act.
[14] Bloomington and the State filed cross-motions for partial summary judgment. 6
While summary judgment briefing was ongoing, Bloomington moved to
5 The Contract Clause arguments were Counts I and II in Bloomington’s complaint. Bloomington also alleged: Count III, that the 2019 Act could not be “applied to Bloomington” because the General Assembly “unconstitutionally delay[ed]” Bloomington’s original annexation efforts; and Count IV, that the Auditor erroneously counted “defective” remonstration petitions. Appellant’s App. Vol. II p. 14-15. 6 Neither Bloomington nor the State sought summary judgment on Count IV. The trial court granted summary judgment as to Count III, in addition to Counts I and II, but Bloomington does not appeal that judgment.
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 9 of 27 voluntarily dismiss with prejudice the cases involving Areas 1A and 1B so that
separate remonstration actions with landowners in those areas could proceed.
The trial court granted Bloomington’s motion and reconsolidated the remaining
five cases, which involved Areas 1C and 2-5. The State then filed a reply in
support of its motion for summary judgment, arguing that, as a result of
Bloomington’s dismissal of the cases involving Areas 1A and 1B, the doctrine
of claim preclusion barred Bloomington’s remaining five actions.
[15] The trial court issued its order on partial summary judgment on June 18, 2024. 7
The trial court ruled that claim preclusion did not apply but rejected
Bloomington’s contract-clause arguments. The trial court concluded that the
Indiana Constitution did not “give the State’s political subdivisions a right to
object to the validity of statutes releasing obligations due [to] the state or
themselves.” Appellant’s App. Vol. II p. 56 (internal quotation marks omitted).
Similarly, the trial court concluded that, under the United States Constitution,
“municipalities and political subdivisions cannot bring [federal] constitutional
claims against their states, including claims under the [Federal] Contract
Clause.” Id. at 58 (internal quotation marks omitted). Bloomington now
appeals.
7 On July 9, 2024, the trial court amended its partial summary judgment order to indicate that, pursuant to Appellate Rule of Procedure 2(H)(2), there was “no just reason for delay” and to direct the “entry of final judgment” as to the claims covered by the summary judgment order. Appellant’s App. Vol. II p. 60.
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 10 of 27 Discussion and Decision [16] Bloomington argues that, by retroactively voiding remonstration waivers, the
2019 Act substantially impairs Bloomington’s contracts with landowners in
violation of the Federal and Indiana Contract Clauses.
[17] The trial court granted partial summary judgment in favor of the State on these
arguments. When a summary judgment ruling such as this turns solely on
“legal questions such as the proper interpretation and application of statutes
and constitutional provisions[,]” it raises questions of law that we review de
novo. Holcomb, 158 N.E.3d at 1254. We remain mindful, however, that “a
statute comes clothed with the presumption of constitutionality until clearly
overcome by a contrary showing.” Id. (internal quotation marks omitted).
[18] We affirm the trial court’s grant of partial summary judgment. We first reject
the State’s argument that the doctrine of claim preclusion bars Bloomington
from bringing its constitutional challenges, and we, thus, reach the
constitutional issues in this case. We next conclude that, because Bloomington
is a municipality of the State, Bloomington lacks enforceable rights to challenge
the 2019 Act under the Federal and Indiana Contract Clauses. Lastly, we
conclude that, even if Bloomington had enforceable rights under these
authorities, the 2019 Act does not unconstitutionally impair Bloomington’s
contracts. Accordingly, we affirm the trial court’s grant of partial summary
judgment in favor of the State.
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 11 of 27 I. Bloomington’s arguments are not barred by the doctrine of claim preclusion. [19] We first address the State’s argument that, because Bloomington voluntarily
dismissed with prejudice two of the original seven actions challenging the 2019
Act—the cases involving Areas 1A and 1B—the doctrine of claim preclusion
bars Bloomington from challenging the 2019 Act with regard to the remaining
five annexation territories. We address this argument before turning to
Bloomington’s constitutional arguments because “we generally avoid
addressing constitutional questions if a case can be resolved on other grounds.”
Girl Scouts of So. Ill. v. Vincennes Ind. Girls, Inc., 988 N.E.2d 250, 254 (Ind. 2013).
We conclude, however, that the doctrine of claim preclusion does not apply
here.
A. Background Law
[20] Claim preclusion serves “as a complete and categorical bar to subsequent
litigation on the same claim between identical parties.” Miller v. Patel, 212
N.E.3d 639, 646 (Ind. 2023) (internal quotation marks omitted). The purpose
of claim preclusion is to prevent “the type of repeated litigation that would keep
parties in interminable conflict, bog down our system, and delay or prevent the
administration of justice.” In re Eq.W., 124 N.E.3d 1201, 1209 (Ind. 2019)
(internal quotation marks omitted).
[21] Four requirements must be satisfied for claim preclusion to apply: “(1) the
former judgment must have been rendered by a court of competent jurisdiction;
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 12 of 27 (2) the former judgment must have been rendered on the merits; (3) the matter
now in issue was, or could have been, determined in the prior action; and (4)
the controversy adjudicated in the former action must have been between the
parties to the present suit or their privies.” Miller, 212 N.E.3d at 646. A
dismissal with prejudice constitutes an adjudication on the merits for the
purposes of claim preclusion. Richter v. Asbestos Insulating & Roofing, 790 N.E.2d
1000, 1002 (Ind. Ct. App. 2003), trans. denied.
B. Claim preclusion does not bar Bloomington from bringing its constitutional challenges in this case.
[22] Bloomington originally brought seven actions against the Auditor, one for each
annexation territory, and those actions were consolidated. Around the same
time that Bloomington commenced these seven actions, landowners instituted
remonstration proceedings against the city regarding Areas 1A and 1B. The
trial court ordered these remonstration proceedings stayed pending the
resolution of the city’s cases against the Auditor. Seeking to “proceed
expeditiously” with the remonstration proceedings involving the landowners,
Bloomington moved to voluntarily dismiss with prejudice the cases against the
Auditor involving Areas 1A and 1B and to reconsolidate the remaining five
cases against the Auditor. Appellant’s App. Vol. XLII p. 29.
[23] The trial court granted Bloomington’s motion to dismiss the cases involving
Areas 1A and 1B and reconsolidated the remaining five cases. The State then
argued that Bloomington’s dismissal with prejudice of the cases involving Areas
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 13 of 27 1A and 1B triggered claim preclusion of the remaining five cases against the
Auditor. The trial court rejected the State’s argument.
[24] We conclude that claim preclusion does not apply in this case. Although the
cases involving Areas 1A and 1B, which Bloomington dismissed, relied on the
same general constitutional arguments as the cases on which Bloomington
seeks to proceed, claim preclusion only applies to bar a “subsequent” action
that is brought after the adjudication of a prior action. Miller, 212 N.E.3d at
646 (noting that claim preclusion “prevent[s] a plaintiff from asserting a claim
that the plaintiff previously litigated and lost”); Richter, 790 N.E.2d at 1004
(noting that subsequent action would effectively grant plaintiff “a second bite at
the apple”). Here, the original seven cases were all brought simultaneously.
Moreover, the “matter now in issue”—the annexation of Areas 1C, 2, 3, 4 and
5—was not a matter that “was, or could have been, determined” in the cases
involving Areas 1A and 1B. Miller, 212 N.E.3d 646. Accordingly,
Bloomington’s claims are not barred by claim preclusion, and we turn now to
Bloomington’s constitutional arguments.
II. Bloomington lacks enforceable rights to challenge the 2019 Act under the Federal Contract Clause. A. The Federal Contract Clause
[25] The first clause of Article 1, Section 10 of the United States Constitution
provides, in relevant part, “No state shall . . . pass any . . . Law impairing the
Obligation of Contracts[.]” The clause “restricts the power of States to disrupt
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 14 of 27 contractual arrangements” and applies to “any kind of contract.” Sveen v.
Melin, 584 U.S. 811, 818 (2018). This includes contracts to which a State or
municipality is a party. See, e.g., Indiana ex rel. Anderson v. Brand, 303 U.S. 95,
100 (1938); 16A C.J.S. Constitutional Law § 520 (“A contract to which a state,
or a subdivision thereof, is a party” is “within the constitutional prohibition of
statutes impairing the obligation of contracts[.]”). And although phrased in
absolute terms, “not all laws affecting pre-existing contracts” violate the
Contract Clause. Sveen, 584 U.S. at 819.
B. The relationship between States and Municipalities—the Hunter line of cases
[26] The United States Supreme Court has long recognized that “‘[m]unicipal
corporations are instrumentalities of the State for the convenient administration
of government within their limits.’” Lafayette v. La. Power & Light Co., 435 U.S.
389, 413 (1978) (quoting Louisiana ex rel. Folsom v. Mayor of New Orleans, 109
U.S. 285, 287 (1883)); Bd. of Comm’rs of Tippecanoe Cnty. v. Lucas, 93 U.S. 108,
114 (1876). Given this relationship between municipalities and states, “courts
generally hold municipalities and political subdivisions cannot bring
constitutional claims against their states.” Lake Ridge Sch. Corp. v. Holcomb, 198
N.E.3d 715, 718 (Ind. Ct. App. 2022).
[27] The United States Supreme Court discussed the relationship between
municipalities and States in the context of the Federal Contract Clause
beginning in the nineteenth and early twentieth centuries. In Hunter v.
Pittsburgh, 207 U.S. 161, 178 (1907), the Court observed that municipalities
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 15 of 27 exercise only “such of the governmental powers of the state as may be intrusted
to them.” Because the state is the source of municipal power, “[t]he number,
nature, and duration of the powers conferred . . . and the territory over which
they shall be exercised rests in the absolute discretion of the state”
notwithstanding the Federal Contract Clause. 8 Id.
[28] Around the same time, the Court issued a series of decisions holding that a state
does not unconstitutionally impair a municipality’s contracts with private actors
by passing laws that effectively relieve the private actor of contractual
obligations owed to the municipality. See City of New Orleans v. New Orleans
Water-Works Co., 142 U.S. 79, 88-89 (1891) (holding city could not enforce
Federal Contract Clause against the state because city was a “creature of the
state legislature” whose “charter can be amended, changed, or even abolished
at the will of the legislature,” and city’s contract with private company was “in
reality between the state and the [] company”); City of Worcester v. Worcester
Consolidated Street Railway Co., 196 U.S. 539, 552 (1905) (noting that, if a
municipality could enforce the Federal Contract Clause against the state, “it
would very largely diminish the right of the legislature to deal with its creature
in public matters, in a manner which the legislature might regard as for the
public welfare”); City of Pawhuska v. Pawhuska Oil & Gas Co., 250 U.S. 394, 397
8 The Hunter Court concluded that, because a municipality is merely a subdivision of the state, a municipality’s corporate charter does not constitute “a contract with the state within the meaning of the Federal Constitution.” Id.; see also Trenton v. New Jersey, 262 U.S. 182, 189 (1923).
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 16 of 27 (1919) (holding that city could not enforce Federal Contract Clause against the
state because the state is free to withdraw powers previously “confided” in the
city).
[29] The Hunter line of cases—New Orleans, Worcester, and Pawhuska—thus, held
that, because a municipality is a governmental subunit created by the state, state
action relieving private actors of their contractual obligations to the
municipality does not unconstitutionally impair the municipality’s contract.
The state may withdraw powers conferred to the municipality—including the
power to contract—and the ability to do so preserves the state’s supervision of
“public matters” and “the public welfare.” Worcester, 196 U.S. at 552.
C. As a municipality of the State, Bloomington lacks enforceable rights against the State under the Federal Contract Clause. 9
[30] Bloomington recognizes that the Hunter line of cases “seem to prevent
Bloomington from seeking relief under the Contract Clause.” Appellant’s Br. p.
9 Bloomington uses the word “standing” to describe the basis for its authority to invoke the Contract Clauses of the Indiana and United States Constitutions. To establish standing under federal law, “a plaintiff must demonstrate (i) that she has suffered or likely will suffer an injury in fact, (ii) that the injury likely was caused or will be caused by the defendant, and (iii) that the injury likely would be redressed by the requested judicial relief.” Food & Drug Admin. v. Alliance for Hippocratic Medicine, 602 U.S. 367, 380 (2024). Similarly, to establish standing under Indiana law, the plaintiff must “demonstrate a personal stake in the outcome of the litigation and show that they have suffered or were in immediate danger of suffering a direct injury as a result of the complained-of conduct.” Red Lobster Restaurants LLC v. Fricke, 234 N.E.3d 159, 167 (Ind. 2024). Bloomington argues that it has standing here because it is directly injured—the 2019 Act invalidates many of its remonstration waivers, which frustrates the city’s annexation efforts. The State does not contest that Bloomington has standing in this sense of the term. Standing, however, is not the best terminology to use in this case. Although Bloomington may have standing in the general sense, the real issue is whether
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 17 of 27 45. Bloomington, however, argues that the Supreme Court abrogated these
cases in Gomillion v. Lightfoot, 364 U.S. 339 (1960). In Gomillion, citizens of
Alabama challenged a state statute that sought to reorganize a city’s boundaries
so as to exclude Black voters. The city argued in response that, pursuant to
Hunter, the United States Constitution placed no limits on the state’s ability to
reorganize the boundaries of the city. Id. at 342.
[31] The Supreme Court rejected the city’s argument and held that, although the
Hunter line of cases indicates that states have broad control over their
governmental subunits, a state does not have “plenary power to manipulate in
every conceivable way, for every conceivable purpose, the affairs of its
municipal corporations[.]” Id. at 344. Rather, the Court held that the Fifteenth
Amendment places limits on the state’s ability to alter the boundaries of a
municipality so as to “deprive[] a citizen of his vote because of his race.” Id. at
345.
[32] Contrary to Bloomington’s argument, Gomillion did not abrogate the Hunter line
of cases as they apply to this case. Gomillion was not a case about the Contract
Clause, and Gomillion discussed the Contract Clause only to clarify that a state’s
ability to reorganize municipal boundaries is not unlimited. This Court has
Bloomington has enforceable rights against the State under the Federal and Indiana Contract Clauses under the facts of this case.
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 18 of 27 recognized that, despite Gomillion’s holding, “Hunter and its progeny . . . remain
good law.” Lake Ridge Sch. Corp., 198 N.E.3d at 719. 10
[33] This case, thus, falls within the Hunter line of cases, which held that the Federal
Contract Clause does not protect municipalities from the abrogation of their
contracts by the state. Accordingly, we hold that Bloomington lacks
enforceable rights under the Federal Contract Clause to challenge the 2019 Act
as impairing its contracts with landowners.
III. Bloomington lacks enforceable rights to challenge the 2019 Act under the Indiana Contract Clause. A. The Indiana Contract Clause
[34] The Indiana Contract Clause provides, “No . . . law impairing the obligation of
contracts, shall ever be passed.” Ind. Const. Art. 1, § 24. This clause “protects
vested contract rights.” Girl Scouts of So. Ill., 988 N.E.2d at 255. Like the
Federal Contract Clause, the Indiana Contract Clause’s prohibition against the
impairment of contracts “is not an absolute one.” Clem v. Christole, Inc., 582
N.E.2d 780, 783 (Ind. 1991).
10 Gomillion also relied on Graham v. Folson, 200 U.S. 248 (1906), which held that, although the state replaced a township with a county, the county remained responsible for township’s unpaid debts to private actors. Unlike in Graham, here, we are concerned only with the abrogation of private actors’ obligations to the municipality (the landowners’ obligation to Bloomington), not the other way around.
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 19 of 27 B. Bolivar and its progeny
[35] In keeping with the United States Supreme Court, Indiana courts recognize
municipalities’ status as instrumentalities of the State of Indiana and the State’s
authority to set the boundaries of municipal powers. See Massey v. Mishawaka,
378 N.E.2d 14, 17 (Ind. Ct. App. 1978) (“Indiana municipal corporations are
entities created by the State Legislature and possess only those powers granted
to them by the State.”); Lucas v. Bd. of Comm’rs of Tippecanoe Cnty., 44 Ind. 524,
530 (1873), aff’d by Bd. of Comm’rs of Tippecanoe Cnty., 93 U.S. 108.
[36] Based on the relationship between the State and municipalities, our Supreme
Court held in Bolivar Township Board of Finance of Benton County v. Hawkins, 191
N.E. 158, 165 (Ind. 1934), that state legislation eliminating debts owed by
private actors to municipalities does not impair the municipalities’ contracts in
violation of the Indiana Contract Clause. In Bolivar, a township argued that the
State’s 1933 Relief Act unconstitutionally impaired its contract with sureties by
releasing the sureties from liability for the loss of public money deposited in
failed banks. In rejecting this argument, the Court noted that the township was
a “creature of the Legislature” that “acts as the agent of the state . . . pursuant
to statutory authority.” Id. at 165. Thus, “[t]he real contracting party is the
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 20 of 27 state,” which may “withdraw [the township’s] power to so contract” and
“release the liability created” without the township’s consent. 11 Id.
[37] The Court reaffirmed Bolivar in Department of Public Welfare of Allen County v.
Potthoff, 44 N.E.2d 494 (Ind. 1942), holding:
We think it may be said, without extending the rule declared in [Bolivar, Kassabaum, and Middleton] that counties are political subdivisions of the state and that as such they have no vested or contractual rights in the disposition of funds derived from general taxation therein which are superior to the public policy of the state as declared by legislature.
Id. at 497.
C. As a municipality of the State, Bloomington lacks enforceable rights against the State under the Indiana Contract Clause.
[38] We conclude that Bolivar is persuasive, if not controlling here, and that
Bloomington cannot challenge the 2019 Act under the Indiana Contract Clause.
Bolivar held that, in a contract between a municipality and a private actor,
“[t]he real contracting party is the state,” and that the State may “release” the
obligation owed to the municipality without violating the Indiana Contract
11 Notably, only two Justices joined in the Bolivar opinion. Justice Treanor dissented, arguing that municipalities are “not agents of the state in the sense that their acts are the acts of the state as a principal”; rather, municipalities are closer to “independent governmental units.” Bolivar, 191 N.E. at 172. Despite the split of opinion in Bolivar, our Supreme Court declined to reexamine the case in Kassabaum v. Board of Finance of Town of Lakeville, 20 N.E.2d 642 (Ind. 1939), and State ex. rel. Jackson v. Middleton, 19 N.E.2d 470 (Ind. 1939).
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 21 of 27 Clause. Bolivar, 191 N.E. at 165. It follows here that the State is authorized to
release landowners from their obligations to Bloomington and that the 2019 Act
does not unconstitutionally impair Bloomington’s contracts by retroactively
voiding the landowners’ remonstration waivers.
[39] Bloomington argues that Bolivar is not controlling because Potthoff limited
Bolivar’s scope to issues involving “‘contractual rights in the disposition of funds
derived from general taxation . . . .’” Appellant’s Br. p. 37 (quoting Potthoff, 44
N.E.2d at 497). But rather than using any limiting language, the Court in
Potthoff noted merely that it was not “extending” Bolivar. Potthoff, 44 N.E.2d at
497. And the principles espoused in Bolivar indicate that the State’s action here
does not violate the Indiana Contract Clause. 12
[40] Bloomington also argues that Bolivar was decided in a “drastically different
judicial era” and, under the “modern doctrine,” the city can enforce the Indiana
Contract Clause. Appellant’s Br. p. 38. But Bloomington cites no Indiana
caselaw in support of this assertion. Moreover, as the State points out,
numerous other jurisdictions reject municipalities’ ability to enforce
constitutional contract clause provisions against the state. See., e.g., Honors
12 Bloomington urges that Justice Treanor’s dissent in Bolivar is correct in that municipalities cannot be agents of the State because the State is not responsible for municipal debts. See Appellant’s Br. p. 35 (“‘A principal will be liable to third persons for all acts committed by the agent on his or her behalf.’”) (quoting IND. LAW ENCYC. Agency § 27). This case, however, does not concern municipal debts, and we are not convinced that the State and Bloomington must have an agency relationship in the strict legal sense for the State to exercise its authority here. It is sufficient that the State sets the boundaries of municipal powers and may expand or contract the powers conferred.
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 22 of 27 Acad., Inc. v. Texas Educ. Agency, 555 S.W.3d 54, 67 (Tex. 2018); Morial v. Smith
& Wesson Corp., 785 So.2d 1, 11 (La. 2001); City of Plainfield v. Pub. Serv. Elec. &
Gas. Co., 412 A.2d 759, 765 (N.J. 1980); In re Pub. Utils. Comm’n, 257 P.3d 223,
234-35 (Haw. Ct. App. 2011). Given the relevant caselaw in our State and the
weight of authority in other jurisdictions, we conclude that Bloomington lacks
enforceable rights under the Indiana Contract Clause to challenge the 2019 Act
IV. Even if Bloomington can enforce the Federal and/or Indiana Contract Clauses, the 2019 Act does not unconstitutionally impair the city’s contracts. [41] Although we conclude that Bloomington lacks enforceable rights to challenge
the 2019 Act under the Federal and Indiana Contract Clauses, we nonetheless
conclude that, even if such enforceable rights existed, the 2019 Act does not
substantially impair Bloomington’s contracts so as to amount to a constitutional
violation.
A. Constitutional Tests
[42] Under the Federal Contract Clause, “‘[t]he threshold issue is whether the state
law has ‘operated as a substantial impairment of a contractual relationship.’”
Sveen, 584 U.S. at 819 (quoting Allied Structural Steel Co. v. Spannaus, 438 U.S.
234, 244 (1978)). “In answering that question, the Court has considered the
extent to which the law undermines the contractual bargain, interferes with a
party’s reasonable expectations, and prevents the party from safeguarding or
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 23 of 27 reinstating his rights.” Id. We also “consider whether the industry the
complaining party has entered has been regulated in the past.” Energy Reserves
Grp., Inc. v. Kansas Power & Light Co., 459 U.S. 400, 411 (1983).
[43] If substantial impairment exists, “the inquiry turns to the means and ends of the
legislation. In particular, the Court has asked whether the state law is drawn in
an appropriate and reasonable way to advance a significant and legitimate
public purpose.” Sveen, 584 U.S. at 819 (internal quotations omitted).
[44] As for the Indiana Contract Clause, like its federal counterpart, we begin by
determining whether the challenged law “substantially” impairs the contract.
Girl Scouts of So. Ill., 988 N.E.2d at 257; D.A.X., Inc. v. Employers Ins. of Wausau,
659 N.E.2d 1150, 1155 (Ind. Ct. App. 1996) (noting that the “threshold
inquiry” under both the Federal and Indiana Contract Clauses is “‘whether the
state law has, in fact, operated as a substantial impairment of a contractual
relationship’”) (quoting Energy Reserves Grp., Inc., 459 U.S. at 411), trans. denied.
Our Supreme Court in Clem, 582 N.E.2d at 783-84, indicated that this part of
the inquiry is largely the same as the federal analysis.
[45] Assuming substantial impairment exists, the second inquiry under the Indiana
Constitution is whether the state law is “reasonably necessary for the protection
of the health, safety, and welfare of the general public.” Clem, 582 N.E.2d at
784. “It is only this [] necessary police power, rather than the general police
power, which provides the exception to the contract clause.” Id. (italics in
original); accord Girl Scouts of So. Ill., 988 N.E.2d at 257.
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 24 of 27 B. The 2019 Act does not substantially impair Bloomington’s contracts.
[46] We conclude that the 2019 Act does not substantially impair Bloomington’s
contracts with landowners. The contracts were principally for the extension of
municipal sewer services to the landowners’ properties, and the 2019 Act affects
neither the ability to provide nor the payment for these services. Although
Bloomington argues that the 2019 Act frustrates its annexation efforts, the
contracts with landowners were obviously not contracts for annexation. And as
the State points out, Bloomington provides municipal sewer services to
“hundreds” of properties outside the city limits for which the city does not have
a remonstration waiver. Appellee’s Br. p. 44. Thus, the 2019 Act hardly
“undermines the contractual bargain” to provide municipal sewer services to
which Bloomington and the landowners agreed. Sveen, 584 U.S. at 819.
[47] Additionally, the 2019 Act does not intrude on a field traditionally immune
from regulation. On the contrary, the authority for municipalities to enter
sewage installation contracts with adjacent property owners in the first place,
including the authority to include waivers of the right to remonstrate against
future annexation in those contracts, has been provided by statute since at least
1967. Municipal annexation in general is also traditionally regulated by statute.
See Ind. Code ch. 36-4-3. As such, it was within the parties’ “reasonable
expectations,” Sveen, 584 U.S. at 819, that the State could exercise its authority
to modify municipal annexation powers over the coming years, as the State did
here. Under these circumstances, the 2019 Act does not substantially impair
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 25 of 27 Bloomington’s contracts with landowners so as to violate the Federal and
Indiana Contract Clauses.
[48] As for whether the 2019 Act serves a significant public purpose and constitutes
an exercise of the legislature’s necessary police powers, we note the State’s
argument that the 2019 Act protects landowners from annexation through stale
remonstration waivers. We also note our Supreme Court’s observation that
“annexation of territory by a municipality is a matter of public policy and
public interest . . . .” Doan v. City of Fort Wayne, 252 N.E.2d 415, 419 (Ind.
1969).
[49] Ultimately, however, because we find that the 2019 Act does not substantially
impair Bloomington’s contracts, we need not decide whether the 2019 Act
serves a significant public purpose or constitutes an exercise of the legislature’s
necessary police powers. It is sufficient for the purpose of this case to conclude
that Bloomington lacks enforceable rights against the State under the Federal
and Indiana Contract Clauses and, even if such rights existed, the 2019 Act
does not substantially impair Bloomington’s contracts in the constitutional
sense.
Conclusion [50] We hold that claim preclusion does not apply under the facts of this case. We
further hold that Bloomington, as a municipality, lacks enforceable rights under
the Federal and Indiana Contract Clauses to challenge the 2019 Act as
impairing its contracts with the landowners. Lastly, even if Bloomington could
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 26 of 27 challenge the 2019 Act, the Act does not disturb the principal elements of the
contracts at issue, and municipal annexation is a field traditionally regulated by
the State. The 2019 Act, thus, does not substantially impair Bloomington’s
contracts under the Federal or Indiana Contract Clauses. We, therefore, affirm
the trial court’s grant of partial summary judgment to the State.
[51] Affirmed.
May, J., and DeBoer, J., concur.
ATTORNEYS FOR APPELLANT Margie K. Rice City of Bloomington Bloomington, Indiana
Andrew M. McNeil Stephen C. Unger Jacob T. Antrim Bose McKinney & Evans LLP Indianapolis, Indiana
ATTORNEYS FOR INTERVENOR Theodore E. Rokita Attorney General of Indiana
James A. Barta Solicitor General
Katelyn E. Doering Deputy Attorney General Indianapolis, Indiana
Court of Appeals of Indiana | Opinion 24A-PL-1775| February 18, 2025 Page 27 of 27