Equity Residential Holdings, LLC v. City of Minneapolis

Court of Appeals of Minnesota·Decided August 24, 2026·No. a260021·Published

Opinion

STATE OF MINNESOTA

IN COURT OF APPEALS

A26-0021

Equity Residential Holdings, LLC, et al., Appellants,

vs.

City of Minneapolis,

Respondent.

Filed August 24, 2026

Certified Question answered in the negative;

Reversed and remanded

Connolly, Judge

Hennepin County District Court File No. 27-CV-23-8638

Jack Y. Perry, Scott M. Flaherty, Brayanna J. Smith, Taft Stettinius & Hollister LLP, Minneapolis, Minnesota (for appellants/cross-respondents)

Kristyn Anderson, Minneapolis City Attorney, Munazza Humayun, Mark Enslin, Adam Szymanski, Assistant City Attorneys, Minneapolis, Minnesota (for respondents/crossappellants )

Considered and decided by Ede, Presiding Judge; Worke, Judge; and Connolly, Judge.

SYLLABUS

A plaintiff may not bring a suit for damages based on an alleged violation of the Due Process Clause of the Minnesota Constitution.

OPINION

CONNOLLY, Judge Appellants-rental license holders in respondent-city claimed monetary damages from respondent for violations of the Due Process Clause of the Minnesota Constitution. Respondent moved for summary judgment dismissing appellants’ claims, arguing, in relevant part, that appellants’ constitutional rights had not been violated and that they had been given due process. The district court granted in part and denied in part respondent’s motion, concluding that damages were available for violations of the Due Process Clause of the Minnesota Constitution, but not addressing the standard for awarding such damages; denied appellants’ summary-judgment motion; and granted in part respondent’s summary judgment motion.

Both parties filed cross-appeals under Minn. R. Civ. App. P. 103.03(i). They then moved to certify two questions as important and doubtful: (1) may a plaintiff bring a suit for damages based on an alleged violation of the Due Process Clause of the Minnesota Constitution and, if so, (2) is the standard for municipality liability in such an action the same as that for municipal liability for a violation of federal constitutional rights under 42 U.S.C. § 1983 (2024), namely, the standard set forth under Monell v. Dep’t of Soc. Servs., 436 U.S. 658 (1978), and its progeny. The district court granted the parties’ motion to certify, and appellants filed this interlocutory appeal.

Respondent then filed a notice of related appeal and a statement of the case, listing this case as a prior or pending appeal arising from the same action as this appeal and seeking reversal in part of the district court’s denial of summary judgment as it relates to

the claim for damages based on an alleged violation of the Due Process Clause of the Minnesota Constitution.

We first determine that the first certified question is important and doubtful. We then answer that certified question in the negative and conclude that a plaintiff may not bring a suit for damages based on an alleged violation of the Due Process Clause of the Minnesota Constitution. The second question is moot based on our answer to the first question. We also reverse and remand the denial of respondent’s motion for summary judgment as it relates to those claims for damages.

FACTS

Appellants are four entities having joint or overlapping ownership, management, and licensing of apartment buildings in respondent City of Minneapolis (the City): Equity Residential Holdings LLC; 2020 Vision Investments LLC; Berkely Holdings Inc.; and SS Quarters Inc. (collectively, the ERH). In 2012, this court affirmed the City’s revocation of three rental-dwelling licenses in which Spilos Zorbalas had an interest and declared him ineligible to hold or have interest in rental dwellings for five years. In re Rental Dwelling License ex rel. Zorbalas, No. A11-892, 2012 WL 686095, at *4 (Minn. App. March 5, 2012), rev. denied (Minn. May 30, 2012).

Zorbalas and Stephen Frenz formed the ERH, each contributing the rental properties under their control. Frenz was chief operating officer of the ERH; Zorbalas was chief executive officer and chief financial officer. Both were responsible only to the managers, who were themselves. Frenz notified the City that he had purchased Zorbalas’s properties, obtained rental-dwelling licenses on behalf of the ERH, and provided the City

with a list of the ERH members that did not include Zorbalas. When the City’s attorney asked Frenz for names of shareholders of the ERH because “they want[ed] to make sure Zorbalas is not involved,” Frenz answered, “We discussed a transfer of ownership that would remove [Zorbalas] from any control. The only difference is that you insisted on him being removed from the equation. I have done exactly as you demanded. Take the gift you have been given and use it wisely.” The City relied on these statements and issued renewal licenses for the properties in 2014, 2015, and 2016. Frenz later admitted his statements had not been truthful.

In September 2016, the City became aware that Zorbalas was still involved in rental properties within Minneapolis, sent Frenz a list of licensed properties, and again asked him to provide the names and addresses of all interest holders in the entities that owned the licensed properties, specifically Zorbalas. Frenz submitted an affidavit listing other interest holders, but not Zorbalas. Id. In November 2016, the City revoked the rental licenses, and Frenz administratively appealed. Id. On August 3, 2017, Noah Schuchman, the director of the City’s Department of Regulatory Services (DRS), sent Frenz a letter stating that DRS would forego the renewal of licenses while the adverse license decision was pending, so Frenz would not be able to renew his licenses when they expired on August 31, 2017.

In September 2015, the only other time when the renewal of licenses while a revocation procedure was pending had been an issue, Schuchman had written the license holder that his rental licenses would “continue to be considered valid through the . . . revocation action and any subsequent appeal, if necessary, to the Minnesota Court of

Appeals or [the] Minnesota Supreme Court.” In that case, the name of the license holder was Mahmood Khan.

However, Schuchman’s letter to Frenz said:

In past years, the City’s general practice has been to for[]go renewal of rental license(s) during the pendency of adverse licensing actions. [DRS] intends to follow that practice with regard to Mr. Franz’[s] licenses, particularly because the basis for [DRS’s] revocation action is [DRS’s] assessment that Mr.

Frenz and his entities are [i]neligible to hold licenses.

Notwithstanding the foregoing, no adverse action based on the validity of Mr. Frenz’[s] licenses will be taken by [DRS]

against Mr. Frenz during the pendency of the revocation action and no renewal forms will be required by the City with regard to Mr. Frenz’[s] licenses until written notice requiring the same is issued by the City.1. . .

(Footnote added). The ERH sold all its rental properties in August 2017.

In September 2017, an administrative hearing officer (AHO) concluded that there were grounds to revoke the ERH’s licenses and recommended that they be revoked. The City Council adopted the AHO’s findings and conclusions, and in December 2017, the City approved the revocation of Frenz’s rental-dwelling licenses. This court affirmed. In re Rental Licensed Revocation Appeal for Stephen Frenz for properties owned by ERH and three other corporations, No. A18-0123, 2019 WL 1006795, at *6 (Minn. App. Mar. 4, 2019), rev. denied (Minn. May 28, 2019).

1 The district court observed in its order that “the City’s decision to not renew/update [the ERH]’s licenses—and the City’s decision to do the contrary for Khan—could be due to the City’s exercise of discretion, which [is] afforded by the lack of Code provisions requiring the City to renew/update licenses during appeals.”

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