BRUX, L.P.,
MINE AND MII-L HYDRAULICS, INC.; GLEN M.
CALDWELL; KATHLlXD.4 BETSISE, a'k.'a
KA'I'HLINDA CALDWELL; JAMES BURRINGTON;
WILLII\M ANDERS; WILLIAM L-i. STINCHFIELD;
GER.4LD E.NICHOLS; and MOKTANA HYDRAULICS, L1.C.
Uefc~ldai~ts Respondents.
and
.4PPEAL FROM: District Co~irt the First Judicial District,
of
In and for the County of Lewis and Clark. Cause Xo. ADV-90-00370,
Honorable Dor'othy McC'arter, Judgc Presidiiig
COUNSEL OF RECORD:
For Appellai~t:
John M. Kaufiman, Kasting, Cornbs & Kauffnlan, Hozenlan, Montana
For Respondents:
li~ the Court.
of
!il The Appellant, TKIIX, L.P. iTrus), bsougirt this action agairist the Respnr~cionts
alleging constructive fratid, breach of fiduciary duty and unjust enrichment. The District
t.:ourt for the First Judicial District; Lewis and Clark County_granted summary judgment in
favor of the Respondents and against Trus, concluding that 'Frus was barred from recovery
by 4 27-1-303, MCA, bccausc Trux had already receued a judgment agalnst Mine and 11111
Hydraulics, Inc.. and because granting judgment against additional defendants lvouid d l l o ~ ~ .
Trux to reco\er more than the satisfaction of its losses. Trux now appeals. We reverse
$12 We rephrase and address the following issues on appeal:
c3 1. \\here it is alleged that there are multiple tortfeasors who are jointly and
se~erally liable and the plaintiff has obtained, in a separate action, a judgment against
one of the tortfeasors for the full amount of damages alleged. but has received no
reco%ery,does 5 27-1-303, MCA, prewent the plaintiff from bringing a separate action
against the other tortfeasors?
?I4 2. \Vhether the Directors are shielded from personal liabilit! for the contractual
obligation of Mine and Nlill to Trux.
!!5 On October 1") 1998, Mountain West Bank brought suit to collect on loans that it had
made to Mine and Mill Hydraulics, Inc. (Mine and blill), alleging that hline and Mill had
defaulted on its loans. That suit is known as itlozrtzrilitr !Test ilutzk ;V.;:A. 1;. iVfitze olrzd itfill
ilycir-c~~~lii.~, czi., CDV 98-596 (the 'Bank Case"). Because 7'rux had a security i~iterest
Irrc. ef
in s o n ~ of the same collateral as Mountain C6'est Bank, the bank nained -1-ruxas an additiorial
e
'ryithi~ suit, '1-nrx filed a cross-citrim against %lint and Mil! and Glen Caid\v\.ell.
that
sharcl-ioldiir and officer of Mine ant! Mill; for hreaci~of contnict, fraiid and un!iist
Rule 19. \/I.R.C~V,P.~
cnrichmcnt. After conducting some discovery. Trux raoved ~lnder to
LLC (MH), as an additionili party to the Bank Case. in February
add 'clontana f-%yciraulics,
2000, the District Court denied Trus's request to add ME1 as a party, stating:
[Clomplete disposition can be made in this case without joining Montana
Hydraulics as a party. Mine and Mill is the debtor and the claints presented are
against blilie and Mill on account of its default on various loan obligations.
Mountain West holds first priority liens on the collateral which was leased to
Montana Hydraulics.
'fKbX has superior priority to that of Mountain West in only the accounts
receivable of Mine and Mill. 'There is no indication in the record, and TRIJX
has not argued, that Montalia Hydraulics was involved with any aspect of those
receivables. Furthermore, it has not been demonstrated that Montana
I-lydraulics has any interest in the outcome of this foreclosure action, or in the
~tltimatedisposition of any funds received from the sale of the collateral.
Accordingly. the Court conclutles that Montana Hydraulics need not be
brought into this aetioi~ that TRUX's motion to add Montana Hydraulics
and
as a party should be denied.
Court did not allow Trux to add MH to t l ~ c
Although the Distr~ct Bank Case, Trrix sought and
ultimately received a default judgment, on May 25, 2000, against Mine and Mill fbr
S 1.012,019 plus attomcq fees of $27,330.5 1.
$7 in June 1999, while the Rank Case was still proceeding and before receiving its
dcfault jtidgnIent against Mine and 121111,Trux tiled its coruplaint In the instant case The
original complaint is nearly identical to the cross-claim 'I'rux filed against Mine and Mill ir?
Mine arid ;~lii! iii~i~
thc Bit& Cast. Trux narncd as dcli.i~diitlts and and Kaihiindii Caid\%cii*
officers of Mine and Miii.
both sharchoiders a~~ird
7jX 0 1 thc
1 same day that Trux received its default judgment against Mine and Mill in the
Bank Case, 'Trux fi!cd an amended complaint in the instant case. adding as dofendants MFI
and its Directors. The allegations in the amended complaint involve the same actions that
led to the default judgment against Mitie and Mill in the Bank Case.
9 M H and its Directors (collectively "Respondents") thereafter moved the court to
dismiss. arguing, in part, that allowing Trux to recover against them ivould violate 4 27-1-
303, MCA. The Respondents argucd that the statute prohibited T n ~ x
from recovering a
greater amount of da~i~ages it suffered from any bi-each of an obligation, and that
than
allowing Trux to proceed against them would esseirtially permit l'mx to reccive "double
recovery" for its damages. The District Court converted the motion to one for summary
judgment and on April 5,2001. granted summary judgment to the Respondents and against
'Trux, concluding that 5 27-1-303, MCIA, barred l'rux from recovering against the
Rcspondents in light of the default judgment awarded Trux for its full damages against Mine
and Mill.
7 10 Tmx moved the District Court to alter or amend its jtldgment, noting iil part, that 'Trux
allegcd t!mt thc Respondents u-erc jointly and severally liable: and therefore, that any
j~idgrncnt
against thc Rcspondents, and damagcs collected tliercfrom, would he offset by any
dslrniigcs itctualiy co!!ccted from the cief&uitjudgrncnt against Mint tind i.iiii.' The Dislrict
C:uu-r cienied Tnix's rnotioi~.
!/I I It is from the District Court's grant of summary judgment to tlie Kcspondents and
frorn the District Court's denial of Trilx-s motion to alter and aincnd judgment that Trux now
appeals.
S 7 A liCrI1.il R L) 0F RE VIb:'W
712 f h c standard of review for a grant of surnmary judgment is rfe rzovo. This Court will
apply the same etaluatlon as the distrtct cotlrt based upon K~rle b'I.R.C'rv.P. The mo\ ing
56,
pally must establish both the absence of a genuine issue of ~naterial
fact and entitlement to
2002 MT 262, Tj 9, 3 12 Mont. 240,y 9,
judgrnent as a matter of law. Gilrlzcz1e.s v. FValclt~lli,
rl par?>:has met its burden, the opposing party must: if it
59 P.3d 377, 9. Once tlie mot~ing
~vishes raise a genuine issue of material fact rather than merely arguing for a favorable
to
judgment, present rnaterial and substantial evidence essential to one or Inore elements of its
statements. (;otlsmles: 9. As
case rather than presenting mere conclusory or spe~ulati\~c '
we stated iu Cionzales, "[ojnce the moving party has met its burden, t11c opposing party must
present material and subqtant~ale~ldenee.rather than mere conclusory or speculative
Part of the District Court's concern when granting siimmary judgment was that Trux's
default jndgmmt in the Bank Case diii uot explicitly provide for an o f k t from any amount
rccovercd from other defendants. To allay this concern, Tr~rx moved for anil Xvas granted an
atnendnient to its previous default judgment, providing that any recovery kom other defcndants
~vould offscl tlie mount collec~able Srom Mini: and Mill. Tliereafrer, Trux lilcd its uiotion to
alter or arneiid the District Court's grant ofsumrnary judgment in the instant case.
siillerncnls; 10 raise a genuine issiic of material hct." Oiir standard nf -cviclv o f a qircsrjan
of law is whcthcr the lcgai conciusions o f the trial coiil-t arc correct, <;of2zde,7,7 9
Ill 1. Where it is alleged that there are multiple tortfcasoss who are jointly and
severaliy liable and the plaintiff has obtained, in a separate action, a judgment against
one of the tortfeasors for the full amount of damages alleged, but has received no
recovery, does 8 27-1-303, MC.4, prevent the plaintiff from bringing a separate action
against the other tortfeasors?
1 14
1 Sectlon 27- 1-303, MCA, pro\ ides:
Limitation of damages for breach of obligation. No person call recover a
greater amount in damages for the breach of an obligation than he could have
gained by the full performance thereof on both sides unless a greater recovery
is specified by statute.
?] 15 '1-1-ux contends that the District C o ~ ~ r t in applying the above statute; arguing that
erred
the statute prohrbits only rccoi,ei-) of more than the satisfaction of its losses, but does not
preclude its right to attain a judgment against any and all parties