concurring in part and dissenting in part:
I concur in that portion of the majority opinion which establishes a single standard for enjoining the prosecution of a foreign cause of action. I also concur in the majority’s holding in the Daiwa Bank appeal. I believe, however, that this court should not countenance the behavior of Chrysler Corporation (Chrysler) in the Skyline appeal. Because the majority’s decision in the Skyline appeal enables a litigant to circumvent substantive rulings by an Illinois trial court, I respectfully dissent from that portion of the majority’s decision.
The circumstances of the Skyline appeal are as follows. The initial plaintiff, Pfaff, sued Chrysler in Cook County, Illinois, for an accident which occurred in Belvedere, Illinois. Chrysler moved the Cook County trial court to transfer the cause to Boone County, Illinois, on forum non conveniens grounds. The Cook County trial court granted Chrysler’s motion and the cause was transferred to Boone County. After Chrysler succeeded in getting the case to Boone County, Chrysler filed a third-party complaint against Skyline, bringing Skyline before the Boone County trial court. Although, at this time, Chrysler could have filed its complaint in any jurisdiction that it chose (including Michigan), Chrysler chose to bring Skyline to Illinois to defend the allegations in its third-party complaint before the Boone County court. It was only after Skyline prevailed on its motion to dismiss the indemnity counts in Chrysler’s complaint that Chrysler decided to bring the same counts against Skyline in a Michigan forum. Chrysler has received an adverse ruling from the Boone County trial court with which it disagrees. Chrysler could have sought review of this adverse ruling from an appellate tribunal of this State. Instead, Chrysler chose to start anew in Michigan. By allowing Chrysler to pursue this course of action, the majority allows a Michigan trial court to sit in review of the Illinois trial court’s rulings. Clearly, this is not proper. Once a litigant has received an adverse ruling from an Illinois trial court, this court should not allow that litigant to relitigate the same claims in a different forum.
Initially, it is important to note that the trial court’s order enjoining Chrysler from prosecuting its Michigan cause of action was an equitable remedy. The instant proceedings in the Skyline appeal are proceedings in equity. The primary and overriding goal of equity is to do substantial justice between the parties. (See Holman v. Gill (1883), 107 Ill. 467, 477.) Equitable jurisdiction is invoked when legal remedies are inadequate or incapable of doing justice according to equity and good conscience. (See Illinois Bell Telephone Co. v. Allphin (1975), 60 Ill. 2d 350, 358-59; Royal League v. Kavanagh (1908), 233 Ill. 175, 183.) A court of equity is therefore duty-bound to look at substance rather than form (Reese v. Melahn (1973), 53 Ill. 2d 508, 513; Ridgely v. Central Pipe Line Co. (1951), 409 Ill. 46, 53) and to prevent inequities which may result from technicalities (Daly v. County of Madison (1941), 378 Ill. 357, 374; see Holman, 107 Ill. at 476-77). In order to achieve its goal of doing substantial justice, equity will consider as done that which ought to be done. (Cesena v. DuPage County (1991), 145 Ill. 2d 32, 38.) The majority has overlooked these fundamental, equitable maxims in reaching its decision in the Skyline appeal.
In Royal League v. Kavanagh (1908), 233 Ill. 175, this court established the standard that Illinois courts must follow in determining the appropriateness of restraining the prosecution of a foreign cause of action. Under the Royal League standard, Illinois courts will enjoin the prosecution of a foreign cause of action only if that prosecution would result in fraud, gross wrong, or oppression and the injunction is necessary to prevent manifest wrong, injustice, or the denial of an equitable right. (Royal League, 233 Ill. at 183.) Furthermore, if both parties reside in Illinois, as in the instant case, an Illinois court may grant such an injunction if the foreign action was filed to avoid or defeat the operation of Illinois law. (Illinois Life Insurance Co. v. Prentiss (1917), 277 Ill. 383, 391.) Although the majority properly determines that the Royal League standard governs the instant appeals, its opinion in the Skyline appeal virtually ignores this standard.
Much to my astonishment, the majority has failed to discern that Chrysler has essentially evaded not only the jurisdiction of the Boone County trial court, but also two substantive rulings made by that court which were unfavorable to Chrysler. Chrysler has found a method by which it can evade the law of Illinois and has obtained this court’s approval in the process. Clearly, Chrysler’s behavior rises to the level of a gross wrong, results in manifest injustice and denies Skyline substantial equitable rights.
The central and deciding factor which leads the majority to its ultimate holding in the Skyline appeal is its determination that the trial court’s dismissal of Chrysler’s indemnity counts was not a final order. The majority writes:
“[The trial court’s] language reflects that [its] ruling striking and dismissing the indemnity and breach of contract counts was not an adjudication on the merits. [Citation.] Significantly, the record reflects that the trial court stated several times that its order was not final and, thus, rejected Skyline’s collateral estoppel argument. ***
We recognize, as pointed out by the dissent, that substance rather than form may determine whether a general order of dismissal represents a final adjudication. [Citations.] However, we decline to engage in any interpretation of an order which so affirmatively indicates on its face that a final adjudication was not made. [Citations.] This is not a case where certain ‘magic words’ indicative of a final decision on the merits were not included in a dismissal order such that it becomes necessary to look to the substance of the order. [Citation.] To do so, under these circumstances, would significantly undermine the clarity and uniformity achieved by Rule 273(a) in this area of the law.
Accordingly, there was nothing to prevent Chrysler from proceeding elsewhere as though the stricken and dismissed actions had never been commenced. [Citations.]” (Emphasis added.) (155 Ill. 2d at 62-63.)
The majority’s erroneous analysis of this issue regarding finality misstates well-established Illinois law. Therefore, its conclusion, based on its mistaken analysis, that the Boone County trial court’s order is nonfinal is equally erroneous.
This court has stated numerous times that it is not the form of the order which determines whether it is a final or nonfinal order. (See, e.g., Altschuler v. Altschuler (1948), 399 Ill. 559, 570; Brauer Machine & Supply Co. v. Parkhill Truck Co. (1943), 383 Ill. 569, 577-78.) On numerous occasions, this court has rejected the trial court’s denomination of the order at issue. Instead, this court has repeatedly emphasized that it is the substance of the order which is determinative. (See, e.g., Mills v. Ehler (1950), 407 Ill. 602, 610; Altschuler, 399 Ill. at 570.) In Altschuler, 399 Ill. at 570, this court wrote:
“It is not the form of the decree, but the substance and effect of the adjudication which is determinative. A decree, notwithstanding it may be denominated interlocutory and direct further proceedings, may so completely adjudicate the rights of the parties as to constitute a final and appealable order. Groves v. Farmers State Bank, 368 Ill. 35.” (Emphasis added.)
It is well-established Illinois law that an order is final if it “finally disposes of the rights of the parties, either upon the entire controversy or upon some definite and separate branch thereof.” (Altschuler, 399 Ill. at 569.) This is so even though substantial matters in the controversy remain pending in the trial court. (Roddy v. Armitage-Hamlin Corp. (1948), 401 Ill. 605, 610.) The question of finality must always be considered with respect to the particular facts and circumstances of each case. Roddy, 401 Ill. at 610.
Contrary to the above-cited rules of Illinois law, the majority has, in essence, determined that the Boone County trial court’s dismissal of Chrysler’s indemnity counts was nonfinal because the trial court said so. Apparently, the majority has determined that, if the form of the order is clear on its face, that form controls the issue regarding finality. The majority indicates its mistaken belief that the substance of the order need not be examined unless the form of the order is unclear. In that case, the majority asserts that the substance of the order may be examined to determine whether the order is final. The majority’s analysis in the case sub judice has turned established law on its head. Examination of the order’s substance is not a discretionary matter, dependent upon the clarity of the order’s form. The form of the order and the trial court’s denomination do not control the question of whether the order is final or non-final. Rather, it is the substance of the order which controls the question of whether it is a final or nonfinal order.
In the instant case, the Boone County trial court substantively ruled that Chrysler’s indemnity counts were invalid in Illinois pursuant to the Construction Contract Indemnification for Negligence Act (Ill. Rev. Stat. 1987, ch. 29, par. 61). The trial court also made a choice-of-law ruling, holding that Illinois law would govern these counts pursuant to Donaldson v. Fluor Engineers, Inc. (1988), 169 Ill. App. 3d 759. These two substantive rulings were final adjudications as to separate branches of the litigation between the parties. With respect to the dismissal of the indemnity counts, no amendment could make the indemnity counts valid in Illinois. In substance, the facts indicate that the order was a final adjudication as to the rights of the parties with respect to Chrysler’s indemnity counts. The Boone County trial court’s rulings were crucial to Skyline and Skyline had a substantial equitable right to rely on these rulings made pursuant to Illinois law. Although the trial court’s dismissal order, in form, gave Chrysler leave to amend, that order was, in substance, an adjudication on the merits of Chrysler’s indemnity counts. The appellate court properly recognized this fact when it stated:
“We undertake our analysis agreeing with Skyline’s statement that, under the circumstances, the trial court’s dismissal of Chrysler’s indemnity claims constitutes a substantive ruling on the merits. We note that, although Chrysler’s entire third-party complaint was dismissed without prejudice to refiling an amended pleading, the trial court made it clear that the indemnity counts did not and could not state a cause of action and should be referenced in any new third-party complaint merely to preserve Chrysler’s right to appeal the ruling. [Citation.] Chrysler’s failure to include the indemnity counts in its second amended third-party complaint potentially bars only its right to appeal the dismissal of these counts but does not alter the fact that the trial court ruled on the merits of these counts.” (Emphasis added.) 208 Ill. App. 3d at 916.
The appellate court properly looked to the substance of the Boone County trial court’s order rather than the technical form of the order. This court should likewise recognize that, even though the order was technically a nonfinal order, it ought to have been entered as a final order with respect to the indemnity counts. It is axiomatic that this court has the power to enter a final judgment that the record reveals should have been entered. (Cesena, 145 Ill. 2d at 38.) As this court has stated:
“Equity *** will disregard mere technical objections that do not affect the merits of the controversy, and which might readily be removed if the attention of the opposite party, or of the court, had been called to them.” (Holman, 107 Ill. at 474.)
Under equitable principles, the majority should have concluded that the order was a final order with respect to Chrysler’s indemnity counts irrespective of its technical form. Therefore, under principles of collateral estoppel, the majority should have upheld the trial court’s order permanently enjoining Chrysler from relitigating these counts in Michigan. Instead, the majority’s decision improperly allows Chrysler to circumvent the trial court’s substantive rulings and to pursue the same claims in Michigan.
This case is fundamentally distinguishable from the prior decisions of this court which denied a litigant’s motion for an injunction to enjoin the prosecution of a foreign cause of action. (See Prentiss, 277 Ill. 383; Royal League, 233 Ill. 175.) In Royal League, the plaintiff-insurer requested that this court enjoin the defendant-insured from bringing her cause of action against the insurer in a Missouri court. At the time that the insurer filed its complaint in Illinois for injunctive relief, however, the insured had not yet brought a cause of action against the insurer to collect on the insurance policy. Rather, the insurer was simply attempting to force the insured to bring her cause of action in Illinois because it wanted Illinois law to apply to the insured’s cause of action to collect on the insurance policy. This court held that the insurer could not invoke the equitable jurisdiction of an Illinois court to force a litigant to choose an Illinois forum. (Royal League, 233 Ill. at 184.) It was under these circumstances that this court wrote:
“A person has the right to select such tribunal having jurisdiction as he chooses for the prosecution of his rights, and the court which first obtains jurisdiction will retain it. Such jurisdiction cannot be defeated because the defendant may prefer another tribunal in which he supposes the decision will be more favorable to him.” Royal League, 233 Ill. at 183-84.
In Prentiss, the insured initially brought an action against the insurer in Illinois. While this action was pending in Illinois, the insured threatened to bring another lawsuit against the insurer in Missouri. The insurer then sought an injunction from an Illinois court to enjoin the insured from filing the second action in Missouri. This court held that the maintenance of lawsuits in both the Illinois and Missouri courts was not enough to justify enjoining the prosecution of the Missouri lawsuit. (Prentiss, 277 Ill. at 387-88.) This court wrote:
“[I]t is only where it clearly appears that the prosecution of an action in a foreign state will result in a fraud, gross wrong or oppression, that a court of equity will interfere with the general right of a party to press his action in any jurisdiction which he may see fit and in as many of them as he chooses and restrain him from the prosecution of such a suit.” (Prentiss, 277 Ill. at 387.)
The Prentiss court found that neither the inconvenience and added expense of multiple lawsuits nor the possibility of a more favorable judgment was sufficient to justify granting the injunction sought by the insurer. Prentiss, 277 Ill. at 387-88, 391.
The instant case does not involve a litigant’s right to initially choose a forum, as in Royal League. Here, Chrysler had already exercised the privilege of voluntarily choosing its forum, the same privilege afforded to the insured in Royal League. It just so happens that the initial forum that Chrysler chose ruled against it. Nor does this case involve a litigant’s right to choose forums with concurrent jurisdiction and maintain multiple, pending lawsuits, as in Prentiss. Rather, in the case at bar, Chrysler originally initiated its complaint against Skyline in an Illinois forum. The Illinois court then ruled adversely to Chrysler on the choice-of-law issue and on the validity of Chrysler’s indemnity counts. Thereafter, Chrysler filed the same counts before the Michigan court in an obvious attempt to circumvent these two adverse rulings made in Illinois and to evade the Illinois law upon which these adverse rulings were based. Looking to the substance of the Boone County trial court’s order, Chrysler’s indemnity counts have already been finally disposed of and are no longer pending, unlike the actions at issue in Prentiss. Significantly, in the case before us, Skyline does not seek relief from the inconvenience and expense of defending multiple lawsuits. Rather, Skyline seeks to enjoin Chrysler from relitigating claims that have already been resolved in Skyline’s favor by an Illinois trial court.
The majority’s decision in the instant case reaches beyond the holdings in Royal League and Prentiss and now extends to a litigant the right to disregard an Illinois trial court’s substantive rulings and seek a different ruling from another forum. The majority’s conclusion is based on nothing more than the technicality that the trial court’s order did not have the word “final” in it. As stated above, the majority should have looked to the substance of the Boone County trial court’s order as equity requires us to do and should have concluded that the trial court’s dismissal was a final adjudication on the merits of Chrysler’s indemnity counts. Therefore, the majority should have applied the principles of collateral estoppel and upheld the trial court’s grant of an injunction. Only this result could afford substantial justice between the parties and prevent gross wrong and oppression.
Further, the majority’s alternative basis for affirming the appellate court is equally at odds with Illinois law. The majority states that, even if the dismissal order were a final order, it would not grant Skyline injunctive relief because Skyline could assert res judicata principles in the foreign proceedings. Again, the majority misses the mark. Under Prentiss, an injunction is an appropriate means of preventing a party from evading the law of the forum. The law of Illinois, a State in which Chrysler resides, is adverse to Chrysler with respect to indemnity and the Boone County trial court’s dismissal of the indemnity counts was made in accordance with Illinois law. The proper focus here is not whether Skyline can succeed on res judicata principles in the Michigan forum, but rather whether Chrysler’s institution of the same indemnity counts in Michigan is an attempt to evade Illinois law. Clearly, Chrysler’s conduct reveals an attempt to evade this State’s law and, under Prentiss, an injunction enjoining Chrysler’s prosecution of the foreign action is appropriate under these facts.
This is a case where an Illinois trial court has substantively ruled against a litigant. Chrysler could have appealed those rulings to an Illinois appellate tribunal but it chose not to do so. Instead, Chrysler seeks to have a Michigan trial court sit in review of the Boone County trial court’s rulings against Chrysler. The majority’s approval of Chrysler’s conduct denies Skyline its equitable right to rely on the validity of the Boone County trial court’s rulings. The majority’s holding also visits upon the Boone County trial court, as well as Skyline, a gross wrong and results in oppression of that court’s power and authority. It is inconceivable that this court, sitting in equity, could countenance such manifest injustice.
For the foregoing reasons, I respectfully dissent to the majority’s decision in the Skyline appeal.