(concurring in part and dissenting in part):
134 While leave to amend a complaint "shall be freely given when justice so requires," Utah R. Civ. P. 15(a), this court recognizes that "a motion for leave to amend must be accompanied by a memorandum of points and authorities in support and by a proposed amended complaint." Coroles v. Sabey, 2008 UT App 339, ¶ 43, 79 P.3d 974 (quotations and citation omitted); see also Holmes Dev., LLC v. Cook, 2002 UT 38, ¶ 59, 48 P.3d 895 (holding that a trial court did not abuse its discretion in refusing to allow plaintiff to amend complaint when plaintiff failed to submit a proposed amended complaint with motion). Here, GLFP failed to submit a proposed amended complaint and instead merely promised that it would submit an amended complaint if the trial court granted its motion to amend. Respecting the exclusive derivative claims, GLFP failed to make demand on CL Properties prior to seeking leave to amend its complaint and failed to adequately allege or otherwise properly plead entitlement to the futility exception. In addition, the record is unclear respecting whether the motion to amend had anything to do with the dissolution and accounting claims. Thus, in addition to ruling the motion moot, the trial court did not abuse its discretion in refusing GLFP's motion to amend. See State v. Topanotes, 2003 UT 30, ¶ 9, 76 P.3d 1159 (holding that appellate courts "may affirm the judgment appealed from if it is sustainable on any legal ground or theory apparent on the record" (quotations and citation omitted)).
1 35 I see no justification in this case for departure from Coroles and Holmes. Therefore, I dissent only from the majority's determination that the trial court erred by deny*647ing GLFP's motion for leave to amend its complaint, and I concur in the remainder of the opinion.