Modsl, Inc. v. New Jersey Motor Vehicle Commission ( 2024 )


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  •                                 NOT FOR PUBLICATION WITHOUT THE
    APPROVAL OF THE APPELLATE DIVISION
    This opinion shall not "constitute precedent or be binding upon any court ." Although it is posted on the
    internet, this opinion is binding only on the parties in the case and its use in other cases is limited. R. 1:36-3.
    SUPERIOR COURT OF NEW JERSEY
    APPELLATE DIVISION
    DOCKET NO. A-0127-23
    MODSL, INC.,
    Petitioner-Appellant,
    v.
    NEW JERSEY MOTOR
    VEHICLE COMMISSION,
    Respondent-Respondent.
    __________________________
    Argued June 4, 2024 – Decided July 23, 2024
    Before Judges Sumners, Smith and Perez Friscia.
    On appeal from the New Jersey Motor Vehicle
    Commission.
    Lloyd D. Levenson argued the cause for appellant
    (Cooper Levenson, PA, attorneys; Lloyd D. Levenson
    and Jennifer B. Barr, on the briefs).
    Jennifer R. Jaremback, Deputy Attorney General,
    argued the cause for respondent (Matthew J. Platkin,
    Attorney General, attorney; Sara M. Gregory, Assistant
    Attorney General, of counsel; Jennifer R. Jaremback,
    on the brief).
    PER CURIAM
    Appellant MODSL, Inc. appeals from the Motor Vehicle Commission's
    (MVC's) August 9, 2023 final agency decision denying its application for a new
    motor vehicle dealership license. The MVC denied MODSL's application solely
    on the basis of having an improper proposed place of business pursuant to
    N.J.S.A. 39:10-19.     On appeal, MODSL argues:         the MVC erred in its
    interpretation of the statutory language "consisting of a permanent building" as
    requiring a separate distinct stand-alone building; alternatively, averring that
    collateral estoppel requires the MVC approve its application. We reverse for
    the reasons that follow.
    MODSL, a Harley Davidson motorcycle franchisee, executed an asset
    purchase agreement with SJM Motorcycles, LLC (SJM) and signed a long-term
    lease at 136 Monmouth Road in West Long Branch (the property) in December
    2022. This location was SJM's former site. Since 2019, SJM had occupied a
    26,000 square foot unit within a commercial property with space for one
    additional business. A K-Mart had leased the adjacent commercial space until
    the store closed in 2020. The space adjacent to SJM has remained vacant since
    K-Mart's departure. Prior to MODSL's asset purchase, the MVC granted SJM a
    conditional waiver of "the firewall rule," N.J.A.C. 13:21-15.4(d), concluding
    A-0127-23
    2
    that the concrete masonry wall separating the two units was an acceptable
    alternative to a firewall.
    Shortly after its purchase, MODSL applied with the MVC for a new motor
    vehicle dealer license and listed the property as its proposed place of business.
    The MVC denied the application. In its final administrative decision (FAD), the
    MVC reasoned that:
    As amended, the statutory language creates a
    clear distinction between the physical requirements for
    new and used dealerships. The amended statute
    requires new dealerships maintain a location consisting
    of a permanent building, while used dealerships can
    maintain a location within a permanent enclosed
    building. There are also different square footage
    requirements for new and used dealerships. The
    Legislature's use of different language describing the
    building requirements for the two different types of
    dealerships demonstrates its intent that new and used
    dealerships be treated differently in this regard. Also,
    the previous version of the statute did not make any
    distinction between the building location requirements
    for new and used dealerships. When read together, it is
    clear that the Legislature's choice of the language
    "consisting of" signifies that the new dealership must
    be the only business in that particular location, while its
    choice of the word "within" demonstrates that used
    dealerships may share a location and need not be the
    only business occupying the building.
    ....
    The amendment makes clear that applicants for a new
    motor vehicle dealer license, such as MODSL, are
    A-0127-23
    3
    prohibited from operating within a permanent building,
    shared by other businesses.
    MODSL appealed the FAD.
    Our role in reviewing final agency determinations is limited. Allstars
    Auto. Grp., Inc. v. N.J. Motor Vehicle Com'n, 
    234 N.J. 150
    , 157 (2018). "An
    administrative agency's final quasi-judicial decision will be sustained unless
    there is a clear showing that it is arbitrary, capricious, or unreasonable, or that
    it lacks fair support in the record." Russo v. Bd. of Trs., PFRS, 
    206 N.J. 14
    , 27
    (2011) (quoting In re Herrmann, 
    192 N.J. 19
    , 27-28 (2007)).
    "A reviewing court 'must be mindful of, and deferential to, the agency's
    'expertise and superior knowledge of a particular field.'" 
    Id. at 158
     (quoting
    Circus Liquors, Inc. v. Governing Body of Middletown Twp., 
    199 N.J. 1
    , 10
    (2009)).   "However, when an agency's decision is based on the 'agency's
    interpretation of a statute or its determination of a strictly legal issue,' we are
    not bound by the agency's interpretation." Caucino v. Bd. of Trustees, Teachers'
    Pension & Annuity Fund, 
    475 N.J. Super. 405
    , 412 (App. Div. 2023) (quoting
    Saccone v. Bd. of Trs., Police & Firemen's Ret. Sys., 
    219 N.J. 369
    , 380 (2014)).
    "Statutory interpretation involves the examination of legal issues and is,
    therefore, a question of law subject to de novo review." 
    Ibid.
    A-0127-23
    4
    When engaging with the meaning of a statute "our role 'is to discern and
    effectuate the intent of the Legislature.'" 
    Ibid.
     "[G]enerally, the best indicator
    of that intent is the statutory language." S.L.W. v. N.J. Div. of Pensions &
    Benefits, 
    238 N.J. 385
    , 394 (2019) (alteration in original) (quoting DiProspero
    v. Penn, 
    183 N.J. 477
    , 492 (2005)). "If the statutory language is clear, our
    inquiry ends." 
    Id.
     at 394–95 (citing Richardson v. Bd. of Trs., Police &
    Firemen's Ret. Sys., 
    192 N.J. 189
    , 195 (2007)).         "However, if a statute's
    seemingly clear language nonetheless creates ambiguity in its concrete
    application, extrinsic evidence may help guide the construction of the statute."
    Saccone, 219 N.J. at 380 (citing In re Kollman, 
    210 N.J. 557
    , 568 (2012)).
    "Extrinsic guides may also be of use 'if a literal reading of the statute would
    yield an absurd result, particularly one at odds with the overall statutory
    scheme.'" 
    Id.
     at 380–81 (quoting Wilson by Manzano v. City of Jersey City,
    
    209 N.J. 558
    , 572 (2012)).
    On appeal, MODSL argues that the MVC misinterpreted the 2022
    amendment language of N.J.S.A. 39:10-19. More specifically, it contends that
    the 2022 amendment language only affects used vehicle dealers, and as such,
    does not prohibit a new vehicle dealer from operating in a multi-unit building.
    (Emphasis added).
    A-0127-23
    5
    The MVC's position is that the amendment shows "the Legislature
    intended to impose distinct physical requirements, aside from square footage,
    upon new and used dealers,"—as evidenced by using "consisting of," when
    imposing regulation on new vehicle dealerships, as opposed to "within," which
    it used when imposing regulation on used vehicle dealerships. When applying
    this interpretation to an applicant's use of a multi-unit dwelling, the MVC found
    that the specific language of the statute supports the inference "that used dealers
    may be located within a multi-unit building, such as a shopping center or mall,
    while new dealers must be located in a separate stand-alone building." We are
    unpersuaded by the MVC's interpretation of the statute and are not bound by it.
    See Caucino, 475 N.J. Super. at 412. We turn to the legislation.
    The Motor Vehicle Certificate of Ownership Law (MVCOL), N.J.S.A.
    39:10-1 to -38, was enacted "to regulate and control titles to, and possession of,
    all motor vehicles in this state, so as to prevent the sale, purchase, disposal,
    possession, use or operation of stolen motor vehicles, or motor vehicles with
    fraudulent titles, within this state." Allstars Auto Grp., Inc. v. New Jersey Motor
    Vehicle Comm'n, 
    234 N.J. 150
    , 159 (2018) (quoting N.J.S.A. 39:10-3). N.J.S.A.
    39:10-19 is a section of the law which specifically regulates the licensing system
    A-0127-23
    6
    including a dealer's eligibility, the renewal process, and associated fees. Section
    10-19 was most recently amended by the Legislature on January 18, 2022.
    The amendment accounts for the distinction between a new and used
    motor vehicle dealer in a several relevant ways:
    Each applicant for a new motor vehicle dealer
    license shall at the time such license is issued have
    established and maintained, or by that application shall
    agree to establish and maintain, within 90 days after the
    issuance thereof, a place of business consisting of a
    permanent building not less than 1,000 square feet in
    floor space located in the State of New Jersey to be used
    principally for the servicing and display of motor
    vehicles with such equipment installed therein as shall
    be requisite for the servicing of motor vehicles in such
    manner as to make them comply with the laws of this
    State and with any rules and regulations made by the
    board governing the equipment, use, and operation of
    motor vehicles within the State.
    [N.J.S.A. 39:10-19 (emphasis added).]
    The amendment also added the following language to the provision:
    Any person who possesses a used motor vehicle
    dealer license at the time of enactment of P.L. 2021, c.
    484 shall maintain an established place of business
    consisting of a minimum office space of 72 square feet
    within a permanent, enclosed building located in the
    State of New Jersey, in addition to complying with all
    other applicable regulations prescribed by the chief
    administrator.
    Each applicant for a used motor vehicle dealer
    license, or any licensee who relocates its place of
    A-0127-23
    7
    business on or after the effective date of P.L. 2021, c.
    484,1 shall meet the requirements for an established
    place of business for a used motor vehicle dealer, which
    shall be established by the chief administrator by
    regulation adopted pursuant to the "Administrative
    Procedure Act," P.L. 1968, c. 410 (C.52:14B-1 et seq.).
    An established place of business of a new motor
    vehicle dealer or a used motor vehicle dealer shall
    display an exterior sign permanently affixed to the land
    or building, which sign is consistent with local
    ordinances and has letters easily readable from the
    major avenues of traffic. The sign shall include the
    dealer name or trade name, provided such trade name
    has been previously disclosed to the chief
    administrator.
    [Ibid. (emphasis added).]
    With this in mind, we consider how the amendment affects an applicant's
    proposed business location. Prior to the amendment, both new and used dealers
    were required to have "a place of business consisting of a permanent building
    not less than 1,000 square feet . . . to be used principally for the servicin g and
    display of motor vehicles." However, the amendment makes this requirement
    applicable to only new vehicle dealer applicants.       For used vehicle dealer
    applicants, the Legislature adds multiple paragraphs.       It requires that used
    vehicle dealers "maintain an established place of business consisting of a
    minimum office space of 72 square feet within a permanent, enclosed building
    located in the State of New Jersey," and "shall meet the requirements for an
    A-0127-23
    8
    established place of business for a used motor vehicle dealer, which shall be
    established by the chief administrator by regulation adopted pursuant to the
    'Administrative Procedure Act.'" 
    Ibid.
     (emphasis added).
    The legislative intent of this amendment is further clarified when looking
    to the relevant regulation under Title 13 and its proposed amendment:
    N.J.A.C. 13:21-15.4 [Established place of business] is
    proposed for amendment to conform the established
    place of business requirements for new and used motor
    vehicle dealers to the recently amended N.J.S.A. 39:10-
    19 and to confirm the Commission's intent to continue
    the longstanding firewall requirement for used car
    dealers that share space in a building with another
    business or other businesses.
    [55 N.J.R. 1367(a) (proposed July 17, 2023) (emphasis
    added).]
    The "firewall rule" is established by N.J.A.C. 13:21-15.4(d) and states in
    relevant part:
    A proposed place of business will not be considered
    suitable for approval if there already exist one or more
    licenses issued for, or other business entities present at,
    the same premises . . . . A proposed place of business
    is deemed to occupy the same premises as another
    dealership if the two facilities: (1) [a]re not completely
    separated by exterior walls or a firewall . . . .
    When reading the amendment in the context of the corresponding
    regulations, it is clear that the Legislature was addressing the distinct needs of
    A-0127-23
    9
    new and used vehicle dealers. The MVC's interpretation of the statute stretches
    far beyond the legislative intent and reads too much into the use of the phrases
    "consisting of a permanent building" for new vehicle dealers and "within a
    permanent enclosed building" for used vehicle dealers. Interpreting this minor
    difference as meaning new vehicle dealers can no longer occupy a shared
    location is unsupported by any legislative intent or plain reading of the statute.
    We conclude barring MODSL from licensure on this basis alone was error by
    the MVC. Because we arrive at our conclusion on statutory interpretation
    grounds, we do not reach MODSL's collateral estoppel argument.
    Consequently, we reverse the final agency decision and remand this matter
    to the MVC to consider MODSL's application for a new motor vehicle dealer
    license in light of our interpretation of the statute.
    Reversed and remanded for further proceedings consistent with this
    opinion. We do not retain jurisdiction.
    A-0127-23
    10
    

Document Info

Docket Number: A-0127-23

Filed Date: 7/23/2024

Precedential Status: Non-Precedential

Modified Date: 7/23/2024