DocketNumber: A12A0471
Citation Numbers: 316 Ga. App. 62, 728 S.E.2d 737
Judges: Andrews
Filed Date: 5/25/2012
Status: Precedential
Modified Date: 9/8/2022
Ronald E. Mabra, Sr., and All-Pro Foodservice, Inc. filed suit against various defendants asserting claims for tortious interference with existing and prospective business and contractual relations, and conspiracy to tortiously interfere with those relations. Mabra and All-Pro appeal from the trial court’s order dismissing their complaint pursuant to OCGA § 9-11-12 (b) (6) for failure to state a claim. For the following reasons, we affirm.
Under OCGA§ 9-11-12 (b) (6),
[a] motion to dismiss for failure to state a claim upon which relief can be granted should not be sustained unless (1) the allegations of the complaint disclose with certainty that the claimant would not be entitled to relief under any state of provable facts asserted in support thereof; and (2) the movant establishes that the claimant could not possibly introduce evidence within the framework of the complaint sufficient to warrant a grant of the relief sought. In deciding a motion to dismiss, all pleadings are to be construed most favorably to the party who filed them, and all doubts regarding such pleadings must be resolved in the filing party’s favor.
(Citation and punctuation omitted.) Stendahl v. Cobb County, 284 Ga. 525 (668 SE2d 723) (2008). Applying these standards, we find that the trial court properly granted motions by all the named defendants to dismiss the complaint, as amended, for failure to state a claim because the tortious interference and conspiracy claims were predicated on allegations showing that the defendants were engaged in privileged business activity and were not liable as a matter of law.
The three-count complaint (a renewal of a previously filed action) alleged in Counts 1 and 2 that defendant Host International, Inc. tortiously interfered with existing and prospective business and contractual relations arising from a contract that Mabra and All-Pro had with Avendrá, LLC, under which Mabra and All-Pro distributed fresh produce to various businesses including to Host for Atlanta airport concessionaires. Although the complaint alleged that Host was not a party to Mabra and All-Pro’s distribution contract with Avendrá, it alleged that Host interfered with the contract when Host stopped ordering produce for distribution from Mabra and All-Pro and instead ordered produce for distribution from the other named
Asserting that the complaint alleged privileged business activity which provided no basis for the tortious interference and conspiracy claims, Host and the Collins defendants moved to dismiss the complaint for failure to state a claim. In response to the motions to dismiss, Mabra and All-Pro amended the complaint. The amended complaint similarly alleged that “[o]n or about November 4, 2005, [Host] induced Avendrá to terminate its [produce] distribution contract with [Mabra and All-Pro]” when Host stopped ordering produce from Mabra and All-Pro for distribution to airport concessionaires and within a month started placing produce orders with the Collins defendants in violation of the City of Atlanta’s Equal Business Opportunity program. According to the three-count amended complaint, this constituted tortious interference by Host and the Collins
[N]one of the named defendants were parties to a preexisting network of business relationships that gave rise to Plaintiffs’ distribution contract with Avendrá. Moreover, none of the named defendants were either actual parties to Plaintiffs’ distribution contract with Avendrá or third-party beneficiaries of the same. Finally, none of the named defendants had any economic interest in Plaintiffs’ distribution contract with Avendrá.
In response, Host and the Collins defendants asserted that the factual allegations in the amended complaint still showed that the tortious interference claims were predicated on privileged business activity and again moved to dismiss for failure to state a claim.
To recover on a claim of tortious interference with contract or business relations, a plaintiff must prove the following elements:
(1) improper action or wrongful conduct by the defendant without privilege; (2) the defendant acted purposely and with malice with the intent to injure; (3) the defendant induced a breach of contractual obligations or caused a party or third part[y] to discontinue or fail to enter into an anticipated business relationship with the plaintiff; and (4) the defendant’s tortious conduct proximately caused damage to the plaintiff.
Tidikis v. Network for Med. Communications &c., 274 Ga. App. 807, 812 (619 SE2d 481) (2005). To establish under the first element that the defendant acted “without privilege,” the plaintiff must show that the defendant was a stranger to the contract or business relation at issue. ASC Constr. Equip. USA v. City Commercial Real Estate, 303 Ga. App. 309, 313 (693 SE2d 559) (2010). Under the so-called “stranger doctrine,” “only a stranger to both the contract at issue and the business relationship giving rise to and underpinning the contract may be liable for tortious interference [with the contract or the
The tortious interference claims and the related conspiracy claims in both the complaint and the amended complaint were predicated on factual allegations that, even though Host was not a party to the produce distribution contract between Mabra and All-Pro and Avendrá, Host terminated or induced termination of the contract when it stopped ordering produce to be distributed by Mabra and All-Pro and subsequently ordered produce to be distributed by the Collins defendants. These factual allegations showed that Host had a direct economic interest in or benefitted from the contract at issue, and therefore Host was not a stranger to the contract or the business relationship. The trial court was not required to accept as true the additional allegation in the amended complaint that “none of the named defendants had any economic interest in Plaintiffs’ distribution contract with Avendrá.” Though couched as a factual allegation, this constituted a mere legal conclusion that Host and other defendants had no economic interest in the contract sufficient to qualify them as nonstrangers whose actions were privileged. No facts were alleged to support this conclusion. To the contrary, the factual allegations in the amended complaint compel the opposite legal conclusion that Host was not a stranger to the contract; that its alleged actions were privileged for purposes of the tortious interference claims; and that, as a matter of law, Host could not be liable on those claims. Perry Golf, 294 Ga. App. at 390; Atlanta Market, 269 Ga. at 608-610. In considering a motion to dismiss for failure to state a claim, the trial court is required to take the factual allegations in the complaint as true. Brantley v. Dept. of Human Resources, 271 Ga. 679, n. 3 (523 SE2d 571) (1999). But in the absence of any specifically pled facts to support what amounted to a legal conclusion couched as fact, the trial court was not required to accept this conclusion as true. Novare Group, Inc. v. Sarif 290 Ga. 186, 191 (718 SE2d 304) (2011)
A complaint may be dismissed on motion [for failure to state a claim] if clearly without any merit; and this want of merit may consist in an absence of law to support a claim of the sort made, or of facts sufficient to make a good claim, or in the disclosure of some fact which will necessarily defeat the claim.
(Citation and punctuation omitted.) Poole v. City of Atlanta, 117 Ga. App. 432, 434 (160 SE2d 874) (1968); see Novare Group, 290 Ga. at 191 (authorizing judgment on the pleadings where undisputed facts in the pleadings established that the movant was entitled to judgment as a matter of law). Based on factual allegations in the amended complaint showing that Host was not a stranger to the contract and took privileged action, the trial court properly dismissed the amended complaint for failure to state a claim because it disclosed as a matter of law that Mabra and All-Pro would not be entitled to the relief sought against the defendants under any state of provable facts or evidence that could be introduced within the framework of the complaint. LaSonde v. Chase Mtg. Co., 259 Ga. App. 772, 774 (577 SE2d 822) (2003); Perry Golf, 294 Ga. App. at 390-391.
Judgment affirmed.
A motion for judgment on the pleadings, without the introduction of affidavits, depositions or interrogatories in support of the motion, is the equivalent of a motion to dismiss a complaint for failure to state a claim. McCobb v. Clayton County, 309 Ga. App. 217 (710 SE2d 207) (2011).