In re Syngenta Litigation

NOTICE
2023 IL App (5th) 200353-UNOTICE
Decision filed 06/14/23. The
This order was filed under
text of this decision may be NO. 5-20-0353 Supreme Court Rule 23 and is
changed or corrected prior to
not precedent except in the
the filing of a Petition for
IN THE limited circumstances allowed
Rehearing or the disposition of
under Rule 23(e)(1).
the same.
APPELLATE COURT OF ILLINOIS
FIFTH DISTRICT
________________________________________________________________________
In re SYNGENTA LITIGATION ) Appeal from the
) Circuit Court of
(Benny Browning, ) Williamson County.
)
Plaintiff-Appellant, )
)
v. )
)
Syngenta Seeds, LLC, f/k/a Syngenta Seeds, Inc.; )
Syngenta AG; Syngenta Crop Protection AG; )
Syngenta Corporation; Syngenta Crop Protection, )
LLC; Syngenta Biotechnology, Inc.; )
Biotechnology, Inc.; Gavilon Grain, LLC; )
Archer Daniels Midland Company; Bunge )
Company; Bunge North America, Inc.; Cargill, ) Master Case No. 15-L-157
Incorporated; Cargill International SA; )
Louis Dreyfus Company, LLC, f/k/a Louis )
Dreyfus Commodities, LLC; Louis Dreyfus )
Company Grains Merchandising, LLC; )
and Louis Dreyfus Company B.V., f/k/a )
Louis Dreyfus Commodities B.V., )
)
Defendants )
)
(Gavilon Grain, LLC; Archer Daniels Midland )
Company; Bunge North America, Inc.; Cargill )
Incorporated; Cargill International SA; Louis )
Dreyfus Company, LLC, f/k/a Louis Dreyfus )
Commodities, LLC; Louis Dreyfus Company )
Grains Merchandising, LLC; and Louis Dreyfus ) Honorable
Company B.V., f/k/a Louis Dreyfus Commodities ) Jeffrey A. Goffinet,
B.V., Defendants-Appellees)). ) Judge, presiding.
1
________________________________________________________________________
PRESIDING JUSTICE BOIE delivered the judgment of the court.
Justices Welch and Cates concurred in the judgment.
ORDER
¶1 Held: We affirm the judgment of the circuit court finding that the plaintiffs’
negligence claims fail, regardless of the negligence theories under which the
claims have been alleged, and that any further amendment to the plaintiffs’
consolidated master complaint would be futile.
¶2 This is an interlocutory appeal that stems from hundreds of Illinois state court
actions, which were consolidated before the circuit court of Williamson County for the
purpose of pretrial proceedings. The core litigation in this matter has been addressed by
multiple state and federal courts. Simply stated, the plaintiffs1 alleged that China’s
rejection, and subsequent ban in February 2014, on the importation of corn grown in the
United States was a result of Syngenta’s 2 contamination of corn grown in the United States
with genetically modified Agrisure® VipteraTM and Agrisure® DuracadeTM
(Viptera/Duracade) brand corn seed. The plaintiffs, who never knowingly planted or grew
Viptera/Duracade corn, further allege that the defendants, 3 who are commodity
1
Benny Browing is the plaintiff in the master complaint, which relates to all the cases consolidated in
this matter. There are over 500 consolidated cases, with the majority of the cases being brought by numerous
plaintiffs (e.g., 87 named plaintiffs in Swinson v. Syngenta AG, No. 16-L-166 (Cir. Ct. Williamson
County)). As such, we will refer to “plaintiffs” throughout this decision.
2
“Syngenta” collectively refers to defendants Syngenta Seeds, LLC f/k/a Syngenta Seeds, Inc.; Syngenta
AG; Syngenta Crop Protection AG; Syngenta Corporation; Syngenta Crop Protection, LLC; and Syngenta
Biotechnology, Inc.
3
Archer Daniels Midland Company (ADM); Bunge North America, Inc. (Bunge); Cargill, Incorporated
and Cargill International SA (collectively, Cargill); Louis Dreyfus Company, LLC f/k/a Louis Dreyfus
Commodities, LLC, Louis Dreyfus Company Grains Merchandising, LLC, Louis Dreyfus Company B.V.
f/k/a Louis Dreyfus Commodities B.V. (collectively, Dreyfus); and Gavilon Grain, LLC (Gavilon). ADM,
2
management and export companies, improperly handled, sold, and shipped
Viptera/Duracade corn and corn by-products, which were not approved for food or feed
use in major United States export markets, including China.
¶3 On August 18, 2017, the circuit court granted the ABCDG defendants’ motions to
dismiss the plaintiffs’ fourth amended consolidated complaint with prejudice. The circuit
court also denied the plaintiffs’ emergency motion for leave to add an additional count to
the plaintiffs’ fourth amended consolidated complaint against the defendants ADM,
Cargill, and Gavilon.
¶4 On August 31, 2020, the circuit court entered final judgments regarding the ABCDG
defendants, applying its orders of August 18, 2017, to all later-filed complaints. The circuit
court also entered a finding, pursuant to Illinois Supreme Court Rule 304(a) (eff. Mar. 8,
2016), stating that there was no just reason for delaying the appeal of the final judgments
regarding the ABCDG defendants, although there remained certain unserved defendants.
Thereafter, the plaintiffs appealed. For the following reasons, we affirm the judgment of
the circuit court of Williamson County.
¶5 I. BACKGROUND
¶6 In 2015, hundreds of identical, or nearly identical, lawsuits were filed by the
plaintiffs in the circuit court of Williamson County and in other Illinois state courts. On
January 7, 2016, the Illinois Supreme Court, pursuant to Illinois Supreme Court Rule 384
Bunge, Cargill, and Dreyfus are collectively referred to as the “ABCD defendants.” ABCD defendants and
Gavilon are collectively referred to as the “ABCDG defendants.”
3
(eff. Nov. 1, 1990), consolidated all related cases statewide before the circuit court of
Williamson County for coordinated pretrial proceedings.
¶7 On February 11, 2016, the plaintiffs filed a consolidated complaint. The plaintiffs
then filed an amended consolidated complaint on March 8, 2016; a second amended
consolidated complaint on March 24, 2016; a third amended consolidated complaint on
June 2, 2016; and a fourth amended consolidated complaint on January 5, 2017. The ABCD
defendants and Gavilon filed separate motions to dismiss the plaintiffs’ fourth amended
consolidated complaint on March 17, 2017. Thereafter, the plaintiffs filed an emergency
motion for leave to add an additional count to plaintiffs’ fourth amended consolidated
complaint against the defendants ADM, Cargill, and Gavilon on May 16, 2017.
¶8 On August 18, 2017, the circuit court granted the ABCDG defendants’ motions to
dismiss, in separate orders, and denied the plaintiffs’ emergency motion for leave to add
an additional count against the defendants ADM, Cargill, and Gavilon. In its order granting
Gavilon’s motion to dismiss, the circuit court adopted its reasoning and basis stated in its
order granting the ABCD defendants’ motion to dismiss, and additionally, set forth its
reasoning and basis for dismissing count 4 of the plaintiffs’ fourth amended consolidated
complaint, which was a vicarious liability claim directed solely against Gavilon. In the
interest of brevity, given the length of the circuit court’s orders, this court will set forth the
relevant circuit court’s findings and reasoning in our analysis below.
¶9 On September 1, 2017, the plaintiffs moved for an Illinois Supreme Court Rule
304(a) (eff. Mar. 8, 2016) finding, regarding the circuit court’s dismissal of the ABCDG
defendants. The circuit court denied the plaintiffs’ request for a Rule 304(a) finding, based
4
on the factual and legal overlap between the plaintiffs’ pending and dismissed claims, on
October 6, 2017.
¶ 10 On August 31, 2020, the circuit court dismissed, with prejudice and on the merits,
all later-filed complaints filed against the ABCDG defendants and entered a final judgment
regarding the ABCDG defendants. In its final judgment, the circuit court also made a Rule
304(a) finding that there was no just reason for delaying the appeal of the final judgment
with regard to the ABCDG defendants, although certain defendants remained unserved. Ill.
S. Ct. R. 304(a) (eff. Mar. 8, 2016). Thereafter, the plaintiffs filed a notice of appeal
challenging the judgment of the circuit court.
¶ 11 II. ANALYSIS
¶ 12 On appeal, the plaintiffs list four issues for this court’s review. Those issues are as
follows:
“1. Were Plaintiffs’ negligence claims preempted by the Grain
Standards Act when the language of that statute itself only applies to state-
imposed restrictions upon the performance of official inspections by official
inspection personnel.
2. Did the ABCDG Defendants owe Plaintiffs a duty of ordinary care
to guard against injuries resulting as a reasonably probable and foreseeable
consequence of their conduct.
3. Did the Circuit Court err in dismissing Plaintiffs’ acting in concert
claims when the well-pled facts allege that the ABCDG Defendants provided
substantial assistance to Syngenta and acted pursuant to a common design as
5
to each other which led to the closure of the Chinese market and injury to
Plaintiffs.
4. Did the Circuit Court err in concluding that amendments to
Plaintiffs’ complaint would be futile because Plaintiffs could not state
negligence claims against ADM, Cargill, and Gavilon based on their sale of
corn seed because such claims would be preempted, or did not state a duty
or proximate cause.”
¶ 13 Prior to proceeding with our analysis of the above issues, we note that the defendant,
Gavilon, states in its brief, 4 that the plaintiffs have asserted that their appeal was timely
filed based on Illinois Supreme Court Order M.R. 30370 (eff. Mar. 24, 2020). Gavilon
further notes that Illinois Supreme Court Order M.R. 30370 (eff. Aug. 28, 2020) vacated
the provisions of M.R. 30370 (eff. Mar. 24, 2020), effective September 1, 2020. Gavilon
takes no position as to the impact of these orders, or the timeliness of the plaintiffs’ appeal,
but states that it is not aware of any authority interpreting M.R. 30370 (eff. Aug. 28, 2020).
¶ 14 This court has an independent duty to ascertain its jurisdiction, regardless of whether
a party has raised, or has taken a position regarding the timeliness of an appeal, before
proceeding to hear an appeal. A.M. Realty Western L.L.C. v. MSMC Realty, L.L.C., 2016
IL App (1st) 151087, ¶ 67. The filing of a timely notice of appeal is both mandatory and
jurisdictional. Vines v. Village of Flossmoor, 2017 IL App (1st) 163339, ¶ 9. If our
4
The ABDC defendants and the defendant, Gavilon, each filed an appellee brief in response to the
plaintiffs’ appeal. We will refer to the appellees’ briefs, and the arguments contained therein, collectively
as the “defendants’ briefs” and/or “defendants’ arguments,” unless, as here, the argument is only contained
in one of the briefs, or only pertains to one of the ABCDG defendants.
6
jurisdiction is lacking, we must dismiss the appeal. Palmolive Tower Condominiums, LLC
v. Simon, 409 Ill. App. 3d 539, 542 (2011). Whether this court has jurisdiction is a question
of law that we review de novo. Mayle v. Urban Realty Works, LLC, 2020 IL App (1st)
191018, ¶ 36. This court also reviews de novo when the interpretation of a supreme court
order is required. Longstreet v. Cottrell, Inc., 374 Ill. App. 3d 549, 551-52 (2007).
¶ 15 Although an order issued by the Illinois Supreme Court is not a statute enacted by
the Illinois legislature, the interpretation of a supreme court order should follow the same
guideline as statutory interpretation. See id. at 552.; In re Estate of Rennick, 181 Ill. 2d
395, 404 (1998). As such, our goal is to interpret the rule by ascertaining and giving effect
to the drafter’s intentions, and the words utilized by the supreme court should be given
their plain, ordinary, and popularly understood meaning. Longstreet, 374 Ill. App. 3d at
552; Rennick, 181 Ill. 2d at 404-05.
¶ 16 In an interlocutory appeal pursuant to Rule 304(a), to confer jurisdiction on this
court, a notice of appeal must normally be filed within 30 days after the entry of the
judgment containing the required Rule 304 findings from which the appeal is taken. Ill. S.
Ct. R. 303(a)(1) (eff. July 1, 2017); R. 304 (eff. Mar. 8, 2016). If a timely postjudgment
motion is filed, however, the time for filing a notice of appeal is tolled and the appealing
party must then file a notice of appeal “within 30 days after the entry of the order disposing
of the last pending postjudgment motion directed against that judgment or order.” Ill. S.
Ct. R. 303(a)(1) (eff. July 1, 2017); see also Ill. S. Ct. R. 304, Committee Comments (rev.
Sept. 1988). No postjudgment motion was filed in this matter and, as such, the plaintiffs’
notice of appeal would normally have been required to be filed within 30 days after the
7
entry of the circuit court’s judgment containing the required Rule 304 findings from which
the appeal is taken.
¶ 17 Our supreme court, however, issued Illinois Supreme Court Order M.R. 30370,
which stated as follows:
“In light of the ongoing public health concerns relating to COVID-19,
the deadlines to file the following documents concerning appeals before the
Appellate Court are temporarily extended as follows:
1. The deadline to file a notice of appeal in the circuit court due on or
after the date of this order is extended from 30 days to 60 days from the date
of the circuit court judgment.” Ill. S. Ct., M.R. 30370 (eff. Mar. 24, 2020).
¶ 18 The date of the circuit court’s Rule 304(a) finding in this matter was August 31,
2020, and the 30-day deadline would have been September 30, 2020, making the deadline
to file a notice of appeal “due on or after” the date of M.R. 30370 (eff. Mar. 24, 2020).
Therefore, M.R. 30370 (eff. Mar. 24, 2020) extended the plaintiffs’ deadline to file a notice
of appeal in the circuit court from September 30, 2020, to on or before October 30, 2020.
¶ 19 On August 28, 2020, our supreme court issued M.R. 30370 (eff. Aug. 28, 2020),
which stated that “the order of March 24, 2020, providing for the temporary extension of
deadlines to file a notice of appeal” was vacated effective September 1, 2020. Id. M.R.
30370 (eff. Aug. 28, 2020) further provided that “[a]ny deadline set *** in accordance with
the above referenced orders prior to the effective date of this Order shall remain in effect.”
Id.8
¶ 20 Gavilon states that it is not aware of any authority interpreting M.R. 30370 (eff.
Aug. 28, 2020), and this court could not locate any precedent regarding that portion of
M.R. 30370 (eff. Aug. 28, 2020) related to the termination of the extension deadline for
filing an appeal. We believe, however, that the lack of precedent is due to the language of
M.R. 30370 (eff. Aug. 28, 2020) being clear and unambiguous. M.R. 30370 (eff. Aug. 28,
2020) clearly vacated M.R. 30370 (eff. Mar. 24, 2020), effective as of September 1, 2020.
On or after September 1, 2020, the deadline for filing a notice of appeal in the circuit court
returned to 30 days from the date of the circuit court’s judgment, but any previous deadlines
set in accordance with M.R. 30370 (eff. Mar. 24, 2020) remained in effect. We find nothing
in the language of M.R. 30370 (eff. Aug. 28, 2020) to indicate any other interpretation.
¶ 21 Therefore, although M.R. 30370 (eff. Aug. 28, 2020) was issued three days prior to
the judgment appealed in this matter, it was not effective until the day after the judgment
appealed. As such, the 60-day deadline set by M.R. 30370 (eff. Mar. 24, 2020) on the date
of the judgment for the filing of the plaintiffs’ notice of appeal remained in effect by the
provision of M.R. 30370 (eff. Aug. 28, 2020). Based on M.R. 30370 (eff. Mar. 24, 2020)
and M.R. 30370 (eff. Aug. 28, 2020), we find that the plaintiffs’ notice of appeal, filed on
October 27, 2020, was timely. As such, this court has jurisdiction to consider the plaintiffs’
appeal, and we now move on to our analysis.
¶ 22 A. Standard of Review
¶ 23 This appeal arises from the circuit court’s granting of the ABCDG defendants’
motions pursuant to sections 2-615 and 2-619 of the Code of Civil Procedure (735 ILCS
5/2-615, 2-619 (West 2016)). A motion to dismiss under section 2-615 attacks the legal
9
sufficiency of a complaint and does not raise any affirmative factual defense. Illinois
Graphics Co. v. Nickum, 159 Ill. 2d 469, 484 (1994). A section 2-615 motion to dismiss
presents the question of whether the complaint’s allegations, when viewed in the light most
favorable to the plaintiff, are sufficient to state a cause of action upon which relief may be
granted. Randall v. Lemke, 311 Ill. App. 3d 848, 850 (2000). A claim may not be dismissed
under section 2-615 unless no set of facts may be proved that would entitle the plaintiff to
recover. Id. As such, the only matters to be considered in ruling on a section 2-615 motion
are the allegations of the pleadings themselves. Illinois Graphics Co., 159 Ill. 2d at 485.
¶ 24 A motion to dismiss pursuant to section 2-619, in comparison, allows for an
involuntary dismissal of a claim based on certain defects or defenses. Id. A motion under
section 2-619 “admits the legal sufficiency of the complaint and raises defects, defenses or
other affirmative matter which appears on the face of the complaint or is established by
external submissions which act to defeat the plaintiff’s claim.” Neppl v. Murphy, 316 Ill.
App. 3d 581, 584 (2000). A section 2-619 proceeding enables the court to dismiss the
complaint after considering issues of law or easily proved issues of fact. Id. at 585. As
such, affirmative defenses may be raised in a 2-619 motion, but may not be raised in a
section 2-615 motion. Becker v. Zellner, 292 Ill. App. 3d 116, 122 (1997).
¶ 25 With regard to either a section 2-615 or a section 2-619 motion, we accept as true
all well-pleaded facts and all reasonable inferences that may be drawn from them. Id.Finally, an appeal from either a section 2-615 or 2-619 dismissal is subject to de novo
review. Id. A de novo review means that this court performs the same analysis as that of
10
the lower court, and our disposition is without regard to the circuit court’s reasoning. Ragel
v. Scott, 2018 IL App (4th) 170322, ¶ 19.
¶ 26 Finally, regarding a circuit court’s ruling on a motion for leave to amend, we review
for an abuse of discretion. Weidner v. Midcon Corp., 328 Ill. App. 3d 1056, 1059 (2002).
Under an abuse of discretion standard, the question is not whether this court agrees with
the circuit court’s action, “but whether the [circuit] court acted arbitrarily, without
employing conscientious judgment, or whether, considering all the circumstances, the
[circuit] court acted unreasonably and ignored recognized principles of law, which resulted
in substantial prejudice.” Petryshyn v. Slotky, 387 Ill. App. 3d 1112, 1116 (2008).
¶ 27 B. United States Grain Standards Act
¶ 28 The first issue presented for this court’s review is whether the circuit court erred in
dismissing plaintiffs’ negligence claims 5 based on its determination that the claims were
preempted by the United States Grain Standards Act (GSA) (7 U.S.C. § 71 et seq. (1968)).
Specifically, the circuit court found as follows:
“Plaintiffs’ negligence claims against the [ABCDG defendants] are
expressly preempted by the U.S. Grain Standards Act (‘GSA’), 7 U.S.C.
§§ 71-87k. For the reasons stated by Judge John W. Lungstrum (United
States District Court, District of Kansas) and Judge David R. Herndon
(United States District Court, Southern District of Illinois) in opinions
dismissing similar claims against the [ABCDG defendants], and for the
5
Count 6 of the plaintiffs’ fourth amended consolidated complaint alleges in-concert liability—
negligence claims against the ABCDG defendants.
11
reasons articulated in the [ABCDG defendants’] supporting memoranda of
law, Plaintiffs’ negligence claims against the [ABCDG defendants] would
impose a federally preempted state-law duty to inspect or describe corn for
the presence of certain genetic traits as a condition of shipment, or sale, of
such corn in interstate or foreign commerce, and therefore those claims fail
as a matter of law. See In re Syngenta AG MIR 162 Corn Litig., MDL No.
2591, 2016 WL 1312519 (D. Kan. Apr. 4, 2016) (‘MDL Preemption Order
I’); In re Syngenta AG MIR 162 Corn Litig., MDL No. 2591, 2016 WL
4382772 (D. Kan. Aug. 17, 2016) (‘MDL Preemption Order II’); Tweet v.
Syngenta AG, No. 3:16-CV-00255-DRH, 2017 WL 54345 (S.D. Ill. Jan. 4,
2017) (‘Tweet Dismissal Order’); see also State Bank of Cherry v. CGB
Enters., 2013 IL 113836, ¶ 35.”
¶ 29 The plaintiffs argue that their claims are not, in any way, preempted by the GSA.
The plaintiffs assert that the GSA applies only to state-imposed restrictions upon the
performance of any “official inspection” or weighing function by “official inspection
personnel.” Since none of the plaintiffs’ claims constitute state-imposed restrictions upon
the performance of any “official inspection” or weighing function by “official inspection
personnel,” the plaintiffs argue that their claims are not preempted by the GSA.
¶ 30 The plaintiffs further state that, once the federal District Court of Kansas had
determined that such claims were preempted by the GSA, both the federal District Court
of Southern Illinois and the circuit court “blindly adopted and followed the decision
without meaningful further analysis.” As such, the plaintiffs note that this court is not
12
bound by the decision of a lower federal court, and urges this court not to defer to such a
decision merely because it was issued by a federal court that construed a federal statute.
¶ 31 The defendants state that the plaintiffs’ textual argument, regarding “official
inspection” or weighing function by “official inspection personnel,” was never presented
to the circuit court, nor argued in the two federal courts that have addressed this issue. As
such, the defendants argue that the plaintiffs have forfeited this argument on appeal. This
court, however, declines to address whether the plaintiffs have forfeited this issue6 on
appeal, since forfeiture is a limitation on the parties and not the court. People v.
Sophanavong, 2020 IL 124337, ¶ 21. This court may overlook general forfeiture principles
in a civil case, and consider an issue not raised in the lower court, if the issue is one of law,
is fully briefed and argued by the parties, and the public interest favors consideration of the
issue. Forest Preserve District of Du Page County v. First National Bank of Franklin Park,
2011 IL 110759, ¶ 28.
¶ 32 Here, the issue is one of statutory construction which is a question of law (Board of
Education of the City of Chicago v. Moore, 2021 IL 125785, ¶ 18), the issue has been fully
briefed and argued by the parties, and given the extensive nature of this litigation, we find
that public interest favors our consideration of the issue. We further find that public interest
favors our consideration of this issue in an attempt to achieve finality of this litigation. As
6
The plaintiffs list their textual assertion regarding the GSA as the first issue in their issues
presented for review section of their opening brief. In the plaintiffs’ points and authorities section of their
opening brief, along with their argument section, however, the textual assertion is listed as an argument
under the issue of whether the circuit court erred in dismissing their negligence claims. In their reply brief,
in addressing the defendants’ forfeiture argument, the plaintiffs state that it is an argument, and not an issue.
This court will not indulge in whether it is an issue or argument, but we will refer to it as an issue since it
was presented as an issue for this court’s review in the plaintiffs’ opening brief.
13
such, we will consider the plaintiffs’ claim that the GSA express preemption provision
applies only to state-imposed restrictions upon the performance of “official inspections” or
weighing function by “official inspection personnel.”
¶ 33 An issue of statutory construction is reviewed de novo. Sandholm v. Kuecker, 2012
IL 111443, ¶ 41. The primary objective of statutory construction is to ascertain and give
effect to the legislature’s intent. Id. “The language of the statute is the best indication of
legislative intent, and our inquiry appropriately begins with the words used by the
legislature.” Brucker v. Mercola, 227 Ill. 2d 502, 513 (2007).
¶ 34 All provisions of a statute should be viewed as a whole. Id. at 514. Accordingly, all
words and phrases must be interpreted in light of other relevant provisions of the statute
and must not be construed in isolation. Sandholm, 2012 IL 111443, ¶ 41. Statutes are to be
construed so that no word, clause, or sentence is rendered meaningless or superfluous.
Brucker, 227 Ill. 2d at 514. Where the statutory language is clear and unambiguous, it
must be applied as written without resort to extrinsic aids of statutory construction. Id. at
513. However, where a statute is susceptible to more than one equally reasonable
interpretation, then the statute is ambiguous, and the court may consider extrinsic aids of
construction to discern the legislative intent. Id. at 514.
¶ 35 Since this matter involves a federal statute, we look to the decisions of the United
States Supreme Court and federal circuit and district courts. Melena v. Anheuser-Busch,
Inc., 219 Ill. 2d 135, 141 (2006). United States Supreme Court interpretations of a federal
law are binding on this court; however, in the absence of such precedent, the weight this
court gives to federal circuit and district courts’ interpretations depends upon factors such
14
as uniformity of law and the soundness of the decisions. State Bank of Cherry v. CGB
Enterprises, Inc., 2013 IL 113836, ¶ 33. If the lower federal courts are uniform on their
interpretation of a federal statute, although not binding on this court as the plaintiffs have
noted, in the interest of preserving unity, this court will give considerable weight to those
courts’ interpretations and find them to be highly persuasive. Id. ¶ 35. The parties have not
cited, nor can we locate, any Supreme Court precedent with regard to this issue, and note
that the two lower federal courts that have examined this issue were uniform in their
interpretation of the GSA exemption provision.
¶ 36 The express preemption provision of the GSA states as follows:
“No State or subdivision thereof may require the inspection or
description in accordance with any standards of kind, class, quality,
condition, or other characteristics of grain as a condition of shipment, or sale,
of such grain in interstate or foreign commerce, or require any license for, or
impose any other restrictions upon the performance of any official inspection
or weighing function under this chapter by official inspection personnel.” 7
U.S.C. § 87g(a) (1968).
¶ 37 We begin by looking at the language of the statute. The word “or” is contained in
the statute eight times. The word “or” is a conjunction that connects two or more
possibilities or alternatives, and is also used to show that a word or phrase means the same
as, explains, or corrects another word or phrase. 7 We also note that there are seven commas
7
https://www.dictionary.combridge.org/dictionary/english/or (last visited May 15, 2023).
15
within the statute. A comma is a punctuation mark that is used in numerous ways, to include
separating a list or series, joining two or more independent clauses together, or following
an introductory word or phrase. 8 The parties present arguments under different canons of
statutory construction regarding the legislature’s use of the word “or,” and the placement
of commas, within the statute. Given the various functions of the use of the word “or,” and
numerous placements of commas in this statute, we find that the statute is susceptible to
more than one equally reasonable interpretation. As such, we find that the statute is
ambiguous, and this court may consider extrinsic aids of construction to discern the
legislative intent.
¶ 38 Under the series-qualifier canon of statutory construction, 9 the plaintiffs argue that
the terms “official inspection” and “official inspection personnel” qualify and limit the
scope of the entire provision. According to the plaintiffs’ argument, the legislature could
have placed a period after the words “foreign commerce,” and having not done so, the
provision must be read as a whole. As such, the plaintiffs argue that the statute makes clear
that the first two provisions regarding inspection/description and licensing relates only to
the performance of any “official inspection” or weighing function by “official inspection
personnel.” Thus, the plaintiffs argue that the statute should be read as follows:
8
https://www.thesaurus.com/e/grammer/comma (last visited May 15, 2023).
9
“Under conventional rules of grammar, ‘[w]hen there is a straightforward, parallel construction
that involves all nouns or verbs in a series,’ a modifier at the end of the list ‘normally applies to the entire
series.’ ” Facebook, Inc. v. Duguid, 592 U.S. ___, ___, 141 S. Ct. 1163, 1169 (2021). This interpretative
rule is usually referred to as the “series-qualifier canon.” Id.16
“[T]hat ‘states cannot (1) require official inspection personnel performing
any official inspection or weighing function to inspect or describe grain
according to any state standards of kind, class, quality, condition, or other
characteristic of grain as a condition of sale or shipment of that grain in
interstate or foreign commerce; (2) require any license for any official
inspection or weighing function by official inspection personnel; or
(3) impose any other restrictions upon the performance of any official
inspection or weighing function under this chapter by official inspection
personnel.’ ” (Emphasis in original.)
¶ 39 The plaintiffs also argue that, under the doctrine of noscitur a sociis,10 the
preemption clause’s reference to “license” could only refer to a license for official
inspection or weighing, as there is no such thing as an “unofficial license.” The plaintiffs
argue that this suggests that when the legislature referred to an “inspection” in the first
clause of the sentence, it likewise meant an inspection pursuant to an “official inspection
or weighing function.”
¶ 40 The defendants, however, argue that the plaintiffs’ interpretation would violate the
statutory rule that statutes should be read as a whole and construed so that no part is
rendered meaningless or superfluous. The defendants state that the plaintiffs’ proposed
construction entirely nullifies the phrase “as a condition of shipment, or sale, of such grain
10
The doctrine of noscitur a sociis (a word is known by its companions) provides that the meaning
of an ambiguous term can be ascertained by relating it to words or phrases associated with the term in the
statutory context. See O’Connell v. County of Cook, 2021 IL App (1st) 201031, ¶ 28; see also Puritan
Finance Corp. v. Bechstein Construction Corp., 2012 IL App (1st) 112261, ¶ 13.
17
in interstate or foreign commerce,” which, the defendants argue, is the qualifier for the first
category of prohibited State laws.
¶ 41 Although not specifically stated as the rule of the last antecedent 11 canon of statutory
construction, the defendants also state that the statute contains the use of the verb “require”
twice. The first use prohibits States from “requir[ing] certain inspections or descriptions
“as a condition of shipment, or sale, of such grain in interstate or foreign commerce.” The
second use prohibits States from “requir[ing] any license for” or imposing “any other
restrictions upon” the performance of any official inspection or weighing function under
this chapter by official inspection personnel.” As such, the defendants argue that the phrase
“by official inspection personnel” applies to the nearest reasonable referent, that is, “the
performance of any official inspection or weighing function under this chapter.” Therefore,
the defendants argue that the most natural and proper reading of the preemption provision
is as follows:
“[T]hat no State or subdivision [thereof] may:
• require the inspection or description in accordance with any standards
of kind, class, quality, condition, or other characteristics of grain as a
condition of shipment, or sale, of such grain in interstate or foreign
commerce, or
11
The “rule of the last antecedent” canon of statutory construction provides that a limiting clause
or phrase should ordinarily be read as modifying only the noun or phrase that it immediately follows.
Barnhart v. Thomas, 540 U.S. 20, 26 (2003); see also Lockhart v. United States, 577 U.S. 347, 351 (2016).
18
• require any license for, or impose any other restrictions upon the
performance of any official inspection or weighing function under this
chapter by official inspection personnel.” (Emphasis in original.) 7
U.S.C. § 87g(a).
¶ 42 To begin our analysis, we first note that two federal district courts have thoroughly
analyzed the GSA’s preemption provision and found that the provision preempted the
plaintiffs’ negligence claims. The United States District Court, District of Kansas, held
that, under the plain language of section 87g(a) and supported by a reading of the entire
GSA, the plaintiffs’ negligence claims were preempted because it would impose a duty
prohibited under that portion of the provision that “[n]o State *** may require the
inspection or description in accordance with any standards of *** quality, condition, or
other characteristics of grain as a condition of shipment, or sale, of such grain in interstate
or foreign commerce.” In re Syngenta Litigation, 2016 WL 1312519, at 2 (D. Kan. Apr. 4,
2016).
¶ 43 The United States District Court, Southern District of Illinois, also analyzed the
preemption provision and reached the same conclusion, finding as follows:
“Looking to the GSA’s preemption provision, it states that ‘[n]o State
… may require the inspection or description in accordance with any
standards of … quality, condition, or other characteristics of grain as a
condition of shipment, or sale, of such grain in interstate or foreign
commerce.’ See 7 U.S.C. § 87g(a). Under the ordinary meaning of the statute
text, the presence of a genetic trait, like MIR 162, qualifies as a characteristic
19
of corn. The GSA preempts plaintiff’s negligence claims as they relate to
inspection and description requirements, sourcing and segregating
requirements, and shipping requirements of the Viptera and dried grains with
solubles (‘DDSG’). The Court therefore concludes that allowing liability for
the alleged breach of these duties by the ABCDG’s defendants would, in fact,
impose a duty on the part of the defendants that falls squarely within the
scope of Section 87g(a).” In re Syngenta Mass Tort Actions, 2017 WL 54345,
at 3 (S.D. Ill. Jan. 4, 2017).
¶ 44 Both lower federal courts conducted an in-depth analysis of the GSA’s preemptive
provision and began their analyses with the assumption that the ordinary meaning of the
language in the provision accurately expressed the legislative purpose. Thereafter, these
courts determined that the plaintiffs’ negligence claims were prohibited under the first
section of the preemption provision. The findings of the two federal district courts support
the defendants’ arguments regarding the reading of the preemption provision as having two
categories of prohibited State laws.
¶ 45 Our review of the preemption provision also results in a finding that the legislature
intended two categories of prohibited State laws under the rule of the last antecedent canon
of statutory construction. We find that the phrase “by official inspection personnel” applies
to the nearest reasonable idiom of “the performance of any official inspection or weighing
function under this chapter,” since the plaintiffs’ alleged modifier of “official inspection”
and “official inspection personnel” does not follow either a cohesive preceding clause or a
list of verbs sharing a common direct object. As such, we do not believe that the series-
20
qualifier canon of construction would be appropriately applied to this provision as the
plaintiffs argue. We also note that the rule of the last antecedent “is particularly true where
it takes more than a little mental energy to process the individual entries in the list, making
it a heavy lift to carry the modifier across them all.” Lockhart v. United States, 577 U.S.
347, 351 (2016). The plaintiffs’ argument that the modifier of “official inspection” and
“official inspection personnel” limits the scope of the entire provision would require that
the modifier be read into each of the prohibited State actions, which would require “more
than a little mental energy to process the individual entries in the list.” Id.¶ 46 Therefore, we do not find that the GSA applies only to state-imposed restrictions
upon the performance of any “official inspection” or weighing function by “official
inspection personnel.” As such, we find that the plaintiffs’ negligence claims fall within
the first section of the preemption provision that provides that “[n]o State or subdivision
thereof may require the inspection or description in accordance with any standards of kind,
class, quality, condition, or other characteristics of grain as a condition of shipment, or sale,
of such grain in interstate or foreign commerce,” and are preempted by the GSA.
¶ 47 C. Remaining Arguments and Issues on Appeal
¶ 48 This court has spent an excessive amount of time conducting a de novo review of
the findings of the circuit court, and the findings of the various federal courts relied upon
and adopted by the circuit court. We have also conducted a thorough review of the statutory
law and precedent relied upon by these courts. We have reviewed and considered the
plaintiffs’ remaining issues and arguments, and the statutory law and precedent set forth in
support of those issues and arguments, contained in their briefs. We have also reviewed
21
and considered both of the defendants’ briefs filed in this matter, along with the statutory
law and precedent cited in support of their arguments regarding the plaintiffs’ remaining
issues and arguments.
¶ 49 Based upon our review and analysis of the above, we find no error in the circuit
court’s analysis of the plaintiffs’ remaining issues and arguments, nor do we find any error
within the federal courts’ analysis adopted by the circuit court within its judgment. As such,
we find no useful purpose in repeating, once again, what has properly been stated by two
federal courts and the circuit court.
¶ 50 Therefore, we find that the circuit court’s analysis, opinions or findings of fact, and
conclusions of law stated in the judgment appealed, including the analysis, opinions or
findings of fact, and conclusions of law of the federal courts relied upon by the circuit
court, adequately explain the plaintiffs’ remaining issues and arguments on appeal. For that
reason, we adopt the analysis and conclusions of law of the circuit court, including the
analysis and conclusions of law of the federal courts relied upon and adopted by the circuit
court. Thus, we affirm the circuit court’s judgment with regard to the plaintiffs’ remaining
issues and arguments thereunder.
¶ 51 Illinois Supreme Court Rule 23(c) provides that this court may issue a summary
order where the opinion or findings of fact and conclusions of law of the circuit court
adequately explain the decision, or where no error of law appears on the record. Ill. S. Ct.
R. 23(c)(5), (6) (eff. Feb. 1, 2023). We elected not to issue a summary order, nor to address
forfeiture, in order to address the plaintiffs’ textual issue that had not been addressed in a
decision by a previous court. We did so, as stated above, in an attempt to achieve finality
22
of this litigation. The core litigation in this matter has now been addressed by several
federal courts, the circuit court, and this court on appeal. Each court has held that the GSA
preempts the plaintiffs’ negligence claims, regardless of the negligence theories under
which the claims have been alleged, and that any further amendment to the plaintiffs’
consolidated master complaint would be futile.
¶ 52 III. CONCLUSION
¶ 53 For the foregoing reasons, we affirm the judgment of the circuit court of Williamson
County.
¶ 54 Affirmed.
23