THOMAS W. WINDLE, APPELLANT,
v.
W.W. WINDLE COMPANY, INC., AND WINSTONE WINDLE, APPELLEES
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Minority shareholder Thomas Windle appealed a judgment on the pleadings dismissing his petition to inspect corporate records of a closely held corporation. The court reversed, holding that the trial court erred in granting judgment on the pleadings because the shareholder had sufficiently described the records and purpose in his detailed petition, and the question of whether the request was made in good faith required an evidentiary hearing.
The court reversed the judgment on the pleadings, holding that the shareholder had sufficiently described both the records and the purpose for inspection in great detail in his verified petition and attached exhibits. The court determined that whether the request was made in good faith and for a proper purpose was a factual question requiring an evidentiary hearing, not a matter for summary disposal on the pleadings.
[1] A motion for judgment on the pleadings can only be granted if, based on the admitted facts, the moving party is clearly entitled to judgment.
[2] In ruling on a motion for judgment on the pleadings, material allegations of the moving party that have been denied are taken as false.
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Join FLexlaw to unlock all legal intelligence“In ruling on a motion for judgment on the pleadings material allegations of the moving party which have been denied are taken as false. Conclusions of law also are not deemed admitted for purposes of the motion. The court must accept as true all well-pleaded allegations of the non-moving party. Judgment on the pleadings can be granted only if, on the facts as admitted for purposes of the motion, the moving party is clearly entitled to judgment.”
Establishes the legal standard for evaluating motions for judgment on the pleadings that the trial court failed to apply correctly.
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Join FLexlaw to unlock all legal intelligenceThomas Windle is a minority stockholder in W.W. Windle Company, Inc., a closely held corporation. Winstone Windle is the president and sole director. …
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HAZOURI, J.
This is a consolidated appeal from a final judgment on the pleadings entered in favor of W.W. Windle Company, Inc. (Win-dle Company) and Winstone Windle against Thomas Windle and a non-final order denying Winstone Windle’s motion for attorneys’ fees and denying Winstone Windle and Windle Company’s motion to tax costs. We reverse in part and affirm in part.
Thomas Windle is a minority stockholder in Windle Company which is a closely held corporation. Winstone Windle is president and sole director of Windle Company. Thomas Windle filed a verified petition seeking an order permitting him to examine and inspect certain corporate records of Windle Company or in the alternative, issuance of a writ of mandamus requiring the corporation and Winstone Windle as president and sole director to permit such inspection. He sought inspection and copying of those records pursuant to section 607.1604(2), Florida Statutes (1995). Windle Company and Winstone Windle filed motions to dismiss the verified petition which were denied.
Subsequent to filing an answer and affirmative defenses, Windle Company and Winstone Windle filed a motion for judgment on the pleadings. The primary reason given by the trial court for granting the motion for judgment on the pleadings was that “two written demands to the company requesting to inspect the company’s records did not with reasonable particularity describe the shareholder’s purpose or the records the shareholder desired to inspect.” Without delineating the verified petition with its attached exhibits, suffice it to say that the records and the purpose for seeking the records are described in great detail. Whether the request is made in good faith and for a proper purpose has yet to be determined at an evidentiary hearing. The granting of the judgment on the pleadings is clearly erroneous.
The standards for a ruling on a motion for judgment on the pleadings are as follows:
In ruling on a motion for judgment on the pleadings material allegations of the moving party which have been denied are taken as false. Conclusions of law also are not deemed admitted for purposes of the motion. The court must accept as true all well-pleaded allegations of the non-moving party. Judgment on the pleadings can be granted only if, on the facts as admitted for purposes of the motion, the moving party is clearly entitled to judgment.
Yunkers v. Yunkers, 515 So. 2d 419, 420 (Fla. 3d DCA 1987) (citations omitted). See also General GMC Truck Sales & Serv., Inc. v. J.D. Simm, 430 So. 2d 998, 999 (Fla. 4th DCA 1983); Scarborough Assocs. v. Financial Fed. Sav. & Loan Ass’n of Dade County, 647 So. 2d 1001, 1002 (Fla. 3d DCA 1994).
Since we are reversing the final judgment on the pleadings, we consequently affirm the trial court’s non-final order denying Winstone Windle’s motion for attorneys’ fees and denying Winstone Windle’s and Windle Company’s motion to tax costs.
The final judgment on the pleadings is reversed and remanded for further proceedings consistent herewith. The non-final order denying attorneys’ fees and costs is affirmed.
Reversed in part and affirmed in part.
DELL and STEVENSON, JJ., concur.
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Fla. Farm Bureau Cas. Ins. Co. v. COX, 943 So. 2d 823 (Fla. 1st DCA 2006)…Judgment on the pleadings can be granted only if, on the facts as admitted for purposes of the motion, the moving party is clearly entitled to judgment.’ ” Crocker v. Pleasant, 778 So. 2d 978, 981 n. 4 (Fla.2001) (quoting Windle v. W.W. Windle Co., 731 So. 2d 36, 37 (Fla. 4th DCA 1999)). As pleaded, however, Farm Bureau's complaint admits the possibility that wind may have caused forty-nine per cent of the damage. At the lower end of the spectrum-where a covered peril causes only minor damage, the deductibl…
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Crocker v. Pleasant, 778 So. 2d 978 (Fla. 2001)…accept as true all well-pleaded allegations of the non-moving party. Judgment on the pleadings can be granted only if, on the facts as admitted for purposes of the motion, the moving party is clearly entitled to judgment.” Windle v. W.W. Windle Co., 731 So. 2d 36, 37 (Fla. 4th DCA 1999). . The Fourteenth Amendment of the United •States Constitution provides that "[n]o State gh'all ... deprive any person of life, liberty, or property, without due process of law.” U.S. Const, amend. XIV, § 1. . A claim under…
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First Fin. USA, Inc. v. Les Steinger, 760 So. 2d 996 (Fla. 4th DCA 2000)…accept as true all well-pleaded allegations of the non-moving party. Judgment on the pleadings can be granted only if, on the facts as admitted for purposes of the motion, the moving party is clearly entitled to judgment. Windle v. W.W.Windle Co., 731 So. 2d 36, 37 (Fla. 4th DCA 1999) (citations omitted). Steinger argues that his motion for judgment on the pleadings was properly granted because he cannot be held liable for alleged wrongdoing committed while he was acting on behalf of Mutual. It is well-se…
Previewing 3 of 8 citing cases — full citator treatment, depth of discussion, and citing context are member features.
Join FLexlaw to unlock all legal intelligenceAuthorities Cited
- Scarborough Assocs. v. Fin. Fed. Sav. & Loan Ass'n of Dade Cnty., 647 So. 2d 1001 (Fla. 3d DCA 1994)
- Yunkers, 515 So. 2d 419 (Fla. 3d DCA 1987)
- Gen. GMC Truck Sales & Serv., Inc. v. J.D. Simm and Rosemary Simm, 430 So. 2d 998 (Fla. 4th DCA 1983)