STEPHEN EDWARDS, ET AL. V. MARK EDWARDS, ET AL.
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AS MODIFIED : NOVEMBER 21, 2007
RENDERED : NOVEMBER 1, 2007
TO BE PUBLISHED
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2005-SC-001021-MR
MARK EDWARDS ; EDWARDS MOVING & RIGGING, IN
FIRESIDE PROPERTIES, INC. ; CLEO HOUSING, LTD. ;
CLEO HOUSING, II, LTD.
V.
-, )
ON APPEAL FROM COURT OF APPEALS
CASE NUMBER 2005-CA-001879
SHELBY CIRCUIT COURT NO . 04-CI-000294
HON . CHARLES R. HICKMAN, JUDGE, SHELBY
CIRCUIT COURT
AND
STEPHEN EDWARDS (REAL PARTY IN INTEREST)
AND
2006-SC-000012-MR
STEPHEN EDWARDS; AND HON. CHARLES R. HICKMAN,
JUDGE, SHELBY CIRCUIT COURT
V.
APPELLEES
CROSS-APPELLANTS
ON APPEAL FROM COURT OF APPEALS
CASE NUMBER 2005-CA-001879
SHELBY CIRCUIT COURT NO. 04-C1-000294
MARK EDWARDS ; EDWARDS MOVING & RIGGING,
INC .; FIRESIDE PROPERTIES, INC .; CLEO HOUSING,
LTD.; CLEO HOUSING, 11, LTD.
CROSS-APPELLEES
OPINION OF THE COURT BY JUSTICE NOBLE
AFFIRMING IN PART AND REVERSING IN PART
This matter is before the Court on the appeal and cross-appeal of a Court of
Appeals decision on a petition for a writ of prohibition . The Appellants-Mark Edwards ;
Edwards Holdings, Inc. ; Edwards Moving & Rigging, Inc. ; Fireside Holdings, Inc.; Cleo
Housing, Ltd . ; and Cleo Housing 11, Ltd.-sought the writ to bar the enforcement of two
orders of the Shelby Circuit Court allowing discovery of their business records, even
though three of them were not named as parties in the underlying lawsuit . The Court of
Appeals granted the writ as to the unnamed parties, but denied it as to the others.
Because the Court of Appeals erred as a matter of law in granting the writ in part but
was not clearly erroneous in denying the other part, its order is affirmed in part and
reversed in part.
1. Background
A. The Origin of the Companies
The underlying litigation involves the convoluted question of the ownership of
several companies : Edwards Holdings, Inc. ; Edwards Moving & Rigging, Inc. ; Fireside
Holdings, Inc. ; Cleo Housing, Ltd . ; and Cleo Housing 11, Ltd.
All of these companies can be traced back to Edwards House Movers, Inc.,
which was founded in 1961 by Bill Edwards, the father of Stephen and Mark Edwards.
The company incorporated in 1984 and issued stock, with 90% of the shares going to
Bill, 5% going to Stephen, and 5% going to Bill's wife. In 1988, in the midst of a divorce,
Bill transferred his 90% ownership interest to Mark. In 1992, the company was
renamed and restructured, resulting in Edwards Holdings, Inc. and Edwards Moving &
Rigging, Inc.
Edwards Moving & Rigging is wholly owned by Edwards Holdings, which in turn
is owned by the Edwards siblings. Mark owns 90% of the company, while Stephen and
his sister Lynn each own 5% .
Mark incorporated Fireside Properties, Inc. in 1999 and issued all of its stock to
himself. Cleo Housing, Ltd. and Cleo Housing II ; Ltd., both limited partnerships, were
started in 1999 and 2003, respectively with Fireside Properties as their sole general
partner.
B. The Underlying Litigation
Stephen worked for Edwards Moving & Rigging from 1993 until April 2004. In
May 2004, he filed the lawsuit against Mark that gave rise to the current writ
proceedings. Edwards Holdings and Edwards Moving & Rigging subsequently
intervened as defendants in the suit.
In his complaint, Stephen alleged he was entitled to approximately one-third of
the ownership interest that Mark had in Edwards Holdings, based on his claim that his
father transferred the 90% ownership interest in Edwards House Movers, the original
company, to Mark in trust to be equally divided among the three siblings (Mark,
Stephen, and their sister, Lynn Hobbs) upon meeting certain conditions . Stephen
claimed that he was supposed to receive his shares when he graduated from college
and began working full-time for the company, but that his brother repeatedly declined to
transfer the shares after he satisfied the conditions . Stephen also claimed an
ownership interest in Fireside Properties and the Cleo partnerships because those
entities were formed with the assets of the other companies in which he has an
ownership stake.
Stephen's complaint also asked for access to the corporate records of Edwards
Moving & Rigging, Edwards Holdings, and Fireside Properties under KRS 271 B .16-020 .
Though the complaint mentions the Cleo partnerships, it includes no specific request for
their records. Requests for those documents appeared in subsequent motions.
Mark responded by claiming he owned the 90% interest in Edwards House
Movers (and therefore Edwards Holdings) outright, not in trust, because it was given to
him in consideration for taking over running the company and paying his fathers debts
(including post-divorce maintenance owed by his father to his ex-wife) and certain debts
of the company . In so doing, he reestablished the business's credit and made it
profitable, all the while bearing the risk associated with a small company by personally
guaranteeing its loans . He also employed family members, including his father, sister,
brother-in-law, and his brother, Stephen . Mark further claimed that he was the sole
owner of Fireside Properties, and, in turn, the Cleo partnerships, because he started
those companies with his own personal funds.
In June 2004, Stephen started his own company, Edwards House and Building
Movers, LLC. , Mark filed a separate lawsuit alleging breach of fiduciary duties and trade
name and trademark infringement by Stephen . (That suit is not the subject of the
current writ proceedings .)
Discovery in Stephen's lawsuit began in August 2004. Stephen moved for the
production of the business records of the five existing companies and partnerships
based on KRS 271 B .16-020(2), which grants corporate shareholders the right to inspect
certain corporate documents, and KRS 362 .40q, which grants owners of partnerships
the right to inspect certain partnership documents. Ultimately, the parties reached an
agreement that the documents would be the subject of an independent audit instead of
being produced in traditional discovery, and the circuit court instructed the parties to
draft an order reflecting the agreement.
Nevertheless, several days after the agreement, Stephen served interrogatories
and requests for the production of documents on Mark and the two companies named in
the suit, Edwards Holdings and Edwards Moving & Rigging . The interrogatories and
requests for documents concerned not only the named defendant companies, but also
Fireside Properties and the Cleo partnerships .
Mark complied with the discovery requests and made his personal records
available for inspection . Various documents of the companies, including Fireside
Properties and the Cleo partnerships, were included in the records . Stephen's attorney
reviewed these documents at the office of Mark's attorney and marked many of them,
including some related to the businesses, to be copied for Stephen's use in the
litigation . The documents related to the various businesses, however, were never
copied and delivered . Mark asserted that the documents in question related only to the
businesses, not his personal finances, and thus Stephen would have to contact the
attorneys for the companies to obtain them,
During this time, the parties continued to negotiate the scope of the agreed-to
independent audit . The negotiations broke down, however, when they could not agree
on how far back in time the audit would cover and whether Fireside Properties and the
Cleo partnerships would also be included . The parties returned to the circuit court to
resolve the dispute in January 2005. Several months of litigation over the scope of the
audit followed .
On July 5, 2005, the circuit court ordered that the independent audit proceed,
that it cover the years 1988 to 2004, and that it apply to all of the companies . Edwards
Holdings and Edwards Moving & Rigging sought to amend the order to omit the
unnamed parties (Fireside Properties and the Cleo partnerships) from its scope.
Stephen filed a separate motion to compel the production of the documents that his
attorney had previously marked for copying at the office of Mark's attorney . On August
11, 2005, Fireside Properties and the Cleo partnerships moved to intervene in the case
for the limited purpose of challenging the July 5 order on the grounds that they were not
parties to the litigation .
The circuit court subsequently granted the limited intervention motion of Fireside
Properties and the Cleo partnerships, but declined to except them from the discovery
order. The court also entered an order dated August 25, 2005, granting Stephen's
motion to compel the production of the marked documents .
C. The Writ Petition
The Appellants in this case then filed an original action in the Court of Appeals
for a writ of prohibition against the enforcement of the July 5, 2005 and August 25, 2005
orders. Specifically, they argued that the circuit court had no jurisdiction over Fireside
Properties and the Cleo partnerships because those entities were not named as parties
to the suit, and that the order would cause Edwards Holdings and Edwards Moving &
Rigging great and irreparable harm by requiring the disclosure of proprietary and
confidential business records to a direct competitor.
The Court of Appeals granted the writ as to Fireside Properties and the Cleo
partnerships, agreeing that the circuit court had no jurisdiction over them . It also noted
that as non-parties, they lacked the avenues of redress available to parties, and that the
documents could be obtained through other means, namely, by a subpoena duces
tecum. The court denied the writ as to Edwards Holdings and Edwards Moving &
Rigging, noting that they had failed to show that production of the documents would
harm their competitive position relative to Stephen's company, that the documents are
confidential and proprietary, and that any privilege applied .
This appeal and cross-appeal followed as a matter of right . Ky. Const. ยง 115 .
11. Analysis
The Appellants ask this Court to affirm and expand the scope of the writ of
prohibition granted by the Court of Appeals to protect all of the companies . Stephen
Edwards challenges expansion of the writ and asks that the limited writ granted by the
Court of Appeals be reversed .
The writs of prohibition and mandamus are extraordinary in nature, and the
courts of this Commonwealth "have always been cautious and conservative both in
entertaining petitions for and in granting such relief." Bender v. Eaton , 343 S .W .2d 799,
800 (Ky. 1961).
This careful approach is necessary to prevent short-circuiting normal
appeal procedure and to limit so far as possible interference with the
proper and efficient operation of our circuit and other courts . If this avenue
of relief were open to all who considered themselves aggrieved by an
interlocutory court order, we would face an impossible burden of
nonappellate matters.
Id. This policy is embodied in a simple statement from a recent case : "Extraordinary
writs are disfavored . . . ." Buckley v. Wilson, 177 S .W.3d 778, 780 (Ky. 2005).
Despite this, petitions for the extraordinary writs are still common in the appellate
courts . In order to facilitate review of petitions for the extraordinary writs without
examining the merits of a writ claim in depth, petitioners are required to satisfy one of
two tests to determine whether the remedy of a writ is even available. Those tests,
which essentially break writs down into two distinct classes, are as follows:
A writ of prohibition may be granted upon a showing that (1) the lower
court is proceeding or is about to proceed outside of its jurisdiction and
there is no remedy through an application to an intermediate court; or (2)
7
that the lower court is acting or is about to act erroneously, although within
its jurisdiction, and there exists no adequate remedy by appeal or
otherwise and great injustice and irreparable injury will result if the petition
is not granted .
Hoskins v. Maricle , 150 S .W.3d 1, 10 (Ky. 2004). The second class of writs includes a
subset for "certain special cases" where "a substantial miscarriage of justice will result if
the lower court is proceeding erroneously, and correction of the error is necessary and
appropriate in the interest of orderly judicial administration ." Bender, 343 S .W.2d at 801 .
On appeal, the Appellants claim they are entitled to a writ of prohibition under all
three classes.
A. Lack of Jurisdiction
The Appellants claim that because Fireside Properties and the Cleo partnerships
are not parties to the underlying litigation, the circuit court lacked jurisdiction to order
discovery against them and they lacked appellate remedies . The Court of Appeals
agreed with this argument, relying on it as the basis for granting the requested writ in
part.
If one of the writ-prerequisite tests is met, the decision whether to grant a writ of
prohibition lies in the sound discretion of the reviewing court, and appellate review of
that decision is limited to an abuse of discretion inquiry. However, where the
prerequisite-test involves a question of law, that question is reviewed de novo . Rehm v.
Clayton, 132 S.W.3d 864, 866 (Ky. 2004); see also Kentucky Labor Cabinet v. Graham ,
43 S .W.3d 247, 251 (Ky. 2001) ("As the issues on this appeal are to be decided as a
matter of law, our review of the Court of Appeals decision is not confined to an abuse of
discretion inquiry."). Thus, because the question of the circuit court's jurisdiction in this
case was one of law, appellate review of it is de novo .
In framing the question as whether the circuit court had jurisdiction to compel
production of documents by Fireside Properties and the Cleo partnerships as nonparties, the Court of Appeals misconceived the issue . Because Stephen Edwards
sought the discovery in part through requests for production of documents pursuant to
CR 34.01, the issue is not whether the affected business entities were parties to the
lawsuit, but whether the documents sought were "in the possession, custody or control
of the party upon whom the request is served . . . ." CR 34 .01 . The requests were
served on the named parties, which of course includes Mark Edwards .
Mark Edwards claims to be the sole owner of Fireside Properties . The records of
the Secretary of State, which the Appellants included with their brief, show that Mark is
the sole officer and incorporator of Fireside, which, in turn, is the sole partner in both
Cleo partnerships . Mark has characterized Fireside and the Cleo partnerships as very
closely held businesses. Assuming that his claim is true, he clearly has possession,
custody, or control of the business and financial records of Fireside Properties and, by
extension, the Cleo partnerships . The fact that Mark has actively demonstrated
possession, custody, and control of some of these documents-by including them in the
documents that Stephen's attorney was previously allowed to inspect-underscores this
point . Moreover, as the sole owner, Mark, or his agents, exercise possession, custody,
and control to the exclusion of all other persons or entities.
Allowing Mark's claim that the business records of a closely held business like
Fireside Properties are immune from discovery under CR 34.01 would require courts to
succumb to transactional sleight-of-hand . The fact that Mark owns the companies in
full, or appears to own them (since the proper ownership of the companies is at the
heart of the underlying lawsuit), means that he owns, or at least appears to own, the
records in question . Mark's proposed rule would also allow the owner of such a closely
held business to increase the complexity and cost of litigation by forcing the party
seeking discovery to resort to an alternative such as a deposition combined with a
subpoena under CR 45, despite the fact that the sole owner of the business entity in
question is a named party and exercises complete control over the business's records.
Such a rule would be at odds with the notion that the Civil Rules are to be "`construed to
secure the just, speedy, and inexpensive determination of every action."' Grange Mut.
Ins. Co. v. Trude, 151 S.W.3d 803, 814 (Ky. 2004) (quoting Seale v. Riles, 602 S .W.2d
441, 444 (Ky. App. 1980) (Wilhoit, J., concurring)) ; see also West v. Goldstein , 830
S .W .2d 379 (Ky. 1992) (noting that while the Civil Rules no longer include express
language stating how they should be interpreted, "the continued viability of this rule of
construction is assured") .
This is not to say that a business entity's records are always, or even likely,
discoverable through a shareholder or partner. The decision to allow such discovery
must be based on whether the shareholder truly has control, custody, or possession of
the records in question . As this Court has previously noted, "`Control with respect to the
production of documents is defined not only as possession but as the legal right to
obtain the documents requested upon demand."' Metropolitan Property & Cas. Ins . Co.
v. Overstreet, 103 S.W.3d 31, 45 (Ky. 2003) (quoting Cochran Consulting, Inc. v.
Uwatec USA, Inc. , 102 F.3d 1224,1229-30 (Fed .Cir.1996)) . Ordinarily, a mere
shareholder or partner will not exercise such a degree of control over corporate records
sufficient to satisfy the requirement of having a legal right to obtain them on demand,
unless the relationship between the shareholder or partner and the business is so close
as to make the business little more than an alter-ego. In such a case, the partner or
10
shareholder enjoys the necessary legal control over the documents to subject them to
discovery under CR 34.01 .
Finally, the Appellants argue in passing that the records of Fireside and the Cleo
partnerships are totally irrelevant to the underlying lawsuit because those companies
did not exist until several years after the transfer of stock of Edwards House Movers,
(the predecessor of Edwards Holdings and Edwards Moving & Rigging) . They argue
that such information would only be relevant in a shareholder derivative action on behalf
of the shareholders of Edwards Holdings . Even if Mark's claim about his ownership of
Edwards Holdings is true, Stephen would still hold a 5% stake in that company, thus
giving him standing to pursue any claim for misappropriation of that company's funds to
start Fireside and the Cleo partnerships . More importantly, however, Stephen's
complaint includes a specific count in which he claims that Mark acted to deprive him of
an ownership interest in Fireside and the Cleo partnerships . This claim alone makes
the records of Fireside and the Cleo partnerships sufficiently relevant to allow discovery,
especially given the expansive notion of relevancy for discovery purposes.
Given the total ownership relationships between Mark Edwards and Fireside
Properties, and between Fireside and the Cleo partnerships, the Court of Appeals erred
in concluding that the circuit court acted outside its jurisdiction in ordering the production
of the business and financial records of Fireside and the partnerships . As such, the
remedy of a writ should not even have been available, much less granted, on this
ground .
B. Great and Irreparable Harm
The Appellants also claim they are entitled to a writ of prohibition regarding the
production of the business and financial records of Edwards Holdings and Edwards
Moving & Rigging, because production of those documents requires the release of
confidential and proprietary information to a plaintiff who is a direct competitor. The
Court of Appeals denied the writ in this regard, finding that the Appellants had failed to
provide sufficient evidence that production of the documents would harm their
competitive position,
or that the documents were confidential and proprietary, and thus
could not show great and irreparable harm.
This finding is subject to clear error review, the most deferential appellate review.
Grange Mut. Ins. Co. v. Trude , 151 S.W.3d 803, 810 (Ky. 2004). The Court of Appeals'
finding in this regard was not clearly erroneous . The Appellants' claim that production
of the documents will harm their competitive position is unsupported by the evidence .
Additionally, the Appellants' claim disregards the nature of the discovery ordered
by the circuit court . The circuit court's August 2005 order simply required the production
of documents that Mark Edwards had already voluntarily allowed Stephen Edwards's
attorney to inspect. Further, the business and financial documents covered by the July
2005 order were not to be produced directly to Stephen or his attorney, but were to be
produced to an independent certified public accountant for an audit. Moreover, the
documents covered by the July 2005 order are subject to extensive confidentiality
protection language that comprises approximately one-fourth of that order . The
confidentiality ordered by the circuit court applies both to the independent .accountant
and to Stephen and his attorney . Such protection functions as a safety valve, giving the
circuit court the power to control the use of the discovery, and is sufficient to avoid great
and irreparable harm. Therefore, the Court of Appeals' decision to deny the writ in part
was not an abuse of discretion .
C. Certain Special Cases
The Appellants' brief opens with the claim that they are actually entitled to the
writ under the "certain special cases" exception described in Bender v. Eaton , 343
S .W .2d 799, 801 (Ky. 1961) . This specific argument was not presented to the Court of
Appeals . Because the Court of Appeals is essentially the trial court when it considers
an original petition for a writ, the Appellants would at first glance appear to have violated
the maxim that an appellant "will not be permitted to feed one can of worms to the trial
judge and another to the appellate court." Kennedy v. Commonwealth , 544 S.W.2d
219, 222 (Ky. 1976). However, "certain special cases" is essentially a subclass of the
second class of writ cases, which the Appellants discussed extensively in their original
petition . Thus, despite the fact that the Appellants' argument at the Court of Appeals
did not focus specifically on the "certain special cases" subset, their argument in this
regard must be reviewed .
The Appellants first claim that they meet the exception because the documents in
question are confidential and proprietary and therefore are essentially privileged .
Rather than discussing the specific facts that prove the confidentiality of these
documents, the Appellants instead cite two cases for the general proposition that "the
inner workings of a corporation [are] `generally recognized as confidential and
proprietary ."' Hoy v. Kentucky Industrial Revitalization Authority, 907 S.W.2d 766, 768
(Ky. 1995); see also Marina Management Service, Inc. v. Commonwealth, Cabinet for
Tourism , 906 S .W .2d 318 (Ky. 1995) . These cases, however, concern whether
corporate records revealed to a government agency pursuant to regulations are then
subject to public inspection under the Open Records Act. While such a generalization
about the tendency of financial and corporate records to be confidential was held to be
13
sufficient to avoid subjecting them to the Open Records Act, avoiding discovery during
the course of litigation requires a specific showing of privilege, as discovery is allowed
"regarding any matter, not privileged, which is relevant to the subject matter involved in
the pending action . . . ." CR 26.02(1). The privileges usually contemplated by the rule
are specific. See, e.g . , Grange Mut. Ins. Co . , 151 S .W .2d at 816-17 (discussing the
privilege accorded to trade secrets, which are statutorily protected) . A general claim
that all business and financial records are confidential simply is insufficient to defeat a
proper discovery request . Additionally, as noted above, any concern about Stephen
Edwards gaining a competitive advantage through the revelation of the information is
alleviated by the stringent confidentiality requirements on most of the material as
ordered by the circuit court .
The Appellants also argue that the circuit court's order does harm to the overall
administration of justice because it renders meaningless the statutes on inspection of
business records by a corporate shareholder, KRS 271 B.16-020, or by a partner, KRS
362 .409 (now KRS 362 .1-403). Such an argument might have merit if Stephen
Edwards were seeking discovery only under those statutes, which function primarily to
control shareholder and partner access to a business's records in the ordinary course of
business. During litigation, however, the procedures allowed under the civil rules are
broader than those allowed under the shareholder/partner statutes, assuming that the
plaintiff has made a colorable claim for something other than mere enforcement of KRS
271 B.16-020 or KRS 362 .409 (now KRS 362 .1-403), which is the case here . The
confusion as to this issue appears to have arisen from Stephen's coupling of his
ownership claims against Mark with his claim seeking enforcement of KRS 271 B .16020, when the latter was largely unnecessary given the nature of his ownership claims .
14
Additionally, the Appellants argue that they are entitled to the writ because the
circuit court's August 2005 order, which compels the production of copies of the
documents that Stephen's attorney was allowed to inspect in the office of Mark's
attorney, essentially undermines the court's July 2005 order, which the Appellants claim
embodies the parties' agreement as to the independent audit. This, of course, assumes
that the two orders are somehow contradictory (they are not) and that the earlier order
is somehow superior . The July 2005 order requires a general disclosure of records to
the independent auditor, whereas the August 2005 order requires production to Stephen
of those limited documents that his attorney reviewed and designated for copying in
Mark's office . Nevertheless, if the orders are contradictory to some degree, that does
not give rise to such dire circumstances as to call for relief by way of a writ of
prohibition .
Finally, the Appellants also claim the non-party nature of Fireside Properties and
the Cleo partnerships is sufficient to require the issuance of a writ under the "certain
special cases" exception . The discussion above addresses this claim. The nature of
Mark Edward's ownership interest in Fireside and Cleo partnership means that the
companies' documents can be obtained through him pursuant to CR 34.01 .
Allowing discovery to proceed against the Appellants in this case does not give
rise to the sort of substantial miscarriage of justice required to grant a writ under the
"certain special cases" subclass of writs.
For the foregoing reasons, the portion of the Court of Appeals' order granting the
writ of prohibition is reversed and the portion of the order denying the writ is affirmed .
Lambert, C.J . ; Abramson, Cunningham, Schroder and Scott, JJ ., concur. Minton,
J ., not sitting .
15
COUNSEL FOR APPELLANT AND CROSS APPELLEE, MARK EDWARDS :
Alan N . Linker
Seiller Waterman, LLC
Meidinger Tower, 22nd Floor
462 S . Fourth Street
Louisville, Kentucky 40202
James Gregory Troutman
1300 Clear Springs Trace, Suite 3
Louisville, Kentucky 40223
COUNSEL FOR APPELLANTS AND CROSS APPELLEES, EDWARDS MOVING &
RIGGING, INC., FIRESIDE PROPERTIES, INC., CLEO HOUSING, LTD., CLEO
HOUSING, 11, LTD. :
W. David Kiser
Ackerson & Yann, PLLC
One Riverfront Plaza
401 West Main Street
Suite 1200
Louisville, Kentucky 40202
Jennifer Hatcher
Ackerson & Yann, PLLC
One Riverfront Plaza
401 West Main Street
Suite 1200
Louisville, Kentucky 40202
APPELLEE AND CROSS APPELLANT : HON. CHARLES HICKMAN, JUDGE,
SHELBY CIRCUIT COURT
Hon. Charles Hickman, Judge
501 Main Street
Shelbyville, Kentucky 40065
COUNSEL FOR REAL PARTY IN INTEREST AND CROSS APPELLANT, STEPHEN
EDWARDS :
David T . Enlow
Enlow & Enlow, PLLC
1850 Lexington Financial Center
250 West Main Street
Lexington, Kentucky 40507-1712
Richard J . Head
616 South Fifth Street
Louisville, Kentucky 40202
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vufurkg
2005-SC-001021-MR
MARK EDWARDS ; EDWARDS MOVING & RIGGING,
INC.; FIRESIDE PROPERTIES, INC. ; CLEO HOUSING,
LTD.; CLEO HOUSING, 11, LTD.
APPELLANTS
ON APPEAL FROM COURT OF APPEALS
CASE NUMBER 2005-CA-001879
SHELBY CIRCUIT COURT NO. 04-CI-000294
HON. CHARLES R. HICKMAN, JUDGE, SHELBY
CIRCUIT COURT
AND
APPELLEES
STEPHEN EDWARDS (REAL PARTY IN INTEREST)
AND
2006-SC-000012-MR
STEPHEN EDWARDS; AND HON. CHARLES R.
HICKMAN, JUDGE, SHELBY CIRCUIT COURT
V.
CROSS-APPELLANTS
ON APPEAL FROM COURT OF APPEALS
CASE NUMBER 2005-CA-001879
SHELBY CIRCUIT COURT NO. 04-CI-000294
MARK EDWARDS ; EDWARDS MOVING & RIGGING,
INC. ; FIRESIDE PROPERTIES, INC. ; CLEO
HOUSING, LTD. ; CLEO HOUSING, 11, LTD.
ORDER
CROSS-APPELLEES
On the Court's own motion, the Opinion of the Court by Justice Noble rendered
November 1, 2007 shall be modified on page 4 by deleting the footnote . Pages 1 and 4
shall be substituted, as attached hereto, in lieu of pages I and 4 of the Opinion as
originally rendered . Said modification does not affect the holding.
Entered: November 2"I, 2007.
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