H. L. Merideth, Jr. v. Philip T. Merideth, M.D.
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IN THE COURT OF APPEALS OF THE STATE OF MISSISSIPPI
NO. 2007-CP-00501-COA
H.L. MERIDETH, JR.
APPELLANT
v.
PHILIP T. MERIDETH, M.D.
DATE OF JUDGMENT:
TRIAL JUDGE:
COURT FROM WHICH APPEALED:
ATTORNEY FOR APPELLANT:
ATTORNEYS FOR APPELLEE:
NATURE OF THE CASE:
TRIAL COURT DISPOSITION:
DISPOSITION:
MOTION FOR REHEARING FILED:
MANDATE ISSUED:
APPELLEE
2/26/2007
HON. DENISE OWENS
HINDS COUNTY CHANCERY COURT
H.L. MERIDETH, JR. (PRO SE)
DONALD JAMES BLACKWOOD
ROBERT LOUIS GOZA
LINDSEY MCGEE TURK
CIVIL - CONTRACT
CASE DISMISSED AND MOTION TO AMEND
DENIED. SANCTIONS AWARDED.
AFFIRMED - 7/01/2008
BEFORE MYERS, P.J., BARNES AND ISHEE, JJ.
MYERS, P.J., FOR THE COURT:
¶1.
H.L. “Sonny” Merideth, Jr., asks whether the chancery court erred in granting Dr. Philip T.
Merideth’s motion to dismiss. Sonny also seeks review of the chancery court’s denial of his motion
to amend the complaint and its imposition of sanctions, in the form of attorneys’ fees and expenses,
against him. Philip, in his reply brief, requests an award of attorneys’ fees and costs associated with
this appeal. Finding no error in the decision of the chancery court to deny Sonny’s motion to amend
and dismiss the case, we affirm. As to Philip’s request for attorneys’ fees and costs associated with
this appeal, we decline to impose any additional sanctions.
FACTS AND PROCEDURAL HISTORY
¶2.
This suit arose from a promissory note signed and dated May 7, 1997, by Philip, Sonny’s
son. The promissory note was payable to Sonny in the amount of $21,000 and was payable in
monthly installments of $1,500, beginning on September 1, 1998, and ending with final payment
on October 1, 1999. Sonny filed the current action against Philip on July 24, 2006, and subsequently
filed a motion to amend the complaint on September 11, 2006, based upon equitable estoppel. In
the amended complaint, Sonny also charged that the statute of limitations was tolled due to Philip’s
possible two year absence from Mississippi.
¶3.
Prior to the litigation in the current case, these parties have not been strangers in the
Mississippi courts. For a better understanding of the facts before us today, we briefly revisit the
previous cases between father and son. In the first case arising between father and son, Sonny filed
suit asking for a declaratory judgment adjudicating that his last will and testament was valid. Sonny
sought to have Philip and Philip’s wife appear in Yazoo County for the hearing. However, Philip’s
wife was over eight months pregnant, so they were unable to attend the hearing. Philip notified the
court of his reasons for failing to appear in court, but Sonny filed a motion for contempt against
Philip for failure to appear. Philip filed a motion for entry of a default judgment, which ended the
case in favor of Sonny.
¶4.
In subsequent litigation, Sonny sought to void a deed whereby he had granted Philip an
undivided one-half interest in approximately twenty acres of land abutting forty acres of land owned
by Sonny. Sonny wanted to sell his forty acres, but that sale was made contingent upon Philip also
selling his interest in the abutting twenty acres. Sonny filed suit, claiming there was an oral
condition on his conveyance to Philip of the interest that had not been satisfied. Eventually, Philip
agreed to sell his interest in the twenty acres to preserve the sale of Sonny’s abutting forty acres of
land, thus avoiding any further litigation on the issue.
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¶5.
After resolution was obtained regarding the sale of the two parcels of land, the instant case
was filed by Sonny. Sonny filed suit to enforce a promissory noted signed by Philip. Philip
subsequently notified Sonny by letter that his claim was barred by the statute of limitations and
warned him that if he failed to dismiss it, Philip would move for sanctions and attorneys’ fees. As
a result of this litigious history, Philip also asked the chancery court to enjoin Sonny from filing any
more lawsuits without first obtaining leave of court to do so.
¶6.
Philip filed a motion to dismiss and a motion for sanctions and injunctive relief, all of which
were heard in one motion hearing. Philip sought dismissal of the case on the grounds that the statute
of limitations had expired some four years earlier on October 1, 2002. Additionally, Philip asked
the chancery court to award attorneys’ fees and expenses pursuant to Rule 11 of the Mississippi
Rules of Civil Procedure and the Mississippi Litigation Accountability Act because this was the
third lawsuit Philip was required to defend against Sonny since April 2005.
¶7.
Sonny argued at the motion hearing that the applicable statute of limitations was six years
for a note under the Uniform Commercial Code, not the three-year statute of limitations claimed by
Philip. Sonny also filed a motion to amend the complaint, which was addressed by the chancery
court in that same hearing, to plead equitable estoppel and to assert the tolling of the statute of
limitations due to Philip’s alleged absence from Mississippi for two years, tolling the time period
for the period of time Philip was living outside the state.
¶8.
The chancery court determined that Sonny’s motion to amend would be futile since the
statute of limitations had already run. The chancery court also found that maintenance of the claim,
after receiving notice that Philip planned to use the statute of limitations as a defense, was frivolous
and without justification. At a later hearing, the chancery court granted Philip attorneys’ fees and
expenses in the amount of $8,298.09 in recognition of the frivolous nature of the suit, but the court
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declined to enjoin Sonny from filing any more lawsuits without first getting permission from the
court. Sonny now appeals from the judgment denying his motion to amend, dismissing his case, and
charging him with attorneys’ fees and costs associated with Philip’s defense of the suit.
STANDARD OF REVIEW
¶9.
An appellate court will reverse a trial court’s denial of a motion to amend the complaint
when it is determined that the refusal was an abuse of discretion. Webb v. Braswell, 930 So. 2d 387,
392 (¶8) (Miss. 2006) (citation omitted). A trial court’s determination of the applicable statute of
limitations is a question of law, which is reviewed de novo. Jackpot Miss. Riverboat, Inc. v. Smith,
874 So. 2d 959, 960 (¶4) (Miss. 2004). Further, an appellate court will “apply a de novo standard
when reviewing the granting of a M.R.C.P. 12 (b)(6) motion.” Patrick v. Shields, 912 So. 2d 1114,
1116 (¶8) (Miss. Ct. App. 2005) (citing Roberts v. New Albany Separate Sch. Dist., 813 So. 2d 729,
730 (¶4) (Miss. 2002)). Finally, a trial court’s decision to award or deny attorneys’ fees and costs
will be reviewed by an appellate court under an abuse of discretion standard. Bailey v. Estate of
Kemp, 955 So. 2d 777, 787 (¶41) (Miss. 2007).
DISCUSSION
I.
WHETHER THE TRIAL COURT ABUSED ITS DISCRETION IN DENYING
SONNY’S MOTION TO AMEND THE COMPLAINT.
A.
¶10.
WHETHER IT WAS ERROR TO DENY THE AMENDMENT DUE TO ITS
FUTILITY BASED ON A FINDING THAT THE STATUTE OF
LIMITATIONS HAD RUN.
Sonny argues that the chancery court erred in denying his motion to amend the complaint
based on the fact that amendment would still render the claim futile. Sonny contends that the
appropriate standard to determine whether a claim should be deemed futile and thus not allowed to
be amended has not been articulated by the Mississippi Supreme Court. Sonny argues that in order
to determine futility of an amendment, this Court should use the same standard employed for a
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Mississippi Rule of Civil Procedure 12(b)(6) motion, citing to Stripling v. Jordan Production Co.,
234 F.3d 863 (5th Cir. 2000) in support of his argument. Sonny argues that under a Rule 12(b)(6)
motion, a court “may not dismiss a complaint . . . ‘unless it appears beyond doubt that the plaintiff
can prove no set of facts in support of his claim which would entitle him to relief.’” Id. at 873
(citation omitted). Sonny contends that the chancery court improperly used a summary judgment
motion standard when evaluating his motion to amend and determining it was futile. Sonny submits
that the chancery court should have determined whether the pleadings themselves stated a claim for
relief, and further, that the chancery court, using the Rule 12(b)(6) standard, should not consider
facts outside the pleadings. Sonny argues that the chancery court applied an incorrect legal standard
to determine whether the proposed amended complaint was futile and urges this Court to adopt the
measure of futility used by the federal courts. Additionally, Sonny argues that if this measure is
adopted, then the amended allegations should be taken as true and his amendment should be
allowed.
¶11.
Philip disputes Sonny’s contention that according to Stripling, 234 F.3d at 873, this Court
should deny his motion only if it appears beyond a reasonable doubt that “the plaintiff can prove no
set of facts in support of his claim which would entitle him to relief.” Philip cites to Bell Atl. Corp.
v. Twombly, 127 S. Ct. 1955, 1968 (2007), where he notes the Supreme Court’s observation that:
This “no set of facts” language can be read in isolation as saying that any statement
revealing the theory of the claim will suffice unless its factual impossibility may be
shown from the face of the pleadings . . . .
However, Philip notes that the Supreme Court went on to say that “we do not require heightened fact
pleading of specifics, but only enough facts to state a claim to relief that is plausible on its face.”
Id. at 1974. “Because the plaintiffs here have not nudged their claims across the line from
conceivable to plausible, their complaint must be dismissed.” Id. Philip argues that Sonny did not
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allege sufficient information to make the pleading plausible on its face, and the allegations were
merely conclusory.
¶12.
Philip additionally contends that the chancery court applied the correct standard and did not
abuse its discretion by denying the amendment. Philip points out that in his response to the
plaintiff’s motion to amend the complaint, filed on October 9, 2006, he asked the chancery court to
convert his motion to dismiss into a motion for summary judgment if the court found it necessary
to look at evidence beyond the pleadings. Mississippi Rule of Civil Procedure 12(b), states in part
that:
If, on a motion to dismiss for failure of the pleading to state a claim upon which
relief can be granted, matters outside the pleading are presented to and not excluded
by the court, the motion shall be treated as one for summary judgment and disposed
of as provided in Rule 56, and all parties shall be given reasonable opportunity to
present all material made pertinent to such a motion by Rule 56; however, if on such
a motion matters outside the pleadings are not presented, and if the motion is
granted, leave to amend shall be granted in accordance with Rule 15(a).
Here, Philip argues he complied completely with the rule, and ten days notice is all that is required
to convert the motion, which was given in this case. City of Gulfport v. Orange Grove Utils., Inc.,
735 So. 2d 1041, 1047 (¶21) (Miss. 1999).
¶13.
Under Mississippi Rule of Civil Procedure 15(a), “[a] party may amend a pleading as a
matter of course at any time before a responsive pleading is served, or, if a pleading is one to which
no responsive pleading is permitted and the action has not been placed upon the trial calendar, the
party may so amend it at any time within thirty days after it is served.” “Otherwise a party may
amend a pleading only by leave of court or upon written consent of the adverse party; leave shall
be freely given when justice so requires.” Id.
¶14.
The Mississippi Supreme Court has explained that leave to amend should be freely given by
the court, stating:
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[i]n the absence of any apparent or declared reason--such as undue delay, bad faith
or dilatory motive on the part of the movant, repeated failure to cure deficiencies by
amendments previously allowed, undue prejudice to the opposing party by virtue of
allowance of the amendment, futility of the amendment, etc. . . . .
Moeller v. Am. Guar. & Liab. Ins. Co., 812 So. 2d 953, 962 (¶28) (Miss. 2002) (quoting Estes v.
Starnes, 732 So. 2d 251, 252 (¶4) (Miss. 1999)). Therefore, amendments should be freely allowed
unless the proposed amendment would still render the claim futile. Jones v. Lovett, 755 So. 2d 1243,
1247 (¶8) (Miss. Ct. App. 2000). Additionally, “an application to amend should be made promptly
and not as the result of an inexcusable want of diligence.” Jones, 755 So. 2d at 1248 (¶9) (citing
William Iselin and Co. v. Delta Auction & Real Estate Co., 433 So. 2d 911, 913 (Miss. 1983)).
¶15.
A trial court’s denial of a motion to amend will only be reversed by an appellate court if the
refusal is an abuse of discretion. Jones, 755 So. 2d at 1246 (¶4) (citing Estes, 732 So. 2d at 252
(¶4)). Mississippi courts have considered the following factors in the past to help determine whether
a trial court abused its discretion in denying leave to amend a complaint: “ length of time the case
has been in the courts, deadlines for discovery that were imposed, additional discovery that would
have been required to address the amended complaint, and generally what the ‘interests of justice’
would require.” Id. (citing JLG Concrete Prods. Co. v. City of Grenada, 722 So. 2d 1283, 1289
(¶31) (Miss. Ct. App. 1998)).
¶16.
Furthermore, “[i]t has always been considered a proper function of legislatures to limit the
availability of causes of action by the use of statutes of limitation so long as it is done for the
purposes of protecting a recognized public interest.” Jones, 755 So. 2d at 1246 (¶5) (citing
Anderson v. Fred Wagner and Roy Anderson, Jr., Inc., 402 So. 2d 320, 322 (Miss. 1981)). It is also
true that “[i]t is in the interest of the public that there be a definite end to the possibility of future
litigation resulting from past actions.” Id. Therefore, “[i]t is a permissible constitutional legislative
function to balance the possibility of outlawing legitimate claims against the public need that at
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some definite time there be an end to potential litigation.” Id.
¶17.
The chancery court in this case found that an amendment would still render Sonny’s claim
futile under either theory he presented, i.e., the tolling of the statute of limitations due to Philip’s
absence from the state or due to inequitable conduct on the part of Philip. We find no abuse of
discretion in the chancery court’s denial of the motion to amend the complaint and accordingly
affirm. We discuss each of Sonny’s arguments in detail below.
i.
¶18.
WHETHER THE STATUTE OF LIMITATIONS WAS TOLLED DUE
TO PHILIP’S ABSENCE FROM THE STATE, THUS MAKING THE
AMENDED COMPLAINT PROPER.
Sonny argues that the statute of limitations may have been tolled under Mississippi Code
Annotated section 15-1-63 (Rev.2003), due to Philip’s alleged absence from the state for two years
during the time the note was due. Philip argues in response that the chancery court’s denial of the
proposed amendment was proper because the amendment would have proved futile since prior
discovery established that Philip had lived in Mississippi continuously since June 1998. Philip
points out that because the note did not mature and trigger the statute of limitations until October
1, 1999, it was irrelevant whether he may have lived out of state prior to June 1998.
¶19.
The chancery court held that Sonny’s attempts to amend his complaint would be futile, even
after considering his two arguments in support of his proposed amendment. First, the chancery court
held that earlier discovery revealed that Philip had lived continuously in the state since 1998, before
the first installment on the note became due. Additionally, the chancery court determined that the
argument that Philip’s absence from the state tolled the statute of limitations was meritless and
would not prevent dismissal of Sonny’s case.
¶20.
We find that Sonny’s amendment would have been futile because the statute of limitations
had already run, and the doctrine of equitable estoppel was inapplicable. In the instant case, the
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motion to dismiss was filed on August 24, 2006, one month after Sonny filed suit. Sonny did not
file a motion to amend his complaint until September 11, 2006. Further, previous discovery had
already established, by an affidavit from Philip, that he was present in Mississippi. The chancery
court, in its order, made several findings. First, the chancery court determined that regardless of
whether a three- or six-year statute of limitations applied, Sonny’s claim would still be without
merit. The chancery court reasoned that the six-year statute of limitations for promissory notes
under Mississippi Code Annotated 75-3-118 (Rev. 2000) was not applicable because the note was
not payable to bearer or order; thus, it was not a negotiable instrument. Therefore, the chancery
court held that the general three-year statute of limitations applied. The chancery court reasoned
that October 2, 1999, was the day after the last installment payment was due, and the statute of
limitations would run from that date. The chancery court determined that since the suit was not filed
until August 24, 2006, both the three-year and six-year statute of limitations periods had clearly
expired. The chancery court held that the amendment would be futile and further found that the
claim was frivolous in nature, granting attorneys’ fees and expenses to Philip. This Court can find
no abuse of discretion in the chancery court’s determination to deny amendment of the complaint
to allege that the statute of limitations was tolled because of Philip’s absence from Mississippi.
ii.
¶21.
WHETHER THE STATUTE OF LIMITATIONS WAS TOLLED
UNDER THE EQUITABLE ESTOPPEL DOCTRINE, THUS MAKING
THE AMENDED COMPLAINT PROPER.
Sonny additionally argues that the statute of limitations was tolled under the equitable
estoppel doctrine because of the action or inaction by Philip. Alternatively, he claims Philip should
be equitably estopped because of an existing confidential relationship between Sonny and Philip.
¶22.
“A party asserting equitable estoppel must show (1) that he has changed his position in
reliance upon the conduct of another and (2) that he has suffered detriment caused by his change of
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his position in reliance upon such conduct.” Turner v. Terry, 799 So. 2d 25, 37 (¶42) (Miss. 2001)
(citing PMZ Oil Co. v. Lucroy, 449 So. 2d 201, 206 (Miss. 1984)). In addition, “[i]nequitable or
fraudulent conduct must be established to apply the doctrine of equitable estoppel to a statute of
limitations.” Ray v. Keith, 859 So. 2d 995, 997 (¶8) (Miss. 2003) (citation omitted). The party
asserting equitable estoppel has the burden of proving the elements. McCrary v. City of Biloxi, 757
So. 2d 978, 981 (¶13) (Miss. 2000) (quoting Chapman v. Chapman, 473 So. 2d 467, 470 (Miss.
1985)).
¶23.
Philip counters by asserting that Sonny failed to establish that he should be estopped from
asserting a statute of limitations defense because of any particular inequitable conduct on his part.
Philip contends that Sonny failed to state a cause of action for which relief could be granted since
Sonny failed to plead any facts or information demonstrating Philip engaged in any inequitable or
fraudulent conduct. Philip argues that Sonny has the burden of proof to show evidence of
inequitable or fraudulent conduct to avoid dismissal on the grounds of statute of limitations, citing
to McCrary, 757 So. 2d at 980-81 (¶13) in support of his argument. Philip contends that Sonny
merely pleaded a wholly conclusory statement, which is insufficient.
¶24.
The chancery court noted that “[e]quitable estoppel should only be applied against the statute
of limitations in the most egregious of cases.” Southern Win-Dor, Inc. v. RLI Ins. Co., 925 So. 2d
884, 888 (¶13) (Miss. Ct. App. 2005). The chancery court determined that Sonny failed to meet his
burden of proof by establishing any evidence of equitable estoppel. The chancery court found that
Sonny failed to show any specific conduct by Philip that would require or justify estopping Philip
from claiming the statute of limitations as a defense to the suit. The chancellor opined that a
conclusory allegation of some unspecified inequitable conduct by Philip does not satisfy Sonny’s
burden of proof. As such, the chancery court granted Philip’s motion to dismiss and denied Sonny’s
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motion to amend his complaint.
¶25.
Additionally, we agree with the argument by Philip that Sonny’s allegations amount to
conclusory statements without sufficient support to justify estopping Philip from claiming the statute
of limitations as a defense. Accordingly, we affirm the denial of the motion to amend the complaint.
II.
WHETHER THE CHANCERY COURT ERRED IN IMPOSING SANCTIONS AND
ATTORNEYS’ FEES AND EXPENSES IN FAVOR OF PHILIP MERIDETH.
¶26.
Sonny now argues that the chancery court erred in finding his claim frivolous. He argues
that his claim was justified. Sonny also contends that it is arguable that the statute of limitations
might have been tolled by Philip’s absence from Mississippi for two years’ time. He claims that the
chancery court erred in denying his motion to amend, which would have helped establish a viable
claim of equitable estoppel. Sonny also contends that the debt was still valid, and he believed that
discovery would produce evidence to substantiate his claims.
¶27.
Philip argues that Sonny’s claims were clearly barred by the statute of limitations. Further,
Philip asserts that he sufficiently placed Sonny on notice that he would claim the statute of
limitations as a defense to the suit. On appeal, Philip asserts that Sonny has failed to show that he
is equitably estopped from claiming statute of limitations as a defense. Philip also disputes that he
was ever outside Mississippi after the promissory note became due, pointing to his affidavit stating
that he has lived continuously in Mississippi since June 1998. Philip also contends that this case was
filed for the purpose of harassment, demonstrating an ongoing pattern of harassment exhibited by
the string of lawsuits filed by Sonny against Philip from April 2005 to July 2006.
¶28.
The chancery court awarded the reasonable attorneys’ fees and expenses Philip requested.
The chancery court specifically found that Sonny’s claim was frivolous and without substantial
justification. The chancery court noted that Sonny was notified by letter from Philip’s counsel on
August 7, 2006, that the claim was barred by the statute of limitations, and further that the claim was
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clearly interposed for harassment. The chancery court determined that maintenance of the claim
after notification that Philip would claim the statute of limitations as a defense was frivolous and
without substantial justification. The chancery court determined that the attorneys’ fees and
expenses incurred by Philip in defense of this suit totaled $12,385.21 and were reasonable.
However, the chancery court denied Philip’s request for injunctive relief, and as such, credited
Sonny for thirty-three percent of the total award of attorneys’ fees in recognition of the amount
incurred by Sonny in connection with Philip’s request for injunctive relief. Therefore, Philip was
awarded a total of $8,298.09 in attorneys’ fees and expenses.
¶29.
Under Mississippi Code Annotated section 11-55-5(1) (Rev.2002), a trial court’s imposition
of sanctions will be considered proper if it “finds that an attorney or party brought an action, or
asserted any claim or defense, that is without substantial justification, or that the action, or any claim
or defense asserted, was interposed for delay or harassment . . . .” Further, the term “‘[w]ithout
substantial justification,’ . . . means that [the claim] is frivolous, groundless in fact or in law, or
vexatious, as determined by the court.” Miss. Code Ann. § 11-55-3(a) (Rev. 2002). Simply put, to
determine whether a claim is frivolous, a court must determine if it can be said that “the pleader or
movant has no hope of success.” Scruggs v. Saterfiel, 693 So. 2d 924, 927 (Miss. 1997) (quoting
Stevens v. Lake, 615 So. 2d 1177, 1184 (Miss. 1993)).
¶30.
This Court can find no abuse of discretion in the chancery court’s determination that the suit
was frivolous and without substantial justification. Accordingly, we also can find no error in the
award of attorneys’ fees and expenses ordered in connection with this case. Therefore, we affirm
the chancery court’s award of attorneys’ fees and expenses.
III.
WHETHER PHILIP SHOULD BE AWARDED ATTORNEYS’ FEES AND
EXPENSES INCURRED IN CONNECTION WITH THIS APPEAL PURSUANT TO
MISSISSIPPI CODE ANNOTATED SECTION 11-55-15 AND RULE 38 OF THE
MISSISSIPPI RULES OF APPELLATE PROCEDURE, PLUS INTEREST.
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¶31.
In the instant case, Philip also asks that he be awarded attorneys’ fees and expenses incurred
in connection with this appeal. Philip claims that Sonny’s appeal is frivolous. Sonny argues that
if he had any hope of success at all on appeal, he should not be assessed attorneys’ fees and
expenses.
¶32.
According to Mississippi Rule of Appellate Procedure 38, “[i]n a civil case if the Supreme
Court or Court of Appeals shall determine that an appeal is frivolous, it shall award just damages
and single or double costs to the appellee.” Additionally, Philip cites to McCoy v. City of Florence,
949 So. 2d 69, 85 (¶¶61-63) (Miss. Ct. App. 2006) in support of his argument. However, this Court
declines to find that Sonny had absolutely no hope of success on appeal in this case. Therefore, we
decline to impose additional sanctions.
¶33. THE JUDGMENT OF THE HINDS COUNTY CHANCERY COURT IS AFFIRMED.
ALL COSTS OF THIS APPEAL ARE ASSESSED TO THE APPELLANT.
LEE, P.J., IRVING, BARNES AND ISHEE, JJ., CONCUR. KING, C.J., CHANDLER,
GRIFFIS, ROBERTS AND CARLTON, JJ., NOT PARTICIPATING.
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