New Midwest Rentals, LLC v. Iowa Dep't of Commerce
New Midwest Rentals, LLC v. Iowa Dep't of Commerce
Opinion
*646 New Midwest Rentals, LLC, d/b/a Des Moines Valero #204 (Valero), sought judicial review of the decision of the Iowa Department of Commerce Alcoholic Beverages Division (the ABD), which denied Valero's application to renew its retail beer permit. After the district court affirmed the ABD's action, Valero appeals, asserting (1) the district court erred in concluding the language of Iowa Code section 123.45 (2013) is unambiguous; (2) the ABD's interpretation of section 123.45 is irrational, illogical, and wholly unjustifiable; and (3) the ABD's denial of Valero's retail beer permit violates its equal protection and due process rights under both the Federal and Iowa Constitutions. While we agree the district court was wrong to declare the language of section 123.45 unambiguous, we do not find the ABD's interpretation of the statute irrational, illogical, or wholly unjustifiable. We likewise find no constitutional violation in the ABD's denial of Valero's retail beer permit. The agency's decision is affirmed.
I. Background Facts and Proceedings.
Gerald Forsythe wholly owns the company New Midwest Rentals, and in 2010 the company purchased five convenience stores, which, after renovations were made, operate under the name Valero. The Valero store at issue in this case is number 204, located on Easton Boulevard in Des Moines. Store 204 was initially issued a class "C" beer permit on November 11, 2011. On April 25, 2012, the ABD received a request for a direct shipper wine license 1 for a company called Continental Vineyards, LLC, d/b/a Broken Earth Winery. Forsythe signed the Broken Earth Winery application. 2 When the ABD cross-referenced Forsythe's name, they discovered he also owned the Valero stores. Forsythe was informed by the ABD that he may not hold both an ownership interest in a California winery and a business holding an Iowa retail beer permit. Broken Earth Winery subsequently withdrew its direct shipper application.
Believing that Forsythe was actively working towards divesting his ownership interest of either the winery or the Valero stores, the ABD renewed the beer permit for store 204 in 2012. In October 2013, store 204 filed its second renewal application, with Forsythe still listed as owner, and the ABD confirmed he still retained an ownership interest in Broken Earth Winery. The ABD subsequently denied the renewal application for store 204 because of Forsythe's ownership interest in the Broken Earth Winery.
Valero appealed the decision of the ABD staff, and this matter was heard by an administrative law judge (ALJ) in a contested case proceeding in February 2014. The ALJ concluded the renewal permit was properly denied on the basis of Iowa Code section 123.45, which the ALJ determined unambiguously stated individuals engaged in the business of manufacturing "alcoholic beverages, wine, or beer ... shall not ... directly or indirectly be interested in the ownership, conduct, or operation of the business of another licensee or permittee authorized under this chapter to sell at retail, nor hold a retail liquor control
*647
license or retail wine or beer permit."
See
Valero appealed the ALJ's decision, which was upheld by the ABD's administrator on October 3, 2014. The administrator concluded, "[T]he legislature forbid a liquor, wine or beer manufacturer or wholesaler from holding any retail license or permit, regardless of what type of alcoholic beverage the retailer sells." The administrator acknowledged "the probability of the California winery exerting an undue influence over the ... Iowa retail beer permit[ ] at issue is questionable," but he noted "the legislature intended, through clearly enacted legislative language in Iowa Code [section] 123.45, to apply to such circumstances." The administrator also rejected Valero's claim that the ALJ should have used rules of statutory construction when interpreting section 123.45 because such rules are only employed when a statute is ambiguous, which the administrator determined section 123.45 was not.
Valero sought judicial review of the administrator's decision with the district court pursuant to Iowa Code section 17A.19. After a hearing, the district court issued a decision on March 12, 2015, concluding the language used by the legislature in section 123.45 was ambiguous:
A reasonable person could interpret the meaning of this statute to prohibit any alcoholic beverage manufacturer to hold any type of alcoholic beverage retail permit, as the ABD held.... [Or] a reasonable person could also interpret the statute to only prohibit the dual ownership among the same type of alcoholic beverages (e.g. a wine manufacturer and wine retail permittee). At the very least, a reasonable person could be uncertain as to the meaning of the statute.
Because of the ambiguity in the statute, the 2015 judicial review decision remanded the matter so the ABD could apply the statutory rules of construction to determine which meaning the legislature intended.
Neither party appealed that decision, and the case proceeded back to the ABD for the application of the rules of statutory construction to section 123.45. On March 25, 2016, the ABD administrator issued its decision on remand, finding "[t]he legislature has directed the [ABD] to maintain strict separation between the retail, wholesale, and manufacturing of the industry through its enactment of Iowa Code chapter 123. The [ABD] concludes a rational and logical interpretation of Iowa Code [section] 123.45 (2015) [ 3 ] prohibits [Valero] from holding Iowa retail beer permits."
Valero once again sought judicial review of the agency's decision. In November 2016, a second district court judge affirmed the ABD decision, concluded section 123.45 was in fact unambiguous, and prohibited a wine manufacturer from holding *648 a retail beer permit. Valero appeals from the 2016 judicial review decision.
II. Scope and Standard of Review.
Judicial review of an agency's actions is governed by Iowa Code chapter 17A.
Neal v. Annett Holdings, Inc.
,
The standard of review applicable to the agency's decision depends on the type of error alleged.
Jacobson Transp. Co. v. Harris
,
A decision is "irrational" when it is "not governed by or according to reason." Webster's Third New International Dictionary 1195. A decision is "illogical" when it is "contrary to or devoid of logic." Id . at 1127. A decision is "unjustifiable" when it has no foundation in fact or reason. See id . at 2502 (defining "unjustifiable" as "lacking in ... justice"); id . at 1228 (defining "justice" as "the quality or characteristic of being just, impartial or fair"); id . (defining "just" as "conforming to fact and reason").
AFSCME Iowa Council 61 v. Iowa Pub. Emp't Relations Bd.
,
However, our review is de novo for the constitutional claims Valero raises.
See
LSCP, LLLP v. Kay-Decker
,
III. Section 123.45.
The code provision at the heart of this controversy provides in part:
*649 A person engaged in the business of manufacturing, bottling, or wholesaling alcoholic beverages, wine, or beer, or any jobber, representative, broker, employee, or agent of such a person, shall not directly or indirectly supply, furnish, give, or pay for any furnishings, fixtures, or equipment used in the storage, handling, serving, or dispensing of alcoholic beverages, wine, beer, or food within the place of business of a licensee or permittee authorized under this chapter to sell at retail; nor shall the person directly or indirectly extend any credit for alcoholic beverages or beer or pay for any such license or permit, nor directly or indirectly be interested in the ownership, conduct, or operation of the business of another licensee or permittee authorized under this chapter to sell at retail, nor hold a retail liquor control license or retail wine or beer permit.
A. Ambiguous or Unambiguous.
The 2015 judicial review decision declared section 123.45 ambiguous. It was the statute's ambiguity that caused the matter to be remanded to the ABD so the ABD could apply the rules of statutory construction to determine which interpretation the statute should receive. No party appealed that decision; instead, the parties permitted the matter to be remanded to the agency. Therefore, the 2015 declaration that section 123.45 was ambiguous with respect to the issues in this case was the final decision on the issue. The agency was not authorized to reconsider the issue of the whether the statute is ambiguous upon remand, nor did it again consider the ambiguity issue in this case.
See
City of Okoboji v. Iowa Dist. Ct.
,
B. ABD's Interpretation.
Upon the case's remand to the agency, the ABD correctly articulated the goal for interpreting a statute: to determine the legislative intent.
See
IBP, Inc. v. Harker
,
This chapter shall be cited as the "Iowa Alcoholic Beverage Control Act", and shall be deemed an exercise of the police power of the state, for the protection of the welfare, health, peace, morals, and safety of the people of the state, and all its provisions shall be liberally construed for the accomplishment of that purpose . It is declared to be public policy that the traffic in alcoholic liquors is so affected with a public interest that it should be regulated to the extent of prohibiting all traffic in them, except as provided in this chapter .
The ABD also noted the supreme court has held "the legislative intent for the enactment of section 123.45 was to maintain the independence of the various levels of the liquor industry and to prevent tied-house arrangements."
Auen
,
house arrangements is "to prevent monopoly or control by manufacturers or distributors of the retail outlets for the sale of intoxicating liquors."
Winn Dixie Stores, Inc. v. Schenck Co.
,
Based on the legislative intent to liberally construe chapter 123 for the protection of the public, and with the knowledge that chapter 123 prohibits the manufacture or sale of intoxicating beverages except as specifically provided by the chapter, the ABD determined section 123.45 should be interpreted "to require strict separation between the manufacture, wholesale, and retail levels." The ABD found "allowing a person engaged in the business of manufacturing to simultaneously hold a retail permit of another alcoholic beverage creates the potential for influence or an arrangement of business interests, which is certainly what the legislature intended to prohibit." The ABD also noted that section 123.56(6)-permitting "a person employed by a manufacturer of native wine holding a class 'A' wine permit" to be simultaneously employed "by a brewery with a class 'A' beer permit" so long as that person "has no ownership interest in either licensed premises"-would be unnecessary if section 123.45 were interpreted to apply to only to the same type of alcoholic beverage as Valero asserted.
See
In re Chapman
,
Valero asserts on appeal this interpretation is irrational, illogical, and wholly unjustifiable because Forsythe, as a part owner of a California winery, could not possibly exert improper undue influence or harm the Iowa consumer because Valero store 204 does not sell wine.
5
Because there is no possibility of a vertical integration from manufacturer to retailer in the facts of this case, Valero claims section 123.45 should not be interpreted to prohibit the joint ownership between Broken Earth Winery and Valero. In support of its interpretation of section 123.45, Valero cites the language used by the supreme court in
Auen
: "At the time the ban on tied-house arrangements was enacted, the legislature drew a bright-line rule defining the allowable relationship between a manufacturer, wholesaler or other entity in the
chain
of alcohol beverage distribution and the retailer of
these
beverages."
We first note that the agency was charged with interpreting section 123.45 ; it was not charged with interpreting the language used by the supreme court in Auen . Therefore, any failure of the agency to analyze this sentence from Auen does *652 not amount to error. Secondly, we have reviewed this language from Auen , and we do not divine the interpretation Valero seeks to extract.
The issue addressed in
Auen
was whether the agency could relax the legislative language of section 123.45 through the adoption of agency rules that permitted remote or de minimus ownership interests among the three tiers of the tied-house arrangement-manufacture, wholesaler, retailer.
Id
. The supreme court determined this interpretation of the statute was illogical because the statute specifically prohibited "indirect" ownership interests.
Valero also faults the agency for not considering the economic impact the denial of the beer permit would have upon store 204 and upon the neighborhood where the store is located. It is Valero's assertion that such facts should be factored into the statutory interpretation analysis. We disagree. Whether Valero loses its capital investment in store 204 or whether the closing of this store has economic effect on a specific neighborhood has no bearing on interpreting the language used by the legislature in drafting section 123.45.
In finding the statute in question was ambiguous, the 2015 judicial review decision noted that "a reasonable person could interpret the meaning of this statute to prohibit any alcoholic beverage manufacturer to hold any type of alcoholic beverage retail permit" or "a reasonable person could also interpret the statute to only prohibit the dual ownership among the same type of alcoholic beverages." In choosing between these two "reasonable" alternatives after applying the statutory construction rules, it can hardly be said the ABD acted irrationally, illogically, or wholly unjustifiably. See Iowa Code § 17A.19(10)( l ). We therefore affirm the portion of the 2016 judicial review decision that affirmed the ABD's interpretation of section 123.45 as prohibiting a manufacturer of any alcoholic beverage from having an ownership interest in any business authorized to sell alcoholic beverages at retail.
C. Constitutionality. Finally, Valero asserts the agency's interpretation of section 123.45 to prohibit its retention of a retail beer permit violates its constitutional procedural due process and equal protection rights.
1. Procedural Due Process. With respect to its procedural due process claim, Valero asserts there was a lack of "fairness in the administrative proceeding" because it was deprived of its property interest in the beer permit." Valero notes the loss of the retail beer permit will cause the loss of its capital investment in the store-a loss of "some $500,000.00." Therefore, it claims to have been deprived of its "property rights [in the retail beer permit] without due process of law."
"The requirements of procedural due process are simple and well established: (1) notice; and (2) a meaningful opportunity to be heard."
Blumenthal Inv. Trusts v. City of W. Des Moines
,
*653
Bowers v. Polk Cty. Bd. of Supervisors
,
Valero was notified a year prior to the beer permit denial that Forsythe could not hold an ownership interest in both Broken Earth Winery and the Valero stores. The renewal application was denied in 2013 after it was determined Forsythe had not divested himself of his ownership interests in one of the companies. Valero appealed that denial and was provided a contested case proceeding before an ALJ. At the contested case proceeding, Valero was provided the opportunity to present evidence and make legal argument, which it did. Valero was then presented with appeal opportunities both at the agency level and through judicial review, of which it again took full advantage.
Valero does not proffer what additional processes it was entitled to receive and instead focuses its argument on the economic "unfairness" it perceives it will suffer as a result of the outcome of the procedures Valero was afforded-the denial of its retail beer permit.
See
State v. Seering
,
2. Equal Protection. With respect to the equal protection claim, Valero asserts it was singled out "for differential treatment compared to all other Iowa applicants for beer permits/renewals similarly situated." It claims there is no rational relationship to a legitimate government interest in the denial of its beer permit.
"The Equal Protection Clause requires that 'similarly-situated persons be treated alike.' 'If people are not similarly situated, their dissimilar treatment does not violate equal protection.' "
Blumenthal Inv. Trusts
,
IV. Conclusion.
We vacate that part of the district court's judicial review decision that held section 123.45 was unambiguous because that issue had already been resolved in an earlier judicial review decision. However, we affirm the ABD's remand decision in this case in its entirety. Its interpretation of section 123.45, so as to prohibit a manufacturer of any type of alcoholic beverage from holding an ownership interest in a business that holds any type of alcoholic beverage retail license or permit, is not irrational, illogical, or wholly unjustifiable. We likewise find no constitutional violation in the ABD's denial of Valero's retail beer permit.
DISTRICT COURT DECISION VACATED IN PART; AGENCY DECISION AFFIRMED.
This license allows a winery to ship its wine directly to consumers in Iowa.
See
It was later determined Forsythe owns a 72.5% share of the limited liability companies that own Broken Earth Winery and is the chairman, chief executive officer, and president of Broken Earth.
In issuing its remand decision, the ABD administrator considered and applied recent statutory amendments to section 123.45. Valero asserts the application of the 2015 amended language was in error. While we agree the proper code year to apply to this dispute is 2013, we conclude the ABD administrator's error was harmless.
See
Iowa Code § 17A.19(10) (noting in order to be entitled to relief under judicial review "the substantial rights of the person seeking judicial relief have [to be] prejudiced because [of] the agency action"). The amendment enacted in 2015 merely restructured the language in section 123.45 from a continuous paragraph into subsections and paragraphs.
Compare
The 2015 judicial review decision was an appellate decision following an agency's contested case proceeding.
See
Hedberg
,
The law of the case doctrine "represents the practice of courts to refuse to reconsider what has once been decided." [
Id.
] It stems from "a public policy against reopening matters which have already been decided."
Bahl v. City of Asbury
,
State v. Ragland
,
We note the record reflects that store 204 did have a class "B" wine permit, but it surrendered that permit, and testimony at the agency hearing indicated the store had no future plans to sell wine in the store.
Case-law data current through December 31, 2025. Source: CourtListener bulk data.