AI Generated Opinion Summaries

This summary was computer-generated without any editorial revision. It is not official, has not been checked for accuracy, and is NOT citable.

Facts

• A neighborhood association, Astante, hired AMMRE, a management company, to manage its affairs and enforce its covenants. Dissatisfied with AMMRE's performance, Astante sued for breach of contract. The crux of the dispute centered on whether Astante had the capacity to sue, given its failure to properly amend its bylaws to authorize such action (paras 2-3).

Procedural History

• District Court of Bernalillo County, Valerie A. Huling, District Judge: Granted summary judgment in favor of AMMRE, concluding Astante had not properly amended its bylaws, thus lacking the capacity to bring the lawsuit.

Parties' Submissions

• Plaintiff-Appellant (Astante): Argued that its procedure for amending the bylaws was proper and that AMMRE could not raise the defense of Astante's lack of capacity to sue at the summary judgment stage because it had violated its internal bylaws (para 3).
• Defendant-Appellee (AMMRE): Contended that Astante lacked the capacity to sue for breach of contract due to its failure to follow the proper voting procedures required for amending its bylaws (para 2).

Legal Issues

• Whether a defendant waives its ability to challenge the capacity of a plaintiff to bring a claim for breach of contract when it fails to raise the issue in its response to the complaint or by special motion pursuant to Rule 1-009(A) NMRA, and instead raises it at summary judgment (para 1).
• Whether Astante had the capacity to sue AMMRE for breach of contract given its alleged failure to properly amend its bylaws (paras 2-3).

Disposition

• The Court of Appeals of New Mexico reversed the district court's grant of summary judgment in favor of AMMRE and remanded to the district court for further proceedings on Astante’s claim (para 10).

Reasons

• Majority Opinion by RODERICK T. KENNEDY, Chief Judge (TIMOTHY L. GARCIA, Judge, concurring): The court held that AMMRE waived its ability to challenge Astante's capacity by not raising the issue until the summary judgment phase, contrary to the requirements of Rule 1-009(A) NMRA. The court emphasized that capacity to sue is a threshold issue that must be addressed early in the proceedings, and failure to do so results in waiver of the defense. The court also noted that raising the issue of capacity for the first time in a motion for summary judgment was too late and did not meet the procedural requirements set forth in Rule 1-009(A) (paras 4-9).
  Dissenting Opinion by CYNTHIA A. FRY, Judge: Judge Fry disagreed with the majority, arguing that the defense of lack of capacity was litigated without objection and specifically ruled on by the trial court, and thus, AMMRE's failure to raise it as an affirmative defense earlier did not present a viable issue on appeal. She emphasized that Astante had the opportunity to argue waiver but chose to litigate the merits instead. Judge Fry believed the appeal should be resolved based on the merits of the arguments raised by Astante in its brief, rather than on a procedural technicality (paras 12-22).