Wiederhorn v. Multnomah Athletic Club

Citations: 170 P.3d 1; 215 Or. App. 392; 2007 Ore. App. LEXIS 1443Docket: 051212556; A132657

Court: Court of Appeals of Oregon; October 10, 2007; Oregon; State Appellate Court

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Plaintiff Andrew Wiederhorn appeals the dismissal of his complaint against Multnomah Athletic Club (MAC) due to failure to initiate the action within the statutory time frame. The trial court determined that Wiederhorn's claims were governed by ORS 65.167(4), which imposes a one-year statute of limitations for challenges to expulsions from mutual benefit corporations, such as MAC. Wiederhorn contended that his claims were not time-barred, citing longer statutes of limitations for contract (six years) and tort claims (two years). However, the Court of Appeals affirmed the trial court's decision, agreeing that ORS 65.167(4) applied to all of Wiederhorn's claims, rendering them time-barred. The case involved a review of the dismissal motion based on statute of limitations, with the court assuming the truth of all allegations in the complaint. Wiederhorn was expelled from MAC after pleading guilty to felony charges, and he filed his complaint on December 2, 2005, more than a year after the expulsion effective date of October 1, 2004. The trial court allowed him to amend his complaint regarding non-expulsion claims, but he did not do so, leading to a general judgment in favor of MAC. The appellate court examined the statutory interpretation as a question of law, focusing on the statute's text and context to determine legislative intent.

Rules of statutory construction guide the interpretation of ORS 65.167, which states that no member of a public benefit or mutual benefit corporation may be expelled or have their membership terminated except through a fair and reasonable procedure conducted in good faith. Additionally, any challenge to such actions must occur within one year of their effective date. The case hinges on interpreting "any proceeding challenging an expulsion," where "proceeding" is defined in ORS 65.001(36) to encompass civil, criminal, administrative, and investigatory actions, thus including the plaintiff's civil complaint. The terms "any" and "challenging" are not specifically defined in ORS chapter 65, so they are given their common meanings. "Any" implies inclusiveness, indicating "every" or "all," while "challenging" relates to questioning or disputing an expulsion. Therefore, the phrase suggests that it covers all forms of actions that question an expulsion. The plaintiff argues that there is ambiguity in ORS 65.167(4), particularly regarding how it interacts with the phrase about defective notice, suggesting it could imply a limitation on the types of challenges permissible under the statute.

Plaintiff contends that the one-year statute of limitations in ORS 65.167(4) should only apply to claims alleging defective notice, asserting his claims stem from a breach of contractual obligations and fiduciary duties rather than procedural issues. He argues his complaint is not time-barred, citing the six-year limitation for contract claims under ORS 12.080(1) and the two-year limitation for tort claims under ORS 12.110(1). However, this argument is flawed for three reasons: 

1. The statutory interpretation is incorrect. The term "include" in ORS 65.001(25) signifies a partial definition, meaning defective notice is just one type of proceeding under ORS 65.167(4), not an exclusive category.
  
2. The plaintiff's claims do not solely arise under ORS chapter 12, as both ORS 12.080(1) and ORS 12.110(1) are subject to ORS 12.010, which allows for different statutes of limitations. ORS 65.167(4) explicitly prescribes a one-year limitation, overriding the general limitations in chapter 12.

3. The review of a motion to dismiss based on the statute of limitations is confined to the complaint's face. The complaint indicates that the plaintiff is contesting his expulsion from MAC, as evidenced by his breach of contract claim that alleges MAC failed to follow fair and reasonable procedures during his expulsion, which resulted in harm to him.

Plaintiff Wiederhorn seeks relief through a judgment against defendant MAC, requesting reinstatement under reasonable and equitable terms. His claims, while framed in contract and tort theories, fundamentally challenge his expulsion from MAC, thereby invoking ORS 65.167. This statute mandates that any legal action related to expulsion must be initiated within one year of the event. Plaintiff failed to meet this statute of limitations, resulting in his complaint being deemed time-barred. The court affirmed this decision. Additionally, plaintiff named individual members of MAC's board of trustees as defendants, but for simplicity, they are collectively referred to as MAC. It is undisputed that MAC's action constituted an expulsion under ORS 65.167(4). The statute outlines that a fair and reasonable procedure for expulsion includes a minimum of 15 days’ written notice and an opportunity for the member to be heard prior to the expulsion.