Lampkins Crossing, LLC v. Williamson County Tennessee
MEMORANDUM AND ORDER re 9 MOTION to Dismiss. For the foregoing reasons, Metro's Motion to Dismiss is hereby GRANTED in part. Lampkins is ORDERED to show cause within fifteen days that it was entitled to notice by Williamson County of the consideration and passing of Resolution 6-16-32. Lampkins' other claims are dismissed. It is so ORDERED. Signed by District Judge Aleta A. Trauger on 11/14/2017. (DOCKET TEXT SUMMARY ONLY-ATTORNEYS MUST OPEN THE PDF AND READ THE ORDER.)(hb)
UNITED STATES DISTRICT COURT
MIDDLE DISTRICT OF TENNESSEE
LAMPKINS CROSSING, LLC
WILLIAMSON COUNTY, TENNESSEE
Case No. 3:17-cv-00906
Judge Aleta A. Trauger
MEMORANDUM & ORDER
Pending before the court is a Motion to Dismiss (Doc. No. 9), filed by the defendant,
Williamson County, Tennessee, to which the plaintiff, Lampkins Crossing, LLC (“Lampkins”)
has filed a response (Doc. No. 15), and Williamson County has filed a Reply (Doc. No. 19). For
the reasons discussed herein, the motion will be granted with regard to Lampkins’ substantive
due process and equal protection claims, which will be dismissed. The court orders Lampkins to
show cause as to why its procedural due process claim related to notice of Resolution 6-16-32
should not be dismissed. Lampkins’ other procedural due process claims will be dismissed.
FACTS & PROCEDURAL HISTORY
Lampkins is an LLC consisting of a sole member, Tom Moon, and incorporated for the
purpose of developing a residential subdivision in Williamson County, Tennessee. (Doc. No. 97.) Williamson County is a political subdivision of the State of Tennessee. (Doc. No. 1.)
Williamson County created the Williamson County Regional Planning Commission (the
“Commission”) and delegated to it the land use, planning, and development functions of
Williamson County pursuant to Tenn. Code Ann. § 13-3-401. (Id.) In 2015, Lampkins acquired
an option to buy 147 acres of Williamson County land on which it planned to develop Lampkins
Crossing, a 133-unit subdivision. (Id.) The maximum number of allowable units for the 147acre parcel in question under then-existing Williamson County land use laws and regulations was
133. (Id.) Upon acquiring the option, Lampkins began the process of obtaining the necessary
Williamson County planning approvals for Lampkins Crossing. (Id.)
On June 9, 2016, Lampkins submitted to the Commission the concept plan for Lampkins
Crossing. (Id.) Pursuant to Section 19.05 of the Williamson County Zoning Ordinance, the
Commission ordered a traffic study from an outside engineer to evaluate the traffic impact of the
development. (Doc. No. 16-1.) Based on the traffic study, the Commission conditionally
approved Lampkins’ proposal. (Id.) However, the Commission mandated compliance with
criteria drawn from the traffic study, which relied on a policy promulgated by an independent
entity, the American Association of State Highway and Traffic Officials (“AASHTO”). (Id.)
Notably, the Commission required that a 50-foot right-of-way be secured along a road bordering
the development site to allow for necessary expansion and improvements. (Id.)
On June 13, 2016, the County passed Resolution 6-16-32, altering the traffic shed
requirements for the site of the proposed Lampkins development. (Id.) On July 14, the
Commission approved the minutes of the June 9 meeting, formalizing its conditional approval.
Lampkins submitted a preliminary plat on August 17. (Doc. No. 9-1.) On November 18,
attorneys for Lampkins sent the Commission a letter requesting a reconsideration of the concept
plan, based upon an alleged mutual mistake between the parties as to whether a right-of-way
could be secured. (Id.) Lampkins did not send a formal follow-up request or submit the request
for reconsideration to be set on the Commission’s agenda. (Id.) At a November 28 meeting,
Lampkins informed the Commission that it had attempted and failed to obtain the necessary
approvals from neighboring property owners to establish the right-of-way. (Doc. No. 16-1.) The
Commission declined Lampkins’ request that it exercise its power of eminent domain to secure
the right-of-way. (Id.) The parties discussed potential alternatives regarding other requirements
set forth in the Commission’s conditional approval of the concept plan, and the parties discussed
potential plan revisions over the following months. (Doc. No. 9-1.)
On January 31, 2017, the parties met for the last time. (Id.) They discussed various
options for proceeding, including a plan with lesser density that would require a new traffic
count, a relocation of the road improvements so as to decrease the number of third-party
approvals required for the right-of-way, and a resubmission of the concept plan with the burden
on Lampkins to prove that the road improvements, and thus the right-of-way, were not needed.
(Id.) There was no further contact between the parties. On June 2, 2017, Lampkins filed its
Complaint in this case. (Doc. No. 1.)
The Constitution confers upon federal courts jurisdiction limited to “cases” or
“controversies.” U.S. Const. art. III, § 2. Federal courts thus cannot hear disputes that have not
yet ripened into “cases” or “controversies.” “The ripeness doctrine is one of several justiciability
doctrines ‘drawn both from Article III limitations on judicial power and from prudential reasons
for refusing to exercise jurisdiction.’” Kiser v. Reitz, 765 F.3d 601, 606 (6th Cir. 2014) (quoting
Reno v. Catholic Soc. Servs., Inc., 509 U.S. 43, 57 n.18 (1993)). The ripeness requirement
exists, in part, in order to “prevent the courts, through avoidance of premature adjudication, from
entangling themselves in abstract disagreements.” Abbott Labs. v. Gardner, 387 U.S. 136, 148
Challenges to local land use decisions are not ripe if the government entity being
challenged has not issued a “final decision.” See Williamson County Regional Planning Comm’n
v. Hamilton Bank, 473 U.S. 172, 186 (1985). With regard to land use disputes, the Sixth Circuit
has defined the “final decision” requirement as “an insistence that the relevant administrative
agency resolve the appropriate application of the zoning ordinance to the property in dispute.”
Miles Christi Religious Order v. Twp. of Northville, 629 F.3d 533, 537 (6th Cir. 2010).
Resolution entails a “final, definitive position regarding how it will apply the regulations at issue
to the particular land in question.” Williamson, 473 U.S. at 191.
Although Williamson County addressed only regulatory takings and substantive due
process claims, the Sixth Circuit has held that the finality requirement extends to other
constitutional claims, including equal protection claims. See Insomnia Inc. v. City of Memphis,
Tennessee, 278 F. App’x 609, 614 (6th Cir. 2008) (“While we have not addressed the ripeness
issue in the context of a First Amendment challenge to land use, we have done so in cases raising
other challenges to land use, including procedural due process claims, takings claims, substantive
due process claims, and equal protection claims. In fact, the only type of case in which we have
not imposed the finality requirement on constitutional claims arising out of land use disputes is
that which presents a purported violation of procedural due process.”); see also Miles Christi
Religious Order, 629 F.3d at 537 (“In addition to takings claims, we have applied the finality
requirement to other constitutional and statutory challenges to local land use requirements.”);
Grace Community Church v. Lenox Twp., 544 F.3d 609, 617 (6th Cir. 2008) (applying the
finality requirement to an equal protection claim and finding it unripe).
As noted by the court in Insomnia, an exception exists for a certain class of procedural
due process claims. See Nasierowski Bros. Inv. Co. v. City of Sterling Heights, 949 F.2d 890,
894 (6th Cir. 1991). If “the allegedly infirm process is an injury in itself,” a procedural due
process claim is “instantly cognizable in federal court.” Id; see also Bigelow v. Michigan Dep’t
of Nat. Res., 970 F.2d 154, 160 (6th Cir. 1992) (“Nasierowski appears to stand merely for the
sensible proposition that while different circumstances may produce different results, the final
decision rule does not apply when the denial of procedural due process itself creates an injury.”).
The Sixth Circuit has carefully limited this exception only to cases where a procedural injury,
separate from the alleged constitutional injury, occurs. See J-II Enter., LLC v. Bd. of Comm'rs of
Warren Cty., Ohio, 135 F. App’x 804, 807 (6th Cir. 2005) (quoting Nasierowski Bros. Inv. Co.,
949 F.2d at 899) (Martin J., concurring) (“[W]e retain the finality requirements for procedural
due process claims where we cannot find a single, concrete separate injury or where the
procedural due process claim is in reality an adjunct to a taking or other constitutional claim.”);
see also Warren v. City of Athens, Ohio, 411 F.3d 697, 708 (6th Cir. 2005) (noting that a
procedural due process claim is not ancillary if it “addresses a separate injury.”).
Substantive Due Process and Equal Protection
Lampkins’ substantive due process and equal protection claims are not ripe because the
Commission did not reach a final decision. It is clear from the record that Williamson County
did not take a final, definitive position regarding how the Lampkins parcel could be developed.
Williamson County informed Lampkins that its preliminary plat would not be considered during
the August 2016 agenda cycle due to non-conformity with conditions such as the 50-foot rightof-way. However, this decision was not treated by the parties as final. Williamson County
thereafter participated in numerous discussions with Lampkins for a span of approximately five
months regarding potential compromises to allow some development on the parcel. Williamson
County encouraged Lampkins to submit a revised plan or to seek reconsideration of the decision
to condition approval of the preliminary plat on traffic conditions, such as the 50-foot right-of-
way. Lampkins intimated that it would pursue one of these alternatives. Instead, Lampkins
ceased contact with Williamson County and, months later, initiated the instant litigation.
Williamson County’s non-approval of Lampkins’ initial plan, followed by months of subsequent
discussions aimed at finding a viable way to allow Lampkins’ development to proceed, does not
constitute a final decision.
The Sixth Circuit case Insomnia, Inc. v. City of Memphis is instructive. 278 F. App’x.
609 (6th Cir. 2008). In Insomnia, the city denied approval of a land use plan submitted by the
plaintiff. The city told the plaintiff to resubmit its plan with suggested revisions, but instead the
plaintiff appealed to the city council and then filed suit in federal court. Id. at 611. The court
found that the plaintiff’s claims were not ripe because a final decision had not been reached. It
explained: “[t]he [city’s] actions amounted to an interim order informing Plaintiffs to resubmit
their proposal in further detail. Since Plaintiffs did not submit a revised application on the basis
of which the [city] could issue a final decision, the court concluded that Plaintiffs had not
suffered a discrete injury and so their claim was premature for federal review. We agree.” Id. at
613–14 (6th Cir. 2008). As did the defendant in Insomnia, Williamson County followed up on
its initial denial of approval with specific recommendations on how Lampkins should proceed to
obtain a more definite decision. Williamson County’s initial decision not to consider Lampkins’
preliminary plan was therefore not final.
Lampkins suggests that Williamson County’s decision was essentially final because any
further course of action by Lampkins would have been futile. First, Lampkins argues that,
despite discussions about revising the Lampkins plan in a way that would lessen its traffic impact
and required road improvements, Williamson County “made it clear” that the 50-foot right-ofway would be required. (Doc. No. 16-1.) But although the parties specifically addressed the
option of Lampkins resubmitting its initial plan for formal reconsideration of the 50-foot rightof-way, Lampkins took no meaningful action to challenge the traffic conditions set forth by
Williamson County. Based on the record, the court cannot find that an option mutually
discussed by the parties as the appropriate method of seeking reconsideration would have
necessarily been futile.
Second, Lampkins argues that it could not have applied for a variance because the
applicable Williamson County zoning ordinance does not allow variances for traffic conditions.
Although the Supreme Court in Williamson did premise its finding of no finality on a
developer’s failure to seek a variance, there is nothing in the opinion that specifically requires
that a variance, rather than some other formal reconsideration, be sought. Williamson County
Regional Planning Comm’n v. Hamilton Bank, 473 U.S. 172, 193 (1985). The Williamson Court
focused its finality inquiry on whether a denial was conclusive: “In short, the Commission's
denial of approval does not conclusively determine whether respondent will be denied all
reasonable beneficial use of its property, and therefore is not a final, reviewable decision.” Id.
Regardless of whether a variance was available to Lampkins, there were formal options available
that would have conclusively determined whether Williamson County was denying all
reasonable beneficial use of the Lampkins parcel. Lampkins did not avail itself of those options.
Its substantive due process and equal protection claims are therefore not constitutionally ripe and
cannot be heard by this court.
Procedural Due Process
Lampkins alleges two types of procedural due process claims. The first deals with
Williamson County’s use of the external traffic study, which relied upon AASHTO policy, in
evaluating Lampkins’ development plan. The second deals with Williamson County’s
considering and passing Resolution 6-16-32 without giving notice to Lampkins.
Lampkins’ procedural due process claims related to its use of the external traffic study
are not ripe because Lampkins did not suffer a purely procedural injury separate from its alleged
constitutional injuries. Sixth Circuit case law is clear that an alleged procedural injury is
ancillary to a plaintiff’s substantive claims unless it is separate and discrete. See Braun v. Ann
Arbor Charter Twp, 519 F.3d 564, 572 (6th Cir. 2008). In determining whether a procedural
injury is separate and discrete from substantive injuries, the Sixth Circuit has “focused on the
circumstances of the specific case—and particularly the issue of when the alleged injuries
occurred—before deciding whether to apply Williamson County to both claims.” Id.
Lampkins’ Complaint couches alleged injuries related to Williamson County’s use of the
traffic study as procedural. (Doc. No. 1.) But Lampkins does not claim that Williamson
County’s use of the traffic study was deficient because Lampkins was deprived of any notice or
opportunity to be heard. Rather, Lampkins alleges that it suffered a procedural injury
simultaneous to its substantive injuries: it claims it was injured when Williamson County
allegedly applied AASHTO policies to Lampkins’ proposed plan. Without a separate injury, any
procedural due process claim that Lampkins may have is ancillary to its substantive due process
and equal protection claims. Thus, Lampkins does not have an “instantly cognizable” claim
related to Williamson County’s use of its external traffic study, and Lampkins therefore cannot
satisfy the requirements for constitutional ripeness for those claims. See Nasierowski Bros. Inv.
Co., 949 F.2d at 894.
The only purely procedural injury that Lampkins claims is that Williamson County did
not provide it notice relating to Resolution 6-16-32. This claim stems from Lampkins’ allegation
that “[t]he County purportedly changed the traffic shed requirements applicable to the Property
without complying with the then-existing legal requirements to do so.” (Doc. No. 1.) Lampkins
claims that, prior to the consideration and passing of Resolution 6-16-32, Williamson County
“did not follow lawful procedures, including, without limitation, giving notice to Lampkins . . .
that the proposed change in the traffic shed requirement would decrease the permitted density on
the Property by more than 80%.” Id. Although Lampkins offers no justification for its claim
that it was entitled to notice before Williamson County adopted the resolution, it does allege a
procedural injury separate from its other constitutional claims. Lampkins suffered this injury as
soon as Resolution 6-16-32 was passed, regardless of whether Williamson County later enforced
the resolution against Lampkins. This is precisely the type of “instantly cognizable” procedural
injury contemplated by the Sixth Circuit. The court therefore finds that Lampkins’ procedural
due process claim related to Resolution 6-16-32 is ripe.
Williamson County contends that, because Lampkins cites to no ordinance, law, or
precedent that requires notice to property owners before passing such a resolution, it should not
be allowed to circumvent ripeness requirements. Whether Lampkins was entitled to notice
before the Resolution was considered and passed is a merits determination not properly
considered under a 12(b)(1) motion. However, the court shares the Sixth Circuit’s concern that
plaintiffs alleging constitutional land use injuries may “easily bypass the Williamson County rule
by attaching an unclear and underdeveloped procedural due process claim.” Braun, 519 F.3d at
573. The court will therefore construe Williamson County’s 12(b)(1) motion to dismiss as a
12(b)(6) motion to dismiss with regard to Lampkins’ procedural due process claim. Kubicki v.
Brady, 829 F. Supp. 906, 911 (E.D. Mich. 1993), aff'd, 41 F.3d 1507 (6th Cir. 1994) (“This court
construes defendant’s motion to dismiss under Rule 12(b)(1) as a motion to dismiss under Rule
12(b)(6).”). To survive a 12(b)(6) motion, allegations “must be enough to raise a right to relief
above the speculative level.” Bell Atlantic Corp. v. Twombly, 550 U.S. 544, 555 (2007). “[O]nly
a complaint that states a plausible claim for relief survives a motion to dismiss.” Ashcroft v.
Iqbal, 556 U.S. 662, 679 (2009); Twombly, 550 U.S. at 556.
Lampkins has failed to state any legal authority entitling it to notice by Williamson
County of the consideration and passing of Resolution 6-16-32. Absent a showing by Lampkins
that Williamson County owed it notice, Lampkins’ procedural due process claim cannot proceed.
Lampkins has fifteen days to show cause as to why it was due notice related to Resolution 6-1632.
For the foregoing reasons, Metro’s Motion to Dismiss is hereby GRANTED in part.
Lampkins is ORDERED to show cause within fifteen days that it was entitled to notice by
Williamson County of the consideration and passing of Resolution 6-16-32. Lampkins’ other
claims are dismissed.
It is so ORDERED.
ALETA A. TRAUGER
United States District Judge
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