Patrick Dinneen, Appellant,

This opinion is nonprecedential except as provided by
Minn. R. Civ. App. P. 136.01, subd. 1(c).

STATE OF MINNESOTA
IN COURT OF APPEALS
A22-1639

Patrick Dinneen,
Appellant,

vs.

Timothy Melby, et al.,
Respondents,

Add-Ventures, Inc.,
Respondent.

Filed May 30, 2023
Affirmed
Slieter, Judge

Lake County District Court
File No. 38-CV-21-529

Patrick Dinneen, Silver Bay, Minnesota (attorney pro se)

Brandon M. Schwartz, Michael D. Schwartz, Schwartz Law Firm, Oakdale, Minnesota (for
respondents Timothy Melby and Laurel Watkins-Melby)

Add-Ventures, Inc., Crystal, Minnesota (respondent)

Considered and decided by Slieter, Presiding Judge; Connolly, Judge; and Florey,
Judge.
∗

∗ Retired judge of the Minnesota Court of Appeals, serving by appointment pursuant to
Minn. Const. art. VI, § 10.
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NONPRECEDENTIAL OPINION
SLIETER, Judge
Appellant challenges two district court orders. First, appellant challenges the
district court’s dismissal of his complaint against respondent individuals and corporation
for failing to state a claim upon which relief can be granted. Appellant’s complaint alleges
several common-law claims arising out of a 2006 legal-services agreement. Second,
appellant challenges the district court’s refusal to enter default judgment against
respondents. Because appellant’s complaint fails to allege facts that the individual
respondents ratified the legal-services agreement, his complaint against the now-dissolved
corporation is untimely, and we find no error in the district court’s refusal to enter default
judgment against respondents, we affirm.
FACTS
Appellant Patrick Dinneen sued respondent-individuals Timothy Melby and Laurel
Watkins-Melby and respondent-corporation Add-Ventures Inc. alleging several
common-law claims, including breach of contract, arising out of a 2006 legal-services
agreement.
Dinneen’s complaint alleges that in 2006, Dinneen contracted with Dale Melby ,
Timothy Melby’s father, and Add-Ventures to provide legal services relating to several
commercial properties in Elysian, Minnesota. Pursuant to this agreement, Dale Melby or
Add-Ventures would be paid for out-of-pocket litigation expenses and “the surplus of sale
proceeds would be used to pay for legal time and expenses, and that once those calculations
and disbursements were complete that the parties would equally divide any surplus funds
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that remained from the sale proceeds of the three commercial lots.” Dinneen’s complaint
alleges that Add-Ventures gave Dinneen a quitclaim deed for a property in Ely to secure
payment for his services in the Elysian matter. Dinneen claims that , after Dale Melby’s
death in 2015, Dinneen refrained from pursuing a claim against Dale Melby’s estate based
on reassurances from Timothy Melby that he would be paid pursuant to the 2006
legal-services agreement.
Timothy Melby and Laurel Watkins- Melby moved to dismiss the amended
complaint for failing to state a claim upon which relief can be grante d, which the district
court granted. The district court also dismissed Dinneen’s complaint against Add-Ventures
as untimely. In an earlier order, the district court denied Dinneen’s motion for default
judgment against all respondents. Dinneen appeals.
DECISION
When reviewing a case dismissed pursuant to Minn. R. Civ. P. 12.02(e) for failure
to state a claim on which relief can be granted, appellate courts ask whether the complaint
sets forth a legally sufficient claim for relief. Hebert v. City of Fifty Lakes, 744 N.W.2d
226, 229 (Minn. 2008) (citation omitted). We review this question de novo. Id. Appellate
courts “consider only the facts alleged in the complaint, accepting those facts as true.” Sipe
v. STS Mfg., Inc., 834 N.W.2d 683, 686 (Minn. 2013) (quotation omitted). Dinneen appeals
only the dismissal of the breach-of-contract count in his complaint.

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I. The district court properly dismissed Dinneen’s amended complaint.
Individual Respondents
Within the amended complaint, Dinneen alleges that Timothy Melby and Laurel
Watkins-Melby “ were obligated to pay the amounts agreed to” in the legal-services
agreement, and that “[n]umerous discussions, emails, and text messages . . . memorialize[]
the parties’ agreement.” However, Dinneen alleges no facts and provides no argument as
to why these two individuals, who were not parties to the legal-services agreement, are
legally responsible for the agreement in their personal capacity.
An assignment of error in a brief “based on mere assertion and not supported by any
argument or authorities . . . is waived and will not be considered on appeal unless
prejudicial error is obvious on mere inspection.” Schoepke v. Alexander Smith & Sons
Carpet Co., 187 N.W.2d 133, 135 (Minn. 1971). Our mere inspection leads us to conclude
that no prejudicial error occurred.
The law related to contract ratification, if Dinneen had so argued and pleaded it,
does not reveal that Dinneen was prejudiced by the dismissal of his complaint. See, e.g.,
Steffens v. Nelson, 102 N.W. 871, 873 (Minn. 1905) (noting that a person ratifies an
agreement by giving “sanction and validity to something done without authority”
(quotation omitted)); Anderson v. First Nat. Bank of Pine City, 228 N.W.2d 257, 259
(Minn. 1975) (“Ratification occurs when one, having full knowledge of all the material
facts, confirms, approves, or sanctions, by affirmative act or acquiescence, the originally
unauthorized act of a nother . . . .”). Dinneen’s complaint includes no facts alleging a
legally sufficient claim for relief based upon contract ratification. Nor does Dinneen’s
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brief contain a legal argument of a contract ratification claim. See Schoepke, 187 N.W.2d
at 135. Thus, the district court did not err in dismissing the complaint against
respondent-individuals.
Corporation Respondent
The district court found that Dinneen’s complaint against the dissolved
Add-Ventures was statutorily time barred and dismissed his complaint. We agree.
Add-Ventures filed its notice of intent to dissolve with the Minnesota Secretary of
State on December 14, 2019. Add-Ventures was formally dissolved on December 31,
2019. According to the articles of dissolution, Add-Ventures dissolved without providing
formal notice to creditors pursuant to Minn. Stat. § 302A.7291 (2022). According to
section 302A.7291, subdivision 3(b), claimants and creditors must “file a claim or pursue
a remedy in a legal, administrative, or arbitration proceeding within two years after the date
of filing the notice of intent to dissolve.” Claimants and creditors that fail to file a claim
or seek another remedy within two years are “barred from suing on that claim or otherwise
realizing upon or enforcing it.” Id. The district court found that Dinneen did not file this
action until December 21, 2021, more than two years after Add-Ventures filed its notice of
intent to dissolve and is, therefore, time barred. The record supports this finding. The
district court properly dismissed Dinneen’s complaint as untimely.

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II. The district court acted within its discretion by denying Dinneen’s motion for
default judgment.

We review a district court’s ruling on a request for default judgment for abuse of
discretion. Laymon v. Minn. Premier Props., LLC, 903 N.W.2d 6, 17 (Minn. App. 2017),
aff’d, 913 N.W.2d 449 (Minn. 2018).
Default judgment is proper “[w]hen a party against whom a judgment for
affirmative relief is sought has failed to plead or otherwise defend within the time allowed.”
Minn. R. Civ. P. 55.01 (emphasis added). A rule 12 motion to dismiss, which respondents
Timothy Melby and Laurel Watkins -Melby filed after being served with Dinneen’s
amended complaint, falls within the meaning of “otherwise defend.” Black v. Rimmer, 700
N.W.2d 521, 524 (Minn. App. 2005), (“To successfully defend against a default judgment,
a party who has failed to plead and contends that he or she has otherwise
defended . . . must, at minimum, have made a rule 12 or other defensive motion.”
(quotation and citation omitted)), rev. denied (Minn. Sept. 28, 2005). Default judgment
against either Timothy Melby or Laurel Watkins-Melby is therefore inappropriate because
the respondent-individuals “otherwise defended” against Dinneen’s claims by filing a rule
12 motion to dismiss. See id. (quotation omitted).
As to Dinneen’s argument that the district court erred by denying his default
judgment motion against the corporation, Add-Ventures dissolved in 2019. “[D]issolution
of a corporation is akin to the death of an individual and abates all litigation against that
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corporation.” Camacho v. Todd and Leiser Homes, 706 N.W.2d 49, 55 (Minn. 2005). The
district court acted within its discretion in denying Dinneen’s motion for default judgment.
Affirmed.