Subash Thomas v. Tim Guimond, Tim’s Landscaping Inc.

This opinion is nonprecedential except as provided by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
A25-2199

Subash Thomas,
Appellant,

vs.

Tim Guimond,
Respondent,

Tim’s Landscaping Inc.,
Defendant.

Filed September 8, 2026
Affirmed
Cochran, Judge

Scott County District Court
File No. 70-CV-25-10548

Subash Thomas, Shakopee, Minnesota (pro se appellant)

Tim Guimond, Shakopee, Minnesota (pro se respondent)

Considered and decided by Ross, Presiding Judge; Cochran, 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NONPRECEDENTIAL OPINION
COCHRAN, Judge
Appellant challenges the district court’s dismissal of his complaint for failure to
state a claim, arguing the district court erred both procedurally and substantively. We
affirm.
FACTS
The following facts are derived from appellant Subash Thomas’s complaint, which
was first filed and addressed in conciliation court, as well as from the procedural record
before the district court. 1 In the complaint, Thomas named two defendants—respondent
Tim Guimond and defendant Tim’s Landscaping Inc.—but the allegations in the complaint
refer to only a singular “Defendant.” The complaint is very short, consisting of a single
paragraph. The complaint alleges that “Defendant agreed to complete a retaining wall
project at [ Thomas’s] cabin.” The complaint further alleges that Thomas paid a $7,500
deposit and that Defendant never conducted the requested work. The complaint also

1 Thomas filed three pleadings: first, a statement of claim filed in conciliation court on
February 19, 2025; second, an amended statement of claim filed in conciliation court on
February 28, 2025; and third, an amended complaint filed in district court on October 29,
2025. Because Thomas filed his amended complaint in district court more than 30 days
after removal to district court and the district court never granted Thomas leave to file the
amended complaint, that pleading has no legal effect. See Minn. R. Gen. Prac. 522 (noting
that “[t]he pleadings in conciliation court constitute the pleadings in district court” and
allowing a party to “amend its statement of claim” but only with leave of court if done
more than 30 days after removal to district court). Consequently, Thomas’s amended
statement of claim filed in conciliation court became the operative complaint in district
court and our references to the “complaint” in this opinion refer that document. See id.
(stating that “[t]he pleadings in conciliation court constitute the pleadings in district
court”).

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alleges that Thomas “formally requested a refund” but Defendant “failed to return the
deposit,” and concludes by “request[ing] that the court order Defendant to repay the $7,500
deposit plus applicable fees and costs.” Thomas did not file any attachments or addenda
with his complaint. The conciliation court entered judgment in favor of Thomas in an
amount of $7,500.
Following a request for removal to district court signed by Guimond, the district
court vacated the conciliation court judgment. The district court then issued a scheduling
order. In the order, the district court questioned whether Guimond was licensed to practice
law in the State of Minnesota and, relatedly, whether “he could file paperwork on behalf
of Tim’s Landscaping, Inc.” The order set a motion hearing on August 21, 2025, to address
the question. The same order also set a trial date and included a number of related deadlines
including a deadline for filing proposed trial exhibits in the Minnesota Digital Exhibit
System (MNDES).
At the August 21 motion hearing relating to legal representation of Tim’s
Landscaping Inc., the district court asked Guimond whether he was licensed to practice
law in Minnesota. Guimond clarified that he was not licensed . The district court then
explained that a corporation is required to be represented by a licensed attorney in
Minnesota district court. The district court ordered Tim’s Landscaping Inc. to “cure any
procedural defect caused by a non-licensed attorney submitting pleadings on behalf of a
corporation no later than September 2, 2025. ” Tim’s Landscaping Inc. was also required
to address any jurisdictional bar to any untimely removal on behalf of the corporation.

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Tim’s Landscaping Inc. did not file any documents in response to the court’s order or a
notice of representation.
Consequently, the district court issued an order concluding that removal of the case
to district court was improper for defendant Tim’s Landscaping Inc. because the notice of
removal was filed by a nonattorney. The order also reinstated the conciliation-court
judgment as it relates to Tim’s Landscaping Inc. and dismissed with prejudice all claims
against Tim’s Landscaping Inc. in the district court case.2 The order further provided that
the district court would hold a motion hearing on the final outstanding issue: “whether
Mr. Guimond may be held personally liable for the corporate debt.”
Following this order, Guimond filed a motion to dismiss. Guimond argued the
complaint did not state a legal claim against him individually and that he had “no personal
liability.” He maintained that he was “improperly included in this lawsuit because the
claims are solely against the business.”
At the motion hearing, the district court noted that the court received Guimond’s
motion, but it did not “see any response” from Thomas. Thomas stated that he uploaded
his responsive “filing as evidence” in MNDES. The district court then explained that,
because Thomas was responding to a motion, Thomas was required to file his “documents”
in the Minnesota Court Information System (MNCIS), not MNDES. The district court
further explained that MNDES “is only available and used for purposes of trials.” The
district court acknowledged that the court’s electronic filing systems “can be confusing”

2 Neither party appeals the decision to reinstate the conciliation court order against Tim’s
Landscaping Inc.

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but told Thomas that he was required to follow court filing rules. The district court
continued the matter to give Thomas two additional days to file any responsive documents
in MNCIS. The district court also explained to Thomas that the Minnesota Judicial Branch
has a self-help center that is available online and emphasized that the court would be
deciding the case based on only properly filed documents.
Thomas then filed a responsive motion in MNCIS within the prescribed time, asking
the district court to dismiss Guimond’s motion. The responsive motion argued that
Guimond “acted in his personal capacity and is individually liable for breach of contract.”
In an attached affidavit, Thomas reference d certain exhibits. But Thomas did not file the
exhibits in MNCIS as ordered by the district court.
In a written order that followed, the district court granted Guimond’s motion to
dismiss. The district court explained that “[a]t issue is whether Mr. Guimond may be held
personally liable for the corporate debt.” In analyzing the issue, the district court noted
that “Thomas cites to certain exhibits (i.e., personal check and contractor license);
however, these exhibits are not located in the court file.” The district court went on to
discuss the law applicable to piercing the corporate veil and concluded that “Thomas did
not offer sufficient evidence [with the responsive motion] to support that Tim’s
Landscaping Inc. acted as an alter ego of Mr. Guimond.” In reaching its decision, the court
reiterated that it declined “to review exhibits uploaded to MNDES in support of the
claims,” and further noted that “[e]ven if checks were written to Mr. Guimond personally
[as alleged by Thomas], this fact alone is insufficient to support a claim to pierce the
corporate veil.”

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Thomas appeals.3
DECISION
In this appeal challenging the dismissal of a complaint for failure to state a claim,
this court reviews de novo whether the complaint sets forth a legally sufficient basis for
relief. Walsh v. U.S. Bank, N.A., 851 N.W.2d 598, 606 (Minn. 2014); see also Minn. R.
Civ. P. 12.02(e) (providing that a party may bring a motion to dismiss for failure to state a
claim). We accept the facts alleged in the complaint as true and construe all reasonable
inferences in favor of the nonmoving party. Walsh, 851 N.W.2d at 606. But this court is
“not bound by legal conclusions stated in a complaint.” Herbert v. City of Fifty Lakes,
744 N.W.2d 226, 235 (Minn. 2008).
Thomas raises two arguments in support of reversal: (1) the district court erred by
failing to consider exhibits that he filed in MNDES, but not MNCIS, in deciding the motion
to dismiss and (2) the district court “committed substantive error” by granting Guimond’s
motion to dismiss. We consider each argument in turn.
I. The district court did not err by granting respondent’s motion to dismiss
without considering Thomas’s exhibits.

Thomas first argues that the district court erred by granting Guimond’s motion to
dismiss without considering the exhibits that he filed in MNDES but not MNCIS. We are
not persuaded.

3 Guimond did not file a brief, and this court ordered this matter to proceed pursuant to
Minnesota Rule of Civil Appellate Procedure 142.03.

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As an initial matter, we acknowledge that Thomas is self- represented and may not
have been familiar with the district court’s electronic filing systems. Nonetheless,
self-represented litigants “are generally held to the same standards as attorneys and must
comply with court rules.” Fitzgerald v. Fitzgerald, 629 N.W.2d 115, 119 (Minn.
App. 2001). This includes proper filing of exhibits with the district court. Black v. Rimmer,
700 N.W.2d 521, 527 (Minn. App. 2005) (affirming entry of default judgment against
self-represented defendant who failed to comply with a court order requiring the filing of
informational statements), rev. dismissed (Minn. Sept. 28, 2005).
Here, the record supports the district court’s determination that Thomas failed to
comply with the filing requirements. The record reflects that the district court specifically
ordered Thomas to file his responsive motion documents, including any exhibits, in
MNCIS after he mistakenly filed those documents in MNDES. See also Minn. R. Civ. P.
5.04(b) (instructing a party that documents that are “required to be served upon a party”
must be filed with the court “within a reasonable time after service”); Minn. R. Gen. Prac.
14.01(b)(5)(i) (providing that “[o]nce a self-represented litigant has . . . been ordered to use
the E-Filing System for filing and service,” the litigant “must thereafter electronically file
and serve all documents in that case,” unless otherwise required or authorized by the rules
or the court). Additionally, the district court gave Thomas extra time to make such a filing
in MNCIS and continued the hearing on Guimond’s motion to dismiss to allow Thomas to
do so.
On appeal, Thomas argues that he did not fully understand the filing requirements
because the district court’s prior scheduling order permitted trial exhibits to be filed in

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MNDES. This argument is unpersuasive. As noted, at the motion hearing, the district
court expressly required Thomas to file any documents related to the pending motion to
dismiss, including exhibits, in MNCIS after he had mistakenly filed them in MNDES. And
the district court gave him additional time to do so. Thomas failed to comply with this
clear filing requirement. Furthermore, Thomas does not point to any authority to support
his contention that the district court erred by requiring him to file his responsive motion
and related exhibits in MNCIS or that the district court erred by declining to consider these
improperly filed exhibits. We therefore conclude that Thomas has failed to demonstrate
error regarding the district court’s treatment of the exhibits.
II. The district court did not err in dismissing Thomas’s complaint.

Thomas next argues that “the district court committed substantive error by
dismissing” the complaint because he raised a “personal liability claim” against Guimond.4
Again, we are not persuaded.
“Minnesota is a notice-pleading state.” Halva v. Minnesota State Colls. and Univs.,
953 N.W.2d 496, 500 (Minn. 2021). To survive a motion to dismiss under rule 12.02(e),
a complaint must include “a short and plain statement . . . showing that the pleader is

4 Thomas also argues that there are “genuine issues of material fact” regarding Guimond’s
personal liability. We decline to address this argument because questions of material fact
relate to the standard for summary judgment under rule 56, not a motion to dismiss under
rule 12.02(e). Compare Minn. R. Civ. P. 56.01 (requiring an absence of genuine issues of
material fact), with Minn. R. Civ. P. 12.02(e) (requiring a “failure to state a claim upon
which relief can be granted”). Here, the district court decided a rule 12.02(e) motion, not
a motion for summary judgment, and did not convert the rule 12.02 motion to a motion for
summary judgment. See Minn. R. Civ. P. 12.02 (explaining that if the district court
considers matters outside of the initial pleading, then the motion converts to a summary
judgment).

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entitled to relief.” Minn. R. Civ. P. 8.01. “[A] pleading will be dismissed only if it appears
to a certainty that no facts, which could be introduced consistent with the pleading,
exist which would support granting the relief demanded.” Bahr v. Capella Univ.,
788 N.W.2d 76, 80 (Minn. 2010); see also Minn. R. Civ. P. 12.02(e). We review the
district court’s dismissal of Thomas’s complaint de novo. Bahr, 788 N.W.2d at 80.
In the complaint, Thomas named both Guimond and Tim’s Landscaping Inc. as
defendants but brought a single claim. Thomas alleged that “Defendant agreed to complete
a retaining wall project” for which Thomas “paid a $7,500 deposit.” Thomas further
alleged that “Defendant failed to perform any work” and refused to return the deposit after
Thomas requested it. We construe the allegations in the complaint as raising a breach-of-
contract claim for failure to perform the retaining wall project. See Lyon Fin. Servs.,
Inc. v. Illinois Paper & Copier Co., 848 N.W.2d 539, 543 (Minn. 2014) (defining a breach
of contract as “a failure, without legal excuse, to perform any promise that forms the whole
or part of the contract”).
Because the district court dismissed Tim’s Landscaping Inc. as a defendant in the
district court prior to Guimond filing the motion to dismiss, the question raised by
Thomas’s motion to dismiss is whether the complaint alleges a legally sufficient claim
against Guimond personally. See Barton v. Moore, 558 N.W.2d 746, 749 (Minn. 1997)
(“When reviewing cases dismissed for failure to state a claim on which relief can be
granted, the only question . . . is whether the complaint sets forth a legally sufficient claim
for relief.”). Even viewing the facts alleged in the complaint in the light most favorable to
Thomas, the complaint does not allege that Guimond individually entered into a contract

10
with Thomas. Consequently, we focus our de novo review on whether the complaint
adequately pleaded sufficient facts to hold Guimond personally liable for the corporation’s
alleged breach of contract. In other words, our review is limited to whether the complaint
alleged sufficient facts to support a legally sufficient claim for piercing the corporate veil
and holding Guimond responsible for Tim’s Landscaping Inc.’s liability under the contract.
“A court may pierce the corporate veil to hold a party liable for the acts of a
corporate entity if the entity is used for a fraudulent purpose or the party is the alter ego of
the entity.” Equity Tr. Co. Custodian ex rel. Eisenmenger IRA v. Cole, 766 N.W.2d 334,
339 (Minn. App. 2009). Minnesota courts use a two-prong test established in Victoria
Elevator to determine whether a party is the alter ego of a corporation. Id.; see also Victoria
Elevator Co. v. Meriden Grain Co., 283 N.W.2d 509, 512 (Minn. 1979). Under the first
prong, we consider “the reality[,] and not form, with how the corporation operated and the
individual defendant’s relationship to that operation.” Equity Tr. Co. Custodian ex rel.
Eisenmenger IRA, 766 N.W.2d at 339 (quotation omitted). “The second prong of the test
requires a showing that piercing of the corporate veil is necessary to avoid injustice or
fundamental unfairness.” Id. at 340. Additionally, “the Victoria Elevator test must be
considered in the context of pleading requirements in Minnesota.” Barton, 558 N.W.2d at
749. Under Minnesota’s notice-pleading standard, “absolute specificity” in pleading is not
required. Halva, 953 N.W.2d at 500 (quotation omitted). Rather, a pleading is satisfactory
if it provides “information sufficient to fairly notify the opposing party of the claim against
it.” Id. (quotation omitted). And, while a complaint need not “specifically name . . . an

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alter ego theory” of liability, it must allege sufficient facts to provide the defendant with
“notice of such a theory.” Barton, 558 N.W.2d at 749-50.
Thomas’s complaint falls short of this legal standard. While Thomas’s complaint
names Guimond and Tim’s Landscaping Inc. separately, the complaint only alleges that
“Defendant failed to perform any work” after accepting a $7,500 deposit. The complaint
does not allege any facts regarding how Tim’s Landscaping Inc. operated or that Tim’s
Landscaping acted as the alter ego for Guimond. Nor are there any allegations of fraud.
See Hoyt Props., Inc. v. Prod. Res. Grp., LLC, 736 N.W.2d 313, 318 (Minn. 2007)
(outlining the five elements of fraud). The complaint also does not indicate that Guimond
agreed to be personally liable for the obligations of Tim’s Landscaping Inc. Therefore,
even viewing the facts in the light most favorable to Thomas, the few facts alleged in the
complaint are not sufficient to plead a claim based on piercing the corporate veil. Because
the complaint is insufficient to put Guimond on notice of a theory of personal liability, the
district court did not err in dismissing the complaint under rule 12.02(e) for failure to state
a claim.
Affirmed.