Merle Hiltner v. Minnesota Astronomical Society, et al

This opinion is nonprecedential except as provided by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
A26-0232

Merle Hiltner,
Appellant,

vs.

Minnesota Astronomical Society, et al.,
Respondents.

Filed October 5, 2026
Affirmed
Johnson, Judge

Hennepin County District Court
File No. 27-CV-25-12599

Nicholas D. Henry, Dudley and Smith, P.A., Mendota Heights, Minnesota (for appellant)

V. John Ella, Anna M. Swiecichowski, Hannah J. Schacherl Jansen, Fafinski, Mark &
Johnson, P.A., Eden Prairie, Minnesota (for respondents)

Considered and decided by Johnson, Presiding Judge; Bentley, Judge; and
Bond, Judge.
NONPRECEDENTIAL OPINION
JOHNSON, Judge
In this civil action, the district court granted the defendants’ joint motion to dismiss
for failure to state a claim upon which relief can be granted and for judgment on the
pleadings. The district court dismissed the complaint with prejudice. On appeal, the
plaintiff argues that the district court should have dismissed the complaint without

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prejudice instead of with prejudice. We conclude that the district court did not abuse its
discretion by dismissing the complaint with prejudice. Therefore, we affirm.
FACTS
This appeal arises from a motion filed pursuant to rules 12.02(e) and 12.03 of the
rules of civil procedure. Accordingly, in stating the relevant facts, we recite the allegations
in the complaint, which we assume to be true for purposes of this appeal.
The Minnesota Astronomical Society is a non-profit organization. Merle Hiltner
joined the society in 2005 and was an active member of the organization. At various times,
he served on the board of directors, chaired a committee, designed and oversaw various
construction projects, trained new members, prepared written materials, represented the
society in media interviews, and designed and maintained part of the society’s website.
In 2023, a disagreement arose between Hiltner and a board member concerning the
process for selecting committee members. In July and August of 2023, the board initially
suspended Hiltner’s membership of a committee that he chaired and later removed him
from the committee . In November 2024, Hiltner was nominated for the position of vice
president of the society, but the board declared that he was disqualified from seeking that
office and later expelled him from the society and forbade him from attending society
events.
In March 2025, Hiltner commenced this action against the society and three of its
board members. Hiltner’s complaint asserts causes of action for defamation, negligent or
intentional infliction of emotional distress, and a violation of Minnesota Statutes section
317A.411 (2024), which protects certain rights of members of non-profit corporations.

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In August 2025, the defendants jointly moved to dismiss for failure to state a claim
upon which relief can be granted, pursuant to rule 12.02(e), and for judgment on the
pleadings, pursuant to rule 12.03. The defendants requested that the district court dismiss
Hiltner’s complaint with prejudice. Hiltner served and filed a memorandum of law in
opposition to the motion. He did not seek leave to amend his complaint. The district court
conducted a motion hearing in October 2025. In December 2025, the district court filed an
order in which it granted the defendants’ motion and dismissed the complaint with
prejudice. Hiltner appeals.
DECISION
On appeal, Hiltner makes a single, narrow argument: that the district court erred by
dismissing his complaint with prejudice rather than without prejudice. He expressly states
that he “is not asking this court to review the sufficiency of his pleadings” but, rather, “is
asking this court to review the court’s decision to dismiss his complaint with prejudice.”
A.
We begin by identifying the applicable standard of review. If a district court has
granted a motion filed pursuant to rule 12.02(e) or rule 12.03, the decision to characterize
the dismissal as with prejudice or without prejudice is subject to an abuse-of-discretion
standard of review. This is so because, in Wessin v. Archives Corp., 592 N.W.2d 460
(Minn. 1999), the supreme court concluded that the district court, which granted a motion
for judgment on the pleadings pursuant to rule 12.03, “did not abuse its discretion” by
dismissing the case without prejudice. Id. at 467. Accordingly, we apply an abuse-of -

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discretion standard of review to the district court’s decision in this case to dismiss Hiltner’s
complaint with prejudice instead of without prejudice.
B.
In Wessin, the plaintiffs were minority shareholders in a closely held corporation
who alleged that the corporation’s majority shareholder had misappropriated and wasted
corporate assets. 592 N.W.2d at 461-62. On the defendants’ motion filed pursuant to rule
12.03, the district court determined that the plaintiffs’ claims were derivative in nature and
that the plaintiffs had failed to follow the derivative-pleading requirements in rule 23.06 of
the rules of civil procedure. Id. at 463. The district court dismissed the plaintiffs’ claims
without prejudice. Id. The supreme court affirmed the district court’s decision that the
plaintiffs’ claims should be dismissed. Id. at 464-67. The supreme court then considered
the defendants’ argument that the dismissal should have been with prejudice instead of
without prejudice. Id. at 467. The supreme court reasoned that “the law favors cases being
decided on their true merits.” Id. (quotation omitted). The supreme court concluded that
the district court did not abuse its discretion by dismissing without prejudice because the
case “had not proceeded to a point where a determination on the merits of the underlying
causes of action was appropriate.” Id.
The supreme court also considered the with- or-without-prejudice issue in Martens
v. Minnesota Mining & Manufacturing Co., 616 N.W.2d 732 (Minn. 2000), but not by
reviewing a district court’s decision on the issue. Rather, the supreme court decided the
issue in the first instance based on its resolution of the plaintiffs’ claims on appeal. Id. at
748. The plaintiffs asserted numerous claims against a company, three of which were

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reviewed on appeal. Id. at 737 n.4, 740- 48. On the defendant’s motion filed pursuant to
rule 12.02(e), the district court granted the motion with respect to two claims but denied
the motion with respect to the remaining claim. Id. at 738-39. On appeal, the supreme
court concluded that none of the plaintiffs’ claims stated a claim upon which relief could
be granted and, therefore, affirmed in part and reversed in part the district court’s decision.
Id. at 748. In the last part of its opinion, the supreme court “consider[ed] the appropriate
disposition, given our rulings on respondents’ claims.” Id. The supreme court reviewed
its reasons for determining that the plaintiffs’ claims should be dismissed and stated, “We
therefore hold that the respondents’ complaint should be dismissed with prejudice and on
the merits pursuant to appellant’s Rule 12.02(e) motion for failure to state a claim upon
which relief can be granted.” Id. (emphasis added).
This court has issued two nonprecedential opinions reviewing district court
decisions concerning whether a complaint should be dismissed with prejudice or without
prejudice upon the grant of a motion filed pursuant to rule 12. See Minn. R. Civ. App.
P. 136.01(c) (providing that nonprecedential opinions are not binding but may be cited as
persuasive authority). In Brandt v. Brandt, No. A23-1902, 2024 WL 4432627 (Minn. App.
Oct. 7, 2024), rev. denied (Minn. Jan. 21, 2025), the district court granted the defendant’s
motion for judgment on the pleadings pursuant to rule 12.03. Id. at *1. The merits of the
plaintiff’s claims were not at issue on appeal, but the plaintiff argued that the district court
erred by dismissing her claims with prejudice instead of without prejudice. Id. at *3. We
concluded that the district court did not abuse its discretion by ordering a with-prejudice
dismissal. Id. Similarly, in Lonergan v. Dakota County Social Services, No. A23-1536,

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2024 WL 2722164 (Minn. App. May 28, 2024), the district court granted the defendant’s
motion for judgment on the pleadings pursuant to rule 12.03. Id. at *1. On appeal, the
plaintiffs challenged, among other things, the with-prejudice nature of the dismissal. Id. at
*2. We stated that the plaintiffs had failed to allege facts that, if true, would entitle them
to relief. Id. We concluded that the district court did not abuse its discretion by ordering
a with-prejudice dismissal. Id.
C.
In this case, the society filed a motion to dismiss for failure to state a claim upon
which relief can be granted pursuant to rule 12.02(e) and for judgment on the pleadings
pursuant to rule 12.03. In its order granting the motion, the district court recited the
allegations in Hiltner’s complaint, assumed the allegations to be true, drew all reasonable
inferences in his favor, and considered the merits of his claims. The district court
concluded that Hiltner failed to state a claim of defamation upon which relief can be
granted, that the society is entitled to judgment on the pleadings with respect to Hiltner’s
claim of negligent or intentional infliction of emotional distress, and that the society is
entitled to judgment on the pleadings with respect to Hiltner’s claim of a violation of
section 317A.411. The district court concluded its order by expressly stating, “Plaintiff’s
complaint is hereby dismissed with prejudice.”
As stated above, Hiltner does not challenge the district court’s conclusion that he
failed to state a claim upon which relief can be granted with respect to his defamation claim
and that respondents are entitled to judgment on the pleadings with respect to his other
claims. He does not dispute that the district court dismissed his claims on the merits. He

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did not file a motion for leave to amend his complaint. This case is similar to Martens, in
which the supreme court ordered a dismissal “with prejudice and on the merits.” 616
N.W.2d at 748; see also Brandt, 2024 WL 4432627, at *3; Lonergan, 2024 WL 2722164,
at *2. Given the circumstances of this case, an order dismissing the complaint with
prejudice was well within the district court’s discretion.
D.
Hiltner contends that dismissal with prejudice is appropriate only as a sanction for
noncompliance with procedural rules or court orders, a failure to prosecute, or misconduct
by an attorney. In support of this contention, he cites Dennie v. Metropolitan Medical
Center, 387 N.W.2d 401 (Minn. 1986), and Firoved v. General Motors Corp., 152 N.W.2d
364 (Minn. 1967). Those opinions are inapplicable here.
In Dennie, the district court suppressed the plaintiff’s expert testimony on the
morning of trial and, at the same time, “dismissed his cause of action with prejudice for
failure to present a prima facie case.” 387 N.W.2d at 404. The supreme court concluded
that the district court abused its discretion by suppressing the plaintiff’s expert testimony
and by ordering dismissal, which made it unnecessary to consider whether the dismissal
should have been with or without prejudice. Id. at 407. Consequently, Dennie does not
discuss the issue raised in Hiltner.
In Firoved, the plaintiff moved for a voluntary dismissal without prejudice on the
eve of trial due to inadequate preparation and absent witnesses. 152 N.W.2d at 367. After
the district court denied the motion and required the plaintiff to proceed to trial, the plaintiff
abandoned the action, and the district court dismissed it with prejudice. Id. at 368. The

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supreme court concluded that the district court abused its discretion by dismissing the case
with prejudice and reversed for entry of dismissal without prejudice. Id. at 370; see also
Minn. R. Civ. P. 41.01, 1993 comm. cmt. (describing amendment intended to limit right to
dismiss without prejudice).
The Firoved opinion does not apply in this case because the dismissal in that case
was not based on a motion to dismiss for failure to state a claim upon which relief can be
granted or a motion for judgment on the pleadings. See Firoved, 152 N.W.2d at 366- 70.
Rather, the dismissal was ordered after the parties filed motions pursuant to rule 41 of the
rules of civil procedure. Id. at 367-68. That rule provides for a voluntary dismissal, either
by stipulation or by order of the court, Minn. R. Civ. P. 41.01, or an involuntary dismissal
“for failure to prosecute or to comply with these rules or any order of the court” or if “the
plaintiff has shown no right to relief” after completing the presentation of evidence, Minn.
R. Civ. P. 41.02(a), (b). In this case, there were no proceedings under rule 41.01 or rule
41.02(a) or (b). Consequently, Firoved does not support Hiltner’s argument for reversal.
In sum, the district court did not abuse its discretion by dismissing Hiltner’s
complaint with prejudice.
Affirmed.