JUBILEE DEVELOPMENT PARTNERS, LLC et al.
STRATEGIC JUBILEE HOLDINGS, LLC et al.
MCFADDEN, P. J., BRANCH and BETHEL, JJ.
Development Partners, LLC, Minchew Enterprises LLC, Ronald
Reeser, Mason Drake, and Kenneth Minchew (collectively,
"Appellants") appeal from the denial of their
motion to strike or in the alternative, motion to dismiss the
complaint filed against them for violation of Georgia's
statute regarding strategic lawsuits against public
participation (the "anti-SLAPP" statute). They
argue that the trial court erred in denying their motion, and
that the Georgia suit is subject to the anti-SLAPP statute.
We disagree and affirm because the claims brought in the
Georgia suit are not based on an act in furtherance of the
rights of free speech or petition, and therefore do not fall
under the anti-SLAPP statute.
review de novo the trial court's denial of the
Appellants' motion to dismiss. See Rogers v.
Dupree, 340 Ga.App. 811, 814 (2) (799 S.E.2d 1) (2017).
"In reviewing the trial court's order, we construe
the pleadings in the light most favorable to the plaintiff
with any doubts resolved in the plaintiff's favor."
Emory Univ. v. Metro Atlanta Task Force for the Homeless,
Inc., 320 Ga.App. 442, 443 (740 S.E.2d 219) (2013)
(punctuation and footnote omitted).
viewed, the record shows that in 2015, Jubilee Investment
Holdings, LLC was formed to purchase and hold 2, 718 acres of
land in Santa Rosa County, Florida. Jubilee Manager was
simultaneously formed to serve as the managing member of
Jubilee Investment Holdings,  and was expected to lead the
development of the Florida property. The membership of
Jubilee Manager consists of: (1) Appellant Jubilee
Development Partners; (2) Appellant Minchew
Enterprises; (3) non-party River Life Investments, LLC;
and (4) Strategic Jubilee Holdings. After acquisition of the
property by Jubilee Investment Holdings, Jubilee Manager
began pursuing development of the property. Jubilee
Development Partners funded some portion of these efforts.
January 2016, Appellants received letters from Strategic
Jubilee Holdings alleging that Jubilee Manager was in
material breach of Jubilee Investment Holdings's
operating agreement and that Reeser, Minchew, and Drake were
in material breach of Jubilee Manager's operating
agreement, in both cases for failing to make capital
contributions. The Appellants disputed this. However, relying
on these alleged defaults, Freeman and Novak voted to remove
Jubilee Manager as the managing member of Jubilee Investment
Holdings, substituting their own company - Strategic Jubilee
Holdings - as the managing member. Freeman and Novak then
indicated that they no longer intended to develop the
property, but instead would donate a large portion of it to
the State of Florida.
November 1, 2016, Appellants and Jubilee Manager filed suit
in Florida against Freeman, Novak, Strategic Jubilee
Holdings, and additional entities seeking damages and
injunctive relief for the wrongful removal of Jubilee Manager
as the managing member of Jubilee Investment Holdings and for
the attempt to donate the property. They also recorded a
notice of lis pendens against the Florida property. On
November 7, 2016, Reeser also wrote a letter on behalf of
Jubilee Manager to the Santa Rosa County Attorney claiming
that Jubilee Manager remained the managing member of Jubilee
Investment Holdings, and that the proposed plan was unlawful.
The letter mentioned the pending Florida suit and that an
injunction staying any transfers of the property had been
Jubilee Holdings filed a motion to dismiss the action and to
dissolve the lis pendens the Appellants had placed on the
property. The Florida court granted the motion to dissolve
the lis pendens, finding that Jubilee Investment
Holding's ownership of the land was not in question.
Appellants then voluntarily dismissed their Florida lawsuit.
December 7, 2016, Strategic Jubilee Holdings and Jubilee
Manager filed suit against Appellants in Georgia, seeking a
declaratory judgment that Jubilee Development Partners and
Minchew Enterprises are not members of Jubilee Manager
because they failed to make requisite capital contributions.
. Strategic Jubilee Holdings and Jubilee Manager also brought
a breach of contract claim against Jubilee Development
Partners and Minchew Enterprises for failing to make capital
contributions under the Jubilee Manager operating agreement,
as well as a claim for breach of fiduciary duty against
Reeser, Drake, and Minchew for failing to cause Jubilee
Development Partners and Minchew Enterprises to pay their
initial capital contributions. In response, Appellants sent a
letter informing counsel for Strategic Jubilee Holdings and
Jubilee Manager that the action violated Georgia's
anti-SLAPP statute. Strategic Jubilee Holdings and Jubilee
Manager then filed an amended complaint, clarifying that the
letter sent to the Santa Rosa county attorney, ostensibly on
behalf of Jubilee Manager, demonstrated the existence of a
dispute over which entity is the proper manager of Jubilee
Investment Holdings. Appellants filed a motion to strike or
in the alternative, motion to dismiss the complaint for
violation of Georgia's anti-SLAPP statute.
a hearing, the trial court denied the motion. The trial court
held that, even assuming the Florida lawsuit and letter to
the county attorney were acts of free speech, the claims in
the Georgia suit did not arise from those acts. Rather, the
Georgia lawsuit involved a dispute over corporate governance
and membership in Jubilee Manager. Thus, the anti-SLAPP
statute did not apply. This appeal followed.
Appellants argue that the claims in the Georgia action arise
from their petitioning activity in Florida, and therefore the
anti-SLAPP statute should apply. We disagree.
strategic lawsuit against public participation (SLAPP action)
is a lawsuit intended to silence or intimidate critics or
opponents by overwhelming them with the cost of a legal
defense until they abandon that criticism or
opposition." Rogers, 340 Ga.App. at 814 (2).
Georgia's anti-SLAPP statute is intended to protect
persons exercising their rights to free speech and to
petition. See OCGA § 9-11-11.1 (a). The statute
[a] claim for relief against a person or entity arising from
any act of such person or entity which could reasonably be
construed as an act in furtherance of the person's or
entity's right of petition or free speech under the
Constitution of the United States or the Constitution of the
State of Georgia in connection with an issue of public
interest or concern shall be subject to a motion to strike
unless the court determines that the ...