Opinion
No. 5-307 / 04-0003
Filed May 25, 2005
Appeal from the Iowa District Court for Dubuque County, Lawrence H. Fautsch, Judge.
All Star Feeds, Inc., appealed the district court's order granting Crompton's motion for summary judgment. All Star failed to resist the motion. AFFIRMED.
Cletus Engelken of All Star Feeds, Inc., Dyersville, for appellant.
Joseph Bertroche of the Bertroche Law Offices, Cedar Rapids, for appellee.
Considered by Sackett, C.J., and Huitink and Vaitheswaran, JJ.
Crompton Corporation sued All Star Feeds for $20,623.43 owing on an open account. Crompton moved for summary judgment, attaching a sworn affidavit that attested to the amount of the indebtedness. All Star did not file a resistance to the summary judgment motion. Instead, the company, appearing through its president, moved to strike the affidavit on the ground that it did not comport with a statutory provision governing unsworn statements.
Generally, a corporation may not represent itself through non-lawyer employees, officers, or shareholders. Hawkeye Bank Trust, Nat. Ass'n v. Baugh, 463 N.W.2d 22, 25 (Iowa 1990). Crompton Corporation did not raise the status of All Star Feeds' president either before the district court or before our court. Therefore, we deem the matter waived. In re Marriage of Rierson, 537 N.W.2d 806, 807 (Iowa Ct.App. 1995); Iowa R. App. P. 6.14(1)( c). In reaching this conclusion, we have considered whether this question of the president's status implicates the subject matter jurisdiction of the court and, accordingly, could be raised on our own motion. See In re Estate of Falck, 672 N.W.2d 785, 789 (Iowa 2003). We conclude it does not. See In re Dull's Estate, 303 N.W.2d 402, 407 (Iowa 1981) (holding district court was not divested of subject matter jurisdiction by virtue of suspended attorney's signature on petition).
Following a hearing, the district court granted Crompton's summary judgment motion and denied All Star's motion to strike. All Star appealed.
On appeal, All Star argues (1) no contract existed; (2) Crompton had no standing to sue; (3) the suit should have been filed against another person located in Illinois; and (4) its due process rights were violated. None of these issues were raised in the district court and, accordingly, none of them were preserved for review. Bill Grunder's Sons Constr., Inc. v. Ganzer, 686 N.W.2d 193, 197 (Iowa 2003).
Giving All Star the benefit of the doubt, the company may simply be arguing that the standards for granting a summary judgment motion were not satisfied. See Rants v. Vilsack, 684 N.W.2d 193, 199 (Iowa 2004) (stating moving party must demonstrate absence of any genuine issue of material fact and show entitlement to judgment on the merits as a matter of law). If this is the argument, it must fail. Crompton proffered a sworn affidavit to support its allegation that All Star owed it money. All Star did not controvert the facts contained in the affidavit. See Iowa R. Civ. P. 1.981(3) ("Any party resisting the motion shall file a resistance within 15 days, unless otherwise ordered by the court, from the time when a copy of the motion has been served. The resistance shall include a statement of disputed facts, if any, and a memorandum of authorities supporting the resistance"). Therefore, there existed no genuine issue of material fact as to the existence or amount of the debt. Because there was no dispute that All Star owed Crompton $20,623.43, the district court did not err in granting Crompton judgment as a matter of law. See Roger's Backhoe Service, Inc. v. Nichols, 681 N.W.2d 647, 650 (Iowa 2004) (stating creditor may "recover by proving a contractual obligation for the individual items in the account and the fair and reasonable value of the amounts claimed.").