MEMORANDUM OPINION1 an additional bid for an amount in excess of the minimum bid, BAM was the winning bidder and purchased this parcel for the minimum bid of [] ($3,078). The Court determined that as a result of the preemptive bid that the owner(s) of this parcel were deprived of the fair market value of the parcel. In its argument to the Court the Plaintiffs/Movants contended that the preemptive bid process used by BAM to successfully bid on this parcel was unlawful and unconstitutional. The Plaintiffs/Movants relied on the recent case decided and filed in the Sixth Circuit Court of Appeals, Twanda Hall, Curtis Lee, Coretha lee and Kristina Goven vs. Andrew E. Meisner, Oakland County Treasurer et al, No. 2:20-cv-12230 that the “preemptive bid” procedure used by BAM to obtain this parcel in Tax Sale 1804 was unlawful and unconstitutional. IT SATISFACTORILY APPEARING TO THE COURT that the Office of the Shelby County Trustee is ordered to refund to the Registry of the Office of the Shelby County Clerk and Master the taxes heretofore dispersed by the Clerk and Master for this parcel . . . . ... IT IS THEREFORE ORDER[E]D, ADJUDGED, AND DECREED: as mandated by Tennessee Rule of Civil Procedure 52.01; and 4. Whether the chancery court was the correct tribunal for Plaintiff to submit its constitutional challenge to Tennessee Code Annotated section 13-30-110(f)(1) & (2) pursuant to Rule 54 of the Tennessee Rules of Civil Procedure.

For the following reasons, we vacate the order of the chancery court and remand for further proceedings.

III. DISCUSSION

The chancery court’s order found that “as a result of the preemptive bid that the owner(s) of this parcel were deprived of the fair market value of the parcel.” It also noted Shelby County’s argument that the preemptive bid process was “unlawful and unconstitutional,” citing a recent case from the Sixth Circuit. Beyond that, however, the chancery court gave no explanation for its decision to rescind the tax sale. As it is, we are left to wonder about the basis for the chancery court’s decision.

Tennessee Rule of Civil Procedure 52.01 provides that “[i]n all actions tried upon the facts without a jury, the court shall find the facts specially and shall state separately its conclusions of law and direct the entry of the appropriate judgment.” “There is no bright- line test by which to assess the sufficiency of factual findings, but the findings of fact must include as much of the subsidiary facts as is necessary to disclose to the reviewing court the steps by which the trial court reached its ultimate conclusion on each factual issue.” Lovlace v. Copley, 418 S.W.3d 1, 35 (Tenn. 2013) (quotation omitted). Otherwise, appellate courts are “left to wonder” about the basis for the trial court’s decision. In re Houston D., 660 S.W.3d 704, 721 (Tenn. Ct. App. 2022). This Court has declined to speculate as to a trial court’s rationale when we cannot discern the basis for the trial court’s decision. See, e.g., Lugo v. Lugo, No. W2020-00312-COA-R3-CV, 2021 WL 507889, at *4-5 (Tenn. Ct. App. Feb. 10, 2021). We have explained:

‘It is this Court’s purview to review, not assume or speculate. Without any facts in the trial court’s order, we are forced to guess at the rational[e] the trial court used in arriving at its decision. This we cannot do. Accordingly, we conclude that the trial court did not comply with Tennessee Rule of Civil Procedure 52.01.’

Id. at *5 (quoting Harthun v. Edens, No. W2015-00647-COA-R3-CV, 2016 WL 1056960, at *5 (Tenn. Ct. App. Mar. 17, 2016)). “Generally, the appropriate remedy when a trial court fails to make appropriate findings of fact and conclusions of law pursuant to Rule 52.01 is to ‘vacate the trial court’s judgment and remand the cause to the trial court for written findings of fact and conclusions of law.’” Manning v. Manning, 474 S.W.3d 252, 260 (Tenn. Ct. App. 2015) (quoting Lake v. Haynes, No. W2010-00294-COA-R3-CV, 2011 WL 2361563, at *1 (Tenn. Ct. App. June 9, 2011)).

In this case, we recognize that Rule 52.01 does not apply, as the chancery court was resolving a “motion” to rescind the tax sale. Rule 52.01 provides, “Findings of fact and conclusions of law are unnecessary on decisions of motions under Rules 12 or 56 or any other motion except as provided in Rules 41.02 and 65.04(6).” Tenn. R. Civ. P. 52.01. However, even in cases where Rule 52.01 does not apply, this Court may deem it necessary to remand for findings of fact and conclusions of law if we cannot ascertain the basis for the trial court’s ruling. For instance, in Buckingham v. Tennessee Department of Corrections, No. E2020-01541-COA-R3-CV, 2021 WL 2156445, at *3 (Tenn. Ct. App. May 27, 2021), we explained:

We acknowledge that findings of fact and conclusions of law are not required in resolving Tennessee Rule of Civil Procedure 12.02 motions to dismiss. See Tenn. R. Civ. P. 52.01 (“Findings of fact and conclusions of law are unnecessary on decisions of motions under Rules 12 or 56 or any other motion except as provided in Rules 41.02 and 65.04(6)”). In this case, however, appellate review is hampered because the trial court’s order does not apply any legal standard or contain legal conclusions regarding the sufficiency of the complaint or provide any reasoning for the dismissal. This Court has previously vacated a trial court’s Rule 12.02 dismissal where the order of dismissal did not sufficiently explain the basis for the dismissal. Huggins v. McKee, No. E2014-00726-COA-R3-CV, 2015 WL 866437 (Tenn. Ct. App. Feb. 27, 2015). Because nothing in this record explains which of Mr. Buckingham’s claims were dismissed and why, we vacate the trial court’s dismissal of Mr. Buckingham’s complaint against Defendants.

We “remanded for entry of an order setting forth the appropriate legal standard and reasons in support of the trial court’s decision.” Id. See also Matter of Conservatorship of Tapp, No. W2021-00718-COA-R3-CV, 2023 WL 1957540, at *5 n.2 (Tenn. Ct. App. Feb. 13, 2023) (quoting Crenshaw v. Kado, No. E2020-00282-COA-R3-CV, 2021 WL 2473820, at *6 (Tenn. Ct. App. June 17, 2021)) (“[A] trial court’s failure to provide any legal basis for its dismissal o[n] a Rule 12.02 motion to dismiss can hamper this Court’s ability to review the dismissal on appeal.”); Howard v. Howard, No. E2022-01385-COA-R3-CV, 2023 WL 6465223, at *4 (Tenn. Ct. App. Oct. 4, 2023) (quoting Parimore v. Parimore, No. W2016- 01188-COA-R3-CV, 2017 WL 657771, at *4 (Tenn. Ct. App. Feb. 17, 2017)) (“We concede that the express language of Rule 60.02 places no affirmative duty on the trial court to make findings of fact or conclusions of law in disposing of a Rule 60.02 motion. However, this Court has previously indicated that, with respect to a Rule 60.02 motion, we are ‘unable to adequately review’ a trial court’s discretionary decision and provide the appropriate amount of deference to that decision when the trial court fails to make appropriate findings of fact and conclusions of law.”).

Thus, this Court has explained: Although “[f]indings of fact and conclusions of law are unnecessary on decisions of motions,” Tenn. R. Civ. P. 52.01, “[w]e are a reviewing court.” Jackson v. Smith, No. W2011-00194-COA-R3-CV, 2011 WL 3963589, at[*11] (Tenn. Ct. App. Sept. 9, 2011). As such, a trial court’s order must contain enough information “to disclose . . . the steps by which the trial court reached its ultimate conclusion . . . .” In re Estate of Oakley, No. M2014-00341- COA[-]R3-CV, 2015 WL 572747, at[*11] (Tenn. Ct. App. Feb. 10, 2015) (quoting Lovlace v. Copley, 418 S.W.3d 1, 35 (Tenn. 2013)).

L. Offs. of T. Robert Hill PC v. Cobb, No. W2020-01380-COA-R3-CV, 2021 WL 2172981, at[*10] (Tenn. Ct. App. May 27, 2021); see also Regions Bank v. Blumberg Tr., No. E2020- 00051-COA-R3-CV, 2020 WL 4919783, at *3 (Tenn. Ct. App. Aug. 21, 2020). In this case, the chancery court’s order setting aside the tax sale did not apply any legal standard or contain legal conclusions providing any reasoning for its decision.

We note that both parties on appeal interpret the trial court’s order as holding that the preemptive bid process utilized in this case pursuant to Tennessee Code Annotated section 13-30-110(f)(1) and (2) was unconstitutional. However, we must be “mindful of the well-settled principle not to decide constitutional challenges unless the resolution of that question ‘is absolutely necessary to determining the issues in the case and adjudicating the rights of the parties.’” Mansell v. Bridgestone Firestone N. Am. Tire, LLC, No. M2010- 02093-SC-R3-WC, 2011 WL 3758562, at *4 (Tenn. Aug. 25, 2011) (quoting Waters v. Farr, 291 S.W.3d 873, 882 (Tenn. 2009)).

During oral argument before this Court, members of the panel also questioned the attorneys regarding whether the Tennessee Attorney General received notice of any constitutional challenge in this case, and counsel confirmed the Attorney General did not. As a result, on remand, the trial court must also consider the applicability of Tennessee Rule of Civil Procedure 24.04. See In re Adoption of E.N.R., 42 S.W.3d 26, 33 (Tenn. 2001) (explaining that where the Rule applies, “the court is required, pursuant to Tenn. R. Civ. P. 24.04, to ensure that notice of the constitutional challenge has been provided to the Office of the Attorney General,” as “the trial court sits as gatekeeper to inquire whether notice has been provided to the Attorney General by the challenger and to suspend proceeding on the constitutional challenge until such notice has been provided and a response from the Attorney General received”). In addition, Blight Authority of Memphis may present any arguments pertaining to Tennessee Code Annotated section 20-18-101 on remand.

IV. CONCLUSION

For the aforementioned reasons, the decision of the chancery court is hereby vacated and remanded for further proceedings consistent with this opinion. Costs of this appeal are taxed equally to the appellant, Blight Authority of Memphis, and to the appellee, Shelby County, for which execution may issue if necessary.

_________________________________ CARMA DENNIS MCGEE, JUDGE