Smith Setzer & Sons, Incorporated v. South Carolina Procurement Review Panel (1994)

Smith Setzer & Sons, 20 F.3d at 1311.

Smith Setzer & Sons, Inc., 20 F.3d at 1318; see also id. at 1316-18 (concluding a shareholder lacked standing to bring a constitutional challenge on behalf of an S corporation).

Techs. of S.C., Inc. v. Bryant, 52 F.3d 1252 , 1262-63 (4th Cir. 1995); Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1320 (4th Cir. 1994).

Smith Setzer & Sons, 20 F.3d at 1311. 36 Sanders attempts to distinguish the cases holding that an individual's status as a shareholder is inadequate to create standing by noting that § 42-7A-43 prohibits nonresident individuals, as well as corporations owned in majority by nonresidents, from obtaining operator licenses.

E.g., Diva’s Inc. v. City of Bangor, 411 F.3d 30, 42 (1st Cir.2005) (shareholder’s § 1983 claim barred because alleged injuries were purely financial and were identical to the corporation’s); Potthoff v. Morin, 245 F.3d 710, 717-18 (8th Cir.2001) (same); Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1317-18 (4th Cir.1994) (same).

April 8, 2009) (noting that “conceptually” a contract surety could bring a lawsuit on behalf of the principal (citing Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1317 (4th Cir.1994))); see also Denny v. Elizabeth Arden Salons, Inc., 456 F.3d 427, 436 (4th Cir.2006) (permitting third-party beneficiaries to bring § 1981 actions).

In assessing whether § 53.1-232.1 is rationally related to a legiti- mate state interest, we must determine whether the goal the Common- wealth sought to advance was legitimate and "whether it was `reasonable for the lawmakers to believe that use of the challenged classification would promote that purpose.'" Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1320 (4th Cir. 1994) (quoting Western & S. Life Ins.

In assessing whether § 53.1-232.1 is rationally related to a legiti- mate state interest, we must determine whether the goal the Common- wealth sought to advance was legitimate and "whether it was `reasonable for the lawmakers to believe that use of the challenged classification would promote that purpose.'" Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1320 (4th Cir. 1994) (quoting Western & S. Life Ins.

In assessing whether § 53.1-232.1 is rationally related to a legitimate state interest, we must determine whether the goal the Commonwealth sought to advance was legitimate and “whether it was ‘reasonable for the lawmakers to believe that use of the challenged classification would promote that purpose.’ ” Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1320 (4th Cir.1994), (quoting Western & S. Life Ins.

The constitution requires only that the state not discriminate on the basis of some suspect class in the award of its contracts, Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1320 (4th Cir.1994), or discriminate in applying an otherwise neutral process.

The constitution requires only that the state not discriminate on the basis of some suspect class in the award of its contracts, Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1320 (4th Cir. 1994), or discriminate in applying an otherwise neutral process.

Techs. of S.C., Inc. v. Bryant, 52 F.3d 1252 , 1262-63 (4th Cir.1995); Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1320 (4th Cir.1994).

Thus, in assessing whether the fluctuating treatment cap violates the Equal Protection Clause, we must determine whether the goals the State sought to advance were legitimate and "whether it was 'reasonable for the lawmakers to believe that use of the challenged classification would promote that purpose.' " Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1320 (4th Cir.1994) (quoting Western & S. Life Ins.

Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1320 (4th Cir.1994) (quoting Western & S. Life Ins.

See Allright Colorado, Inc. v. City and County of Denver, 937 F.2d 1502, 1512 (10th Cir.1991) (citing Minnesota v. Clover Leaf Creamery Co., 449 U.S. 456, 464 , 101 S.Ct. 715 , 66 L.Ed.2d 659 (1981)); Smith Setzer, 20 F.3d at 1323 (same).

AFY, 734 F.3d at 820 . “‘While an S corporation is treated differently for taxation purposes, it remains a corporation in all other ways, and it and its shareholders are separate entities’” who generally do not have standing to sue on the corporation’s behalf.” Id. (quoting Smith Setzer, 20 F.3d at 1318).

In Smith Setzer, a North Carolina company challenged a South Carolina statute that provided preferences for South Carolina products in procurement bidding. 20 F.3d at 1315.

In Smith Setzer, a North Carolina company challenged a South Carolina statute that provided preferences for South Carolina products in procurement bidding. 20 F.3d at 1315.

Indeed, a corporate “shareholder—even a sole shareholder—does not have standing to assert claims alleging wrongs to the corporation.” Smith Setzer, 20 F.3d at 1317; see also Forest Ambulance Serv. v. Mercy Ambulance, 952 F. Supp. 296, 304 (E.D.

Panel, 20 F.3d 1311 , 1317 (4th Cir. 1994) (“It is considered a ‘fundamental rule’ that ‘[a] shareholder—even the sole shareholder—does not have standing to assert claims alleging wrongs to the corporation’”) (quoting Jones v. Niagara Frontier Transp.

“While this rule . . . is regularly encountered in traditional business litigation, it also has been uniformly applied on the infrequent occasions it has arisen in suits against the state for statutory or constitutional violations.” Smith Setzer & Sons, 20 F.3d at 1317 (citations omitted); see Flynn v. Merrick, 881 F.2d 446 , 450 (7th Cir.1989) (explaining that shareholders lack standing to bring § 1983 action claiming injury to the corporation in which they own shares); Pot…

Id. at 1317. 21 Here, plaintiff’s allegations compel the same result.

Procurement Review Panel, 20 F.3d 1311 , 1317 (4th Cir.1994) (observing " 'fundamental rule' that ‘[a] shareholder ... does not have standing to assert claims alleging wrongs to the corporation’ ”); Orgain v. City of Salisbury, 521 F.Supp.2d 465, 476 (D.Md.2007) (citing Smith Setzer, 20 F.3d at 1317) (limited liability company that owns nightclub, and not its shareholders or members, have standing "to claim damages for losses suffered by ... nightclub” as a result of constit…

The court further found that the potential injury that denying the license to the corpo ration may cause to the Wyoming resident plaintiff “flows directly and solely from the alleged injury” to the corporation which is “not constitutionally cognizable under the Privileges and Immunities Clause.” Id. at 1116 (quoting Smith Setzer & Sons, 20 F.3d at 1317). [1120.] Holben argues that he is not tied, for purposes of Count II, to Spear H Ranch.

See generally Hemphill v. Orloff, 277 U.S. 537, 549-50 . 48 S.Ct. 577 , 72 L.Ed. 978 (1928); Smith v. Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1317 (4th Cir.1997) (cases recognizing corporations are separate entities from shareholders).

J. at 10) (quoting Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1320 (4th Cir.1994)).

A Fourth Circuit case that is instructive on this point is Smith Setzer & Sons, Inc., et al., v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1317 (4th Cir.1994).

Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel 20 F.3d 1311, 1317 (4th Cir.1994) (citation omitted).

Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1324 (4th Cir.1994).

See Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1317 (4th Cir. 1994).

See Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1317 (4th Cir. 1994).

See Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1319-20 (4th Cir.1994); Big Country Foods, Inc. v. Board of Educ., 952 F.2d 1173 , 1179 (9th Cir.1992).

See Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1319-20 (4th Cir.1994); Big Country Foods, Inc. v. Board of Educ., 952 F.2d 1173 , 1179 (9th Cir.1992). 18 We are persuaded by the reasoning of the Third Circuit.

See Smith Setzer & Sons v. South Carolina Procurement Review Panel, 20 F.3d 1311 , 1320 (4th Cir. 1994).

See Smith Setzer & Sons v. South Carolina Procurement Review Panel, 20 F.3d 1311 , 1320 (4th Cir.1994).

See □□□□□ Setzer & Sons, Ine. v. South Carolina Procurement Review Panel, 20 F.3d 1311 , 1317 (4th Cir. 1994) (applying North Carolina’s shareholder standing rule). 18 2008 WL 11509636 , at *2 (quoting Maryland Community Health Systems, LLP v. Glendening 115 F, Supp. 2d 599, 605 (D.

See e.g., Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1323 (4th Cir.1994) (noting that new evidence supposedly undercutting the effectiveness of a law should be addressed to the legislature, not a court) (citing City of New Orleans v. Dukes, 427 U.S. 297, 303 , 96 S.Ct. 2513 , 49 L.Ed.2d 511 (1976) (holding that the "judiciary may not sit as a super-legislature to judge the wisdom or desirability of legislative policy determinations”)).

Under the market participation exception, a state is exempt from dormant commerce clause restrictions where it is participating in the market like a private buyer or seller, as opposed to regulating the market “in its distinctive governmental capacity.” New Energy Co. of Indiana v. Limbach, 486 U.S. 269, 277 , 108 S.Ct. 1803, 1809 , 100 L.Ed.2d 302 (1988); accord Smith Setzer v. South Carolina Procurement Review Panel, 20 F.3d 1311 , 1318 (4th Cir.1994).

See Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1320 (4th Cir.1994).

Id. at 1179; see also Smith Setzer & Sons, Inc. v. South Carolina Procurement Review Panel, 20 F.3d 1311, 1319 (4th Cir.1994) (agreeing with the Third and Ninth Circuits that the distinction drawn by the Seventh Circuit “simply does not make sense in this constitutional matter”).