Background
Mary Sutphin is a minority shareholder in Lewis Chevrolet Company, a family-run car dealership in Beckley, West Virginia. She inherited her approximately 20% stake through a trust established by her late mother, Nancy Pat Lewis-Smith, whose will provided that 242 of 394 company shares be held in trust and distributed equally among her three children after ten years — a distribution that occurred in 2019. Corporate officers of Lewis Chevrolet were drawn exclusively from the Abrams family: Sutphin’s brother-in-law David Abrams served as in-house counsel and executive vice president, her niece Rachel Abrams Hopkins served as company president, her niece Sarah Abrams served as secretary and treasurer, and Rachel’s husband Ronald Hopkins II served as general manager.
Sutphin filed suit alleging that David Abrams orchestrated a scheme to divert corporate benefits to his family members at her expense, naming the petitioners as co-conspirators. Her second amended complaint asserted breach of fiduciary duty, negligence, tortious interference with inheritance, conversion, fraud, unjust enrichment, constructive trust, violations of the West Virginia Business Corporation Act, and civil conspiracy. Sarah Abrams and Rachel Hopkins moved to dismiss a subset of claims against them (but not the fiduciary duty or conspiracy claims), while Ronald Hopkins moved to dismiss all claims against him entirely. The circuit court granted both motions on September 28, 2022, dismissing Hopkins from the action with prejudice and expressly noting that dismissal was “intended to be a final ruling” as to him.
Sutphin appealed to the Intermediate Court of Appeals, which reinstated the civil conspiracy claim against Ronald Hopkins, reinstated several claims against Sarah Abrams and Rachel Hopkins (finding they had been pled in the alternative to pending claims), and held that all dismissals should have been without prejudice rather than with prejudice. The petitioners then appealed to the Supreme Court of Appeals of West Virginia, which examined the threshold question of its own — and the ICA’s — appellate jurisdiction before reaching the merits.
The Court’s Holding
The court issued a split ruling, affirming in part and vacating and remanding in part. As to Sarah Abrams and Rachel Hopkins, the court held that the ICA lacked appellate jurisdiction to entertain Sutphin’s interlocutory appeal of the dismissed claims against them. Even under the more permissive framework established in Durm v. Heck’s, 184 W. Va. 562, 401 S.E.2d 908 (1991), a partial order must completely dispose of at least one substantive claim or party to satisfy the finality requirement of Rule 54(b) of the West Virginia Rules of Civil Procedure. Because the claims dismissed against Sarah Abrams and Rachel Hopkins (conversion, negligence, unjust enrichment, constructive trust) remained pending against other defendants, they were not completely disposed of, and the circuit court made no express finality determination as to those parties. The second prong of Rule 54(b) — no just reason for delay — was likewise unsatisfied given the substantial factual and legal overlap with pending claims. Accordingly, the court vacated the ICA’s reinstatement of those claims.
As to Ronald Hopkins, the court found jurisdiction proper. The circuit court had dismissed Hopkins entirely from the action with prejudice and expressly stated its ruling was “final” as to him. Under Durm, a court may dispense with the formal Rule 54(b) certification language where the order approximates a final order in nature and effect — a standard the Hopkins dismissal met because it completely disposed of a party. The ICA therefore had jurisdiction, and the court proceeded to affirm the ICA’s reinstatement of the civil conspiracy claim against Hopkins. The court agreed with the ICA that Sutphin had sufficiently pleaded the claim under West Virginia’s notice-pleading standard, rejecting Hopkins’ argument that civil conspiracy cannot stand as a distinct cause of action.
Key Takeaways
- Under Rule 54(b) and the Durm framework, a partial dismissal order must completely dispose of at least one party or claim to support an interlocutory appeal; dismissed claims that remain pending against other defendants do not satisfy this finality requirement and deprive the ICA of jurisdiction.
- A circuit court’s express statement that a dismissal is “final” as to a completely dismissed party — even without formal Rule 54(b) certification language — is sufficient under Durm to render the order immediately appealable.
- Civil conspiracy is a cognizable claim in West Virginia and may be sufficiently pleaded at the motion-to-dismiss stage by alleging a combination of persons acting in concert to accomplish an unlawful purpose, even where the underlying tort was committed primarily by another defendant.
- The court signaled skepticism about the continued vitality of the Durm liberalization, noting that West Virginia’s appellate structure has changed significantly since 1991 — now including both appeal by right and an intermediate appellate court — which weakens the original justification for relaxing Rule 54(b)’s certification requirement.
Why It Matters
This decision offers important practical guidance for litigants navigating multi-party, multi-claim disputes in West Virginia courts. The ruling makes clear that dismissal of some claims against fewer-than-all defendants does not automatically open the door to interlocutory appeal — practitioners must either secure express Rule 54(b) certification from the circuit court or ensure the order completely eliminates a party or claim from the litigation. The court’s pointed commentary about the eroding rationale for Durm‘s permissive approach foreshadows a possible future tightening of finality requirements to align West Virginia practice more closely with the federal model.
For closely held family business disputes in particular, the case illustrates how civil conspiracy allegations can survive dismissal against peripheral participants — such as in-laws or employees who did not themselves commit the underlying tort — so long as a common plan for the tort’s commission is adequately alleged. Defense counsel in similar shareholder-oppression cases should expect civil conspiracy to remain a viable hook for extending liability beyond the primary wrongdoers.