2009-604, Appeal of Thermo-Fisher Scientific, Inc.

Hamblett & Kerrigan, P.A.

(New Hampshire Board of Tax and Land Appeals) APPEAL OF THERMO-FISHER SCIENTIFIC, INC.

No. 2009-604

Board of Tax and Land Appeals

2006, Liberty Lane acquired the property from Fisher Scientific Company, L.L.C., was the owner of record of taxable real estate in 2006. Around June of Company, L.L.C. (Liberty Lane). The subsidiary, Fisher Scientific Company owned Fisher Scientific Company, L.L.C. and Liberty Lane Real Estate Holding The record supports the following. Fisher-Scientific International, Inc.

Mark S. Gearreald

subsidiary as the appealing party. We reverse and remand. (2) denying its request to amend its appeal to substitute the name of its it standing as a “person aggrieved” under RSA 76:16-a, I (2003); and for a tax abatement. Thermo-Fisher argues that the BTLA erred in: (1) denying granting respondent Town of Hampton’s (town) motion to dismiss its petition appeals an order of the New Hampshire Board of Tax and Land Appeals (BTLA) HICKS, J. The petitioner, Thermo-Fisher Scientific, Inc. (Thermo-Fisher),

orally), for the petitioner.

page is: http://www.courts.state.nh.us/supreme. a.m. on the morning of their release. The direct address of the court's home reporter@courts.state.nh.us. Opinions are available on the Internet by 9:00 to press. Errors may be reported by E-mail at the following address: editorial errors in order that corrections may be made before the opinion goes Hampshire, One Charles Doe Drive, Concord, New Hampshire 03301, of any Readers are requested to notify the Reporter, Supreme Court of New well as formal revision before publication in the New Hampshire Reports. NOTICE: This opinion is subject to motions for rehearing under Rule 22 as behalf of another person or entity . . . is not p. 2 BTLA also stated that “simply paying the tax due (with a corporate check) on subsidiaries owned the property “and were therefore liable for the tax[es].” The relationship between Thermo-Fisher and its subsidiaries, and the fact that the elastic and expansive enough to embrace Thermo-Fisher given” the legal an appeal. The BTLA reasoned that “the concept of a ‘person aggrieved’ is [not] Fisher was not a “person aggrieved” and, therefore, lacked standing to pursue The BTLA granted the town’s motion to dismiss, finding that Thermo-

(2003); Appeal of Town of Wolfeboro RSA chapter 541 governs appeals from BTLA decisions. RSA 71-B:12

subsidiary as the appealing party. objected and sought to amend its appeal to substitute the name of its aggrieved” as required to pursue an appeal under RSA 76:16-a. Thermo Fisher title holder of the property in question and, therefore, was not a “person Thermo-Fisher lacked standing to pursue the appeal because it was never the also claims error in the denial of its motion to amend its appeal. the express language of the statute and is factually erroneous. Thermo-Fisher pursuant to RSA 76:16-a, I. The town filed a motion to dismiss, arguing that narrow construction of “person aggrieved” under RSA 76:16-a, I, contravenes denied the abatement applications and Thermo-Fisher appealed to the BTLA On appeal, Thermo-Fisher urges two errors. It contends that the BTLA’s for a tax abatement for tax years 2006 and 2007, respectively. The town tax bills on behalf of Liberty Lane. In 2007 and 2008, Thermo-Fisher applied Thermo-Fisher and its predecessor, Thermo Electron, Inc., paid the 2007

will set aside an order of the board if we find that it misapprehended or unjust or unreasonable.” Appeal of Huston, 150 N.H. 410, 411 (2003). “We unless we are satisfied, by a clear preponderance of the evidence, that it is 541:13 (2007), “we will not set aside the board’s order except for errors of law,

BTLA denied. representative.” Thermo-Fisher then filed a motion for rehearing, which the because of the “avoidable errors and inexcusable neglect on the part of [its] tax by, and to collect the excess cash of, its subsidiaries. aggrieved.’” The BTLA denied Thermo-Fisher’s motion to amend its appeal Fisher. Thermo-Fisher used a “cash sweep account” to pay all bills incurred Scientific Company, L.L.C. and Liberty Lane became subsidiaries of Thermo- sufficient to qualify as a ‘person Thermo Electron, Inc. to form Thermo-Fisher. After the merger, Fisher In December 2006, Fisher-Scientific International, Inc. merged with

of both subsidiaries. L.L.C. Fisher-Scientific International, Inc. paid the tax bills for 2006 on behalf p. 3 Webster’s Third New International Dictionary specif[ically]: suffering from an infringement or denial of legal rights.” “aggrieved.” The relevant definition of “aggrieved” is “having a grievance; 76:16-a, I, we must first look to the plain and ordinary meaning of the term In considering whether Thermo-Fisher is a “person aggrieved” under RSA

of a parent corporation paying taxes on behalf of its wholly-owned subsidiary. circumstances, we have not previously examined the phrase within the context we have previously adopted varied constructions of the phrase under different RSA 76:16-a, I. RSA 76:16-a does not further define “person aggrieved.” While

In Langford 3

a glaring departure from that course of justice for which the statute was meant who, being in no fault, has been wronged in the assessment of taxes, would be timely received all the information requested by it” and “to deny justice to one tax under RSA 76:1-a, and not afterwards. disproportionately assessed.” Id shall be filed on or before September 1 after the date of notice of. Further, we reasoned “that the town had taxes levied and, therefore, “they have allegedly suffered the injury of being apply in writing to the board of tax and land appeals. The appeal did not own the property when it was assessed, they subsequently paid the requirements of RSA 74, upon payment of a $65 filing fee, may 76:17. Langford with RSA 76:16, any person aggrieved, having complied with the, 119 N.H. at 472. We reasoned that although the plaintiffs I. If the selectmen neglect or refuse to so abate, in accordance, we held the plaintiffs were persons aggrieved under RSA

of Exeter, 119 N.H. 700 (1979). e.g., Langford v. Town of Newton, 119 N.H. 470 (1979); Wise Shoe Co. v. Town who has allegedly suffered by the disproportionate assessment of taxes. See, same vein, a long line of cases state that a “person aggrieved” may be anyone

In pertinent part, RSA 76:16-a states:

The interpretation of a statute is a question of law, which we review de Thermo-Fisher’s arguments require us to construe RSA 76:16-a (2003).

associated sections. Id. and review a particular provision, not in isolation, but together with all not see fit to include. Id. We interpret a statute to lead to a reasonable result what the legislature might have said or add language that the legislature did We interpret legislative intent from the statute as written and will not consider the statute, we ascribe the plain and ordinary meaning to the words used. Id. MacPherson v. Weiner, 158 N.H. 6, 9 (2008). When examining the language of

omitted); see RSA 76:16-a, V (2003) (appeal limited to questions of law). misapplied the law.” Appeal of Walsh, 156 N.H. 347, 350-51 (2007) (brackets cites Nautilus of Exeter v. Town of Exeter obligations, but also “have standing in its own p. 4 decision is not enough to make that entity aggrieved.” In support, the town itself as owner of a limited liability company (L.L.C.) from its subsidiary’s The town also argues that “simply feeling an economic impact from a The town argues that Thermo-Fisher should not be allowed to shield

the plaintiffs, who were appealing a planning and zoning board decision, were Nautilus, 139 N.H. at 452; see RSA 677:4, :15 (Supp. 2009). We reasoned that we held the plaintiffs were not “persons aggrieved” under RSA 677:4, :15.

action for the taxes in question. by the disproportionate assessment of taxes. paying its subsidiary’s obligations. There is no need, therefore, to bring an granting standing to any person who has suffered or will suffer an injury in fact Thermo-Fisher is not shielding itself from liabilities, but instead voluntarily RSA 76:16-a, I, could apply to the BTLA, it did so to promote justice by When the legislature expressly authorized that “any person aggrieved,” the Delaware L.L.C. statute. These points, however, confuse the issue. Here, question against Thermo-Fisher, Thermo-Fisher would have a defense under in place, if the town wanted to bring an action for the property taxes in aggrievement of that [subsidiary].” It points out that with the corporate shield

a, I, provides protection. See present case, Thermo-Fisher has suffered a legal injury from which RSA 76:16such other action as it shall deem necessary.” RSA 71-B:5, I (2003). In the provides that the BTLA is empowered to “investigat[e], or hold hearings, or take either party but to promote justice. Consistent with that focus, RSA 71-B:5, I, requires.” RSA 76:16-a, I. As such, the focus of the statute is not to favor and, hence, because it paid the allegedly disproportionate taxes, an injury to it. the BTLA to make orders “after inquiry and investigation . . . as justice assessment of land and buildings is an injury to its wholly-owned subsidiaries purpose. RSA 76:16-a, I, makes clear that the purpose of RSA 76:16-a is for aggrieved than the petitioners in Langford and Wise Shoe; a disproportionate The tax abatement statute must be construed to effectuate its overall party has suffered or will suffer an injury in fact). Thermo-Fisher is no less standing to appeal an administrative agency decision, we focus on whether the (decided May 20, 2010) (noting that in determining whether a party has

the town received all necessary information. Id. noted that “no prejudice to the town resulted” from allowing the appeal because 119 N.H. at 703. We stated that the reasoning in Langford applied. Id. We assignment, were persons aggrieved under RSA 76:16 and 76:17. Wise Shoe, held that the plaintiffs, who gained the right to seek an abatement through an to provide.” Id. at 472, 473 (quotation omitted). Similarly, in Wise Shoe, we p. 5 5

Reversed and remanded

BRODERICK, C.J.