ROA LLC v. Marion County, Indiana Appellee-Defendant (2025)

MEMORANDUM DECISION

[1] Reagan Outdoor Advertising, d/b/a ROA Indianapolis, LLC (“Reagan”) challenges the trial court's denial of its motion seeking to assert a cross-claim against Marion County, Indiana (“Marion County”) in the eminent domain action filed by the State of Indiana (“State”) against Reagan to acquire a billboard property necessary for the State's Interstate 69 expansion project. Reagan contends the trial court abused its discretion when it denied its motion for leave to file a permissive cross-claim. We affirm.

Facts and Procedural History

[2] On November 17, 2020, the State filed a complaint for eminent domain in Marion Circuit Court seeking to appropriate Reagan's outdoor advertising structure and related property interests at 1910 West Thompson Road in Indianapolis. The complaint designated both Reagan and Marion County as defendants, with Marion County's inclusion relating to potential property tax claims. Following Reagan's appearance and successful motion for change of venue, the Marion Circuit Court transferred the case to the Morgan Superior Court.

[3] On June 4, 2021, the State filed for appropriation and appointment of appraisers. On June 29, 2021, after resolving disputes over appraiser instructions and selection, the trial court appointed appraisers, and those appraisers submitted their assessment on July 30, 2021. The appraisers determined Reagan was due $165,000 in compensation for the taken property.

[4] Both parties contested the appraisers’ valuation. The State argued the assessed amount was excessive, while Reagan alleged the compensation was inadequate. Both parties demanded a jury trial to determine the damages due.

[5] Reagan was given notice to vacate the real property by September 17, 2021, which they failed to do. On October 14, 2021, the trial court entered an order requiring the State to pay Reagan $165,000 for Reagan's property and $13,590 to compensate the court-appointed appraisers. The State then deposited the full amount, $178,590, with the Clerk of Court. Because Reagan had still not vacated the relevant property, the State filed a motion to extend the deadline for Reagan to do so to November 3, 2021. The trial court set a jury trial on damages for January 24, 2023.

[6] Prior to the jury trial date, the parties were ordered to engage in mediation. Mediation on October 11, 2022, was unsuccessful, and a second mediation was scheduled for November 20, 2022. On October 24, 2022, Reagan filed a motion to continue the January 2023 trial date because “complex valuation issues” may necessitate summary judgment motions.¹ (App. of Marion County Vol. II at 2, 3.) The trial court granted Reagan's motion and rescheduled the jury trial for February 27, 2024.

[7] On July 1, 2023, the Indiana General Assembly modified statutes governing highway projects affecting billboards. Of particular relevance herein is Indiana Code section 8-23-20.5-3, which addresses payment responsibility for property appropriated by the State if relevant zoning authorities decline relocation requests for billboards and establishes that counties, rather than the State, may be liable under specified circumstances.

[8] In October 2023, Reagan petitioned the Marion County Board of Zoning Appeals (“the BZA”) for approval to relocate its billboard from the appropriated property to another location. The relocation proposal required both zoning variances and special exceptions under Marion County ordinances addressing height restrictions and spacing requirements. The BZA denied the variance requests on December 12, 2023, and subsequently denied the special exception request on February 6, 2024.

[9] On February 8, 2024, Reagan and the State jointly requested continuance of the jury trial set for February 27, 2024, and the trial court granted this request without establishing a new trial date. On April 19, 2024, Reagan filed its motion for leave to assert a cross-claim against Marion County. The motion relied on the recent legislative amendments and the BZA's denial of Reagan's relocation petitions as a basis for potential Marion County liability. On July 9, 2024, the trial court issued an order denying Reagan's motion for leave to assert a cross-claim. Reagan filed a motion to reconsider, which the trial court denied. Reagan then asked the trial court to certify its denial for interlocutory appeal, which the trial court did, and then this court accepted jurisdiction.

Discussion and Decision

[10] Reagan argues the trial court abused its discretion when it denied Reagan's motion to file a cross-claim against Marion County. Cross-claims against co-defendants that require amendment of responsive pleadings are obtainable only through court permission under Indiana Trial Rule 15(A). Gill v. Pollert, 810 N.E.2d 1050, 1054 (Ind. 2004). Trial Rule 15(A) directs that leave to file an amended pleading “shall be given when justice so requires.” Nevertheless, trial courts retain discretion in evaluating those requests. Pumphrey v. Jones, 172 N.E.3d 1256, 1260 (Ind. Ct. App. 2021), trans. denied. We review denials of amendment motions solely for abuse of discretion. Midwest Holdings-Indianapolis, LLC v. Hennessey, 254 N.E.3d 531, 545 (Ind. Ct. App. 2025). Our analysis of the trial court's exercise of its discretion encompasses multiple considerations: undue delay in making the request, “bad faith, or dilatory motive on the part of the movant,” id., undue prejudice to other parties, and the amendment's futility. Id. A court's decision “is not, and cannot be, affected by the relative probabilities of [the party's] success in asserting that claim.”² Crider v. State Exch. Bank of Culver, 487 N.E.2d 1345, 1349 (Ind. Ct. App. 1986), trans. denied.

[11] Reagan argues that its timing for filing the cross-claim was appropriate because the 2023 statutory amendments created the potential cross-claim against Marion County and because Reagan filed its cross-claim motion two months after the BZA denied Reagan's relocation requests in early 2024.

[12] While Reagan argues that its timing was appropriate given the statutory framework, the trial court could reasonably conclude that the overall timing remained problematic for several reasons. First, the legislative amendments took effect on July 1, 2023, yet Reagan did not petition Marion County for relocation approval of the billboard with the BZA until October 2023 – three months later and during a period when this case remained completely dormant. Second, Reagan obtained trial continuances in early 2023 ostensibly to pursue summary judgment motions but took no substantive action throughout that year, even after the statutory amendments were enacted. These circumstances provided a basis for the trial court to determine that the timing was inappropriate despite the statutory changes.

[13] Further, although the BZA initially denied Reagan's request to relocate the billboard, the BZA invited Reagan to amend its petition to propose a new relocation site. However, Reagan did not propose an alternate site, and only thereafter did the BZA deny Reagan's petition to relocate the billboard on February 6, 2024. Reagan did not file its request to file a cross-claim against Marion County until two months later on April 19, 2024.

[14] The State's eminent domain action began in 2020. The appropriation process was completed in 2021, and the only issue remained the amount of damages due to Reagan. The trial court set a jury trial for January 24, 2023, which was continued at Reagan's request after the first mediation attempt was unsuccessful. That trial date was rescheduled until February 27, 2024. When Reagan filed its motion for cross-claim in April 2024, the case had been ongoing for almost four years, and nearly three years following completion of the appropriation process. Even accepting Reagan's argument that the cross-claim could not have been filed until after the BZA's denials, the trial court could reasonably conclude the case's procedural history weighed against granting the motion.

[15] Another element to be considered when deciding whether a cross-claim should be granted is prejudice to the parties. See Midwest Holdings-Indianapolis, 254 N.E.3d at 545. Marion County argues that granting the motion would create undue prejudice because it had been present solely to protect property tax interests and had not participated in the extensive case development that occurred between Reagan and the State. (Marion County's Br. at 11-13.) Marion County contends that adding the cross-claim would require burdensome additional discovery and force Marion County to defend against entirely new legal theories after significant procedural steps had been completed. Amendment denials are appropriate when proposed changes would substantially prejudice existing parties through increased discovery burdens, introduction of new legal theories requiring different preparation, or disruption of established trial expectations. Hilliard v. Jacobs, 927 N.E.2d 393, 399-401 (Ind. Ct. App. 2010).

[16] For four years of these proceedings, Marion County's involvement was limited to protecting its interest in property tax payments, which required minimal participation in case development. At the time Reagan requested leave to file a cross-claim almost four years after the initial case was filed, Marion County had not been a part of the extensive discovery undertaken by Reagan and the State, had not retained experts for property valuation, and had not participated in mediation efforts. The cross-claim would fundamentally alter Marion County's litigation posture from a limited, protective role to potential primary liability for the entire compensation award.³

[17] “Courts necessarily have inherent, implied power to manage their own affairs.” River Ridge Dev. Auth. v. Outfront Media, LLC, 146 N.E.3d 906, 915 (Ind. 2020). “A trial judge has control over the proceedings in his [or her] court, and his [or her] duty is to conduct business expeditiously consistent with orderly procedure and the administration of justice.” Abed v. ElSharif, 234 N.E.3d 890, 901-02 (Ind. Ct. App. 2024) (quoting Terpstra v. Farmers & Merchants Bank, 483 N.E.2d 749, 761 (Ind. Ct. App. 1985), reh'g denied, trans. denied). The procedural history here – including multiple continuances and years of limited activity – supports the trial court's case management discretion. Given the timing of the filing of the motion for leave to file the cross-claim after years of litigation, and months after the statutory change, and given the resulting prejudice to be suffered by Marion County, we cannot hold the trial court abused its discretion when it denied Reagan's request to file a cross-claim against Marion County. See, e.g., Hilliard v. Jacobs, 927 N.E.2d 393, 397 (Ind. Ct. App. 2010) (holding trial court did not abuse its discretion by denying motion to amend based on prejudice to defendant from amendment and undue delay in plaintiff's assertion of claim), trans. denied.

Conclusion

[18] The trial court did not abuse its discretion when it denied Reagan's request to file a cross-claim against Marion County. Accordingly, we affirm.

[19] Affirmed.

FOOTNOTES

1.   The record does not reflect that Reagan ever filed any summary judgment motions.

2.   Reagan devotes substantial briefing to arguing that recent legislative amendments require Marion County to pay compensation and that such requirements are consistent with state law. However, these substantive legal contentions do not control the trial court's discretionary authority under Trial Rule 15(A). While Reagan's statutory interpretation arguments might prove relevant in future proceedings addressing the merits of Marion County's liability, they do not demonstrate that the trial court abused its discretion in declining to permit the cross-claim at this stage of the litigation.

3.   Ind. Code Section 8-23-20.5-3 provides that “in the event that the zoning authority does not grant a special exception or variance, then the zoning authority is responsible for paying just compensation for the total taking of the outdoor advertising sign and related property interests.”

May, Judge.

Judges Weissmann and Scheele concur. Weissmann, J., and Scheele, J., concur.