RICK SUTTON INDIVIDUALLY AND DERIVATIVELY ON BEHALF OF RJANO HOLDINGS INC AND MAISON ROYALE LLC v. JACK ADAMS MAISON ROYALE LLC AND RJANO INC (2026)

In this lease action, the plaintiff-in-intervention, Antoine's Properties Number One, LLC (“Antoine's”) appeals the trial court's July 7, 2025 judgment, which denied its petition for possession and/or to evict the defendant-in-intervention, Rick M. Sutton, from the premises at 501 Royal Street in New Orleans leased to RJANO Holding, Inc. (“RJANO”). For the following reasons, we affirm the trial court's judgment.

FACTUAL BACKGROUND AND PROCEDURAL HISTORY

The underlying nature of this case concerns a dispute over a business relationship entered into in 2011 by Rick Sutton and Jack Adams involving the creation and operation of a fine jewelry store and art gallery known as Maison Royale located at 501 Royal Street. The entity that operated Maison Royale was RJANO and the property at 501 Royal Street was owned by Antoine's. On July 22, 2011, Antoine's and RJANO entered into a lease whereby Antione's leased to RJANO the premises at 501 Royal Street for a ten-year period that commenced retroactively on July 1, 2011, and ended on June 30, 2021. The lease contained a five-year renewal option provided to the lessee. The option provided that RJANO was to give Antoine's notice that they wished to exercise the option no earlier than six months before the fixed expiration date, and no later than thirty days prior to the expiration date.

Mr. Sutton and Mr. Adams have been engaged in litigation concerning RJANO since 2014.¹ Since November 2016, Mr. Adams has removed himself from the property and Mr. Sutton has continued to operate the business at 501 Royal Street.² By letter dated February 17, 2021, Mr. Sutton notified Antoine's that he wanted to exercise the five-year option on behalf of RJANO. This notification was timely under the terms of the original lease. On February 23, 2021, Antoine's sent Mr. Sutton a letter rejecting the option. Thereafter Antoine's provided another letter to Mr. Sutton on June 6, 2021, suggesting ways to cure any issues between the parties. It is not disputed that RJANO timely notified Antione's of its intent to exercise the option which included an increased rental amount.

On July 1, 2021, the option term began and Antoine's accepted and negotiated the rental payments from Mr. Sutton for the increased monthly rental amount. Antoine's has continued to accept the checks which were for the increased amount called for in the extension.

Antoine's sent a letter to Mr. Sutton dated May 13, 2022, which stated that the lease expired on its own terms on June 30, 2021. The letter further stated that “Antoine's Deposit of Checks Does Not In Any Way Constitute a Waiver of Forgiveness of Any Claim.” Antoine's did, in fact, accept checks for rent from Mr. Sutton, which were paid on and after June 30, 2021.

Antoine's later filed a petition for possession of the premises/and or to evict Mr. Sutton. A hearing on that petition was held on May 15, 2025. On July 7, 2025, the trial court denied Antoine's petition for possession and/or to evict Mr. Sutton from the premises of 501 Royal Street. It is from this judgment that Antoine's now appeals.

DISCUSSION

In this appeal, Antoine's raises numerous assignments of error, but fundamentally all involve two issues: whether the trial court properly denied Antoine's petition for possession and/or evict Mr. Sutton on the basis of its rejection of the option and whether the trial court erred in determining that Mr. Sutton had the authority to act on behalf of RJANO.

“In an eviction proceeding, the appellate court reviews the trial court's factual findings for manifest error.” Rainey v. Bartholomew, 2022-0616, p. 6 (La. App. 4 Cir. 2/13/23), 357 So.3d 900, 904 (citations omitted). The manifest error-clearly wrong standard precludes the setting aside of a trial court's finding of fact unless those findings are clearly wrong in light of the record reviewed in its entirety. See Rosell v. ESCO, 549 So.2d 840 (La. 1989). A reviewing court may not merely decide if it would have found the facts of the case differently, the reviewing court should affirm the trial court where the trial court judgment is not clearly wrong or manifestly erroneous. Ambrose v. New Orleans Police Department Ambulance Service, 93-3110, 93-3112, p. 8 (La. 7/5/94), 639 So.2d 216, 221. “When consent is not express, or when the law creates no presumption of consent, the trial judge is to ascertain, from the facts and circumstances of the case, whether the parties’ consent is to be implied from them.” Id. “Where two permissible views of the evidence exist, the factfinder's choice between them cannot be manifestly erroneous or clearly wrong.” Id.

Antoine's maintains that it rejected RJANO's exercise of the option as set forth in its letter of February 23, 2021. This position is without merit. Clearly, the terms of the lease provide that the option to extend the term of the lease was solely at the discretion of RJANO. An option granted in a lease for an extended period beyond the initial term cannot be unilaterally revoked by the lessor once the option is validly exercised. There is no dispute as to the validity of the option. The option is a binding agreement that binds the lessor to the offer and therefore the lessor has no right of revocation.

La. C.C. Art.1933 provides: “An option is a contract whereby the parties agree that the offeror is bound by his offer for a specified period of time and that the offeree may accept within that time.” This is further supported by the language contained in Civil Code article 1923 which provides in part, “An offer that specifies a period of time for acceptance is irrevocable during that time.” Accordingly, we find that Antoine's had no right to reject the option which was exercised by RJANO.

Louisiana Courts have consistently enforced lease renewal options in favor of lessees and against lessors who attempt to reject a lessees’ rights under the option. Willard E. Robinson Corp. v Benson, 476 so 2d 7, (La. App. 5 Cir. 9/16/85). The right to renew a lease is governed strictly by the terms of the option, and cannot be revoked or rejected by the lessor unilaterally. Southern Ventures, Corp. v. Texaco, Inc., 372 so 2d 1228, (6/25/79). Accordingly, the sole right to exercise the option in this instance belonged to RJANO.

On May 13, 2022, Antoine's sent another letter to Mr. Sutton stating its position that the lease had expired on its own terms on June 30, 2021 and that the option had not been exercised. The letter further provided that Antoine's acceptance of the rental payments did not constitute a waiver of its claims. However, the evidence reflects that Antoine's did in fact continue to accept the increased rental payments which were for the amount called for in the five-year option.

Louisiana courts have consistently held that when a landlord accepts rental payments rendered by a tenant after a notice of cancellation and a notice to vacate has been given, such acceptance vitiates notice and the lease agreement is reinstated. 501 Rue Decatur, L.L.C. v. VTM Properties, LLC, 13-1586 (La. App. 4 Cir. 5/21/14), 141 So.3d 861. Likewise, where a lessor notifies a lessee that a lease is canceled due to violation of the lease and then continues to accept rent payments, the lessor has waived the violation, and the lease agreement is reinstated. Id. Accordingly we find that the option contained in the lease between Antoine's and RJANO was effective upon RJANO's timely notification to Antoine's of its intention to exercise the option. The extension was confirmed with the receipt and acceptance of the rental payments which were paid on and after June 30, 2021.

Antoine's also argues that it terminated the lease/option with RJANO because it denied that Mr. Sutton had the authority to execute the option. While RJANO's control and ownership may have been in dispute as between Mr. Sutton and Mr. Adams, such was not a cause for Antoine's to seek termination. There was no evidence to suggest that RJANO was not a current, active and valid entity with the authority to exercise the option. We further find that summary procedure is not proper when the issue raised is the ownership or possession of immovable property. See La. C.C.P. art. 4705; see also Robinson Ventures, LLC v. Dowl, 2004-2149, p. 3 (La. App. 4 Cir. 4/20/05), 901 So.2d 587, 589. Accordingly, we find no merit in this issue.

CONCLUSION

For the above and foregoing reasons, we affirm the trial court's judgment denying Antoine's petition for possession and/or to evict Mr. Sutton from the premises of 501 Royal Street.

AFFIRMED

FOOTNOTES

1.   For more details about the underlying dispute and the history of this litigation, see the Louisiana Supreme Court's opinion in Sutton v. Adams, 2022-01672 (La. 3/7/23), 356 So.3d 1017.

2.   On May 31, 2017, the trial court ordered that Mr. Sutton would assume all obligations on behalf of RJANO, including the lease.2 On June 6, 2017, Antoine's attorney sent a letter to Mr. Sutton and his attorney concerning the “Net Lease of Commercial Property Between Antoine's Property No. 1, LLC and RJANO Holding, Inc.,” dated July 22, 2011. Antoine's attorney acknowledged that according to the trial court's May 31, 2017 judgment, Mr. Sutton would assume all of the obligations on behalf of RJANO regarding the lease. Mr. Sutton was also instructed to obtain the necessary business permits required by law, to obtain commercial general liability insurance, and to pay back the rent that was owed by RJANO to Antoine's per the lease agreement. The trial court also ordered that Mr. Adams was to be relieved of the payment of any obligations under the lease for the duration of the litigation.

Judge Daniel L. Dysart