GROUND CONTROL, LLC d/b/a GROUND CONTROL OF ALABAMA, LLC AND FRANK BEATON
CAPSCO INDUSTRIES, INC., W.G. YATES & SONS CONSTRUCTION COMPANY, HARRAH'S ENTERTAINMENT, INC., AND CHRISTOPHER KILLION
OF JUDGMENT: 09/16/2015
COUNTY CIRCUIT COURT, HON. ROGER T. CLARK JUDGE
COURT ATTORNEYS: BLEWETT W. THOMAS RODERICK MARK ALEXANDER,
JR. MATTHEW WARD McDADE
ATTORNEY FOR APPELLANTS: BLEWETT W. THOMAS
ATTORNEYS FOR APPELLEES: RODERICK MARK ALEXANDER, JR. MATTHEW
When this case was before this Court on interlocutory appeal,
we reversed in part. Ground Control, LLC v.
Capsco Indus., Inc., 120 So.3d 365, 367 (Miss. 2013)
(Ground Control I). Because it was undisputed that
neither sub-subcontractor Ground Control, LLC, (Ground
Control) nor subcontractor Capsco Industries, Inc.,
(Capsco)-both Alabama companies-had a statutorily required
certificate of responsibility to work in this State, this
Court agreed that the subcontract was void. But we found,
despite the void contract, "Ground Control should not be
precluded from having the opportunity to proceed in court
under a claim for the value of what it expended in labor and
supplies on the project." Id. at 371. So we
remanded this case to the trial court so Ground Control could
pursue the non-barred "claims of unjust enrichment and
quantum meruit." Id. at 367.
Despite this clear holding, Ground Control argues in this
appeal that the trial court erred by limiting its claims on
remand to unjust enrichment and quantum meruit. But
we find no error. Instead, the trial court properly limited
the issue at trial to Ground Control's claim for
quantum meruit damages.
We do, however, find W.G. Yates and Sons Construction Company
(Yates) and Capsco have raised reversible errors in their
cross-appeals. Based on the evidence presented at trial, we
find Yates was entitled to a directed verdict because Ground
Control failed to prove Yates's liability for quantum
meruit damages. We also find the quantum meruit
damages award against Capsco was against the overwhelming
weight of the evidence. Consequently, Capsco is entitled to a
We affirm on Ground Control's and Ground Control owner
Frank Beaton's direct appeals. On cross-appeal, we
reverse the $36, 644.69 judgment against Yates and render a
judgment in Yates's favor. We also reverse the $825,
583.31 judgment against Capsco. We remand the quantum
meruit claim against Capsco, instructing the trial court
to conduct a new trial on damages alone, unless a remittitur
of $626, 407.31, making the damage award $199, 096, is
accepted by Ground Control and Capsco.
Facts and Procedural History I.
This is the second time this case has come before this Court
In 2009, sub-subcontractor Ground Control sued subcontractor
Capsco over work performed on the Margaritaville Hotel in
Biloxi. Ground Control also sued the project's general
contractor, Yates, and owner, Harrah's Entertainment,
Inc. (Harrah's). But the trial court discovered Ground
Control's subcontract with Capsco was void by statute,
because neither party had a certificate of responsibility.
See Miss. Code Ann. § 31-3-15 (Rev. 2010). So
the trial court granted the defendants summary judgment on
all of Ground Control's claims, because they stemmed from
the void subcontract.
On interlocutory appeal, we reversed in part. Ground
Control I, 120 So.3d at 367. "Although we agree[d]
with the trial court's finding that the lack of
certificates of responsibility rendered the parties'
contract null and void, we f[ou]nd that Ground Control's
claims for unjust enrichment and quantum meruit were
not barred by Mississippi Code Section 31-3-21."
Id. at 373. We also reversed the grant of summary
judgment in favor of Harrah's and Yates on purely
procedural grounds-namely, the " failure to give proper
notice of the conversion of the Rule 12 motion to dismiss to
a Rule 56 motion for summary judgment." Id. at
371 (citing M.R.C.P. 12 and M.R.C.P. 56).
On September 24, 2013, the mandate issued on the
Despite the clear directive in Ground Control
I-remand for further proceedings on the issue of unjust
enrichment and quantum meruit-Ground Control
immediately moved to "supplement" its complaint
with claims against Capsco and its principal, Christopher
Killion,  based on a panoply of equity-based and
nonequity-based theories, such as contract, statutory rights,
and tort. Against Yates and Harrah's, Ground
Control sought statutory relief under Mississippi Code
Section 85-7-131 or Section 85-7-181 (Rev. 2011),
well as contract damages based on its claim that it was a
"third-party beneficiary" to the contract between
Harrah's and Yates. Ground Control also asserted a claim
for quantum meruit-as well as other unspecified
"equitable claims"-seeking Yates and Harrah's
be jointly and severally liable with Capsco. In total, Ground
Control requested $1.16 million in damages.
Operating under the assumption that its prior grant of
summary judgment had been reversed in full, the
trial court granted Ground Control's motion to supplement
its complaint. Capsco responded with a third-party claim for
fraud against Ground Control's principal, Frank Beaton.
Beaton then asserted third-party counterclaims against Capsco
and its officers for abuse of process, tortious interference
with business relations, and repayment of a $75, 000
construction loan, which Beaton had personally guaranteed.
Before trial, several parties moved for summary judgment.
Harrah's and Yates's motion was denied, as was Ground
Control's. But Beaton's motion for summary judgment
on the claims against him personally was granted. So the
trial court dismissed Beaton as a third-party
defendant. This left Killion as the only individual
Also before trial, Capsco filed a motion in limine
requesting Ground Control's damages claims be limited to
the costs expended and materials purchased for the
Margaritaville project. The trial court granted this motion.
Specifically, the trial court ordered that Ground Control was
limited to presenting evidence under a quantum
meruit theory, based on this Court's mandate in
Ground Control I. Consequently, the trial court
ordered that "[a]ny alleged tort claims are dismissed
and will not be presented at trial."
Trial and Verdict
A six-day trial was held in October 2014. Beaton testified
Ground Control had expended $920, 252.80 in unpaid labor and
materials. But on cross-examination, he admitted some
expenses were counted twice or did not apply to the
Margaritaville project. He also admitted that his company had
been paid more than a half-million dollars before it stopped
working on the project. When pressed, Beaton conceded that,
once the figures were added up, Ground Control's claim
for unpaid labor and services was only $199, 096.
At the end of Ground Control's case-in-chief, Killion
moved for a directed verdict in his favor individually. The
trial court granted this motion, finding Ground Control had
failed to present any evidence supporting its claim Killion
was individually liable. The trial court also directed a
verdict in Yates's and Harrah's favor on Ground
Control's statutory-based claims, as well as its claim
that it was a third-party beneficiary to the contract between
Yates and Harrah's.
At the end of trial, on October 21, 2014, the jury was
instructed that any recovery by Ground Control from Capsco,
Yates, and/or Harrah's would be based on quantum
meruit only and limited to the value of unpaid labor and
services rendered. The jury found Ground Control was entitled
to $862, 228. And using the agreed-to form supplied to it,
the jury apportioned 95.75% liability ($825, 583.31) to
Capsco, 4.25% liability ($36, 644.69) to Yates, and 0%
liability ($0) to Harrah's.
What should have signaled the end of this case at the trial
level actually set off protracted post-trial litigation. As
the trial court noted in one of its many post-trial orders,
there were ninety-nine docket entries following trial.
Among these voluminous motions were Ground Control's
motion to amend the verdict to "remove surplusage"
(i.e., the apportionment of liability), its motion for pre-
and post-judgment interest, and a motion for a new trial on
the limited issue of Killion's personal
liability. All of Ground Control's motions were
denied,  except that in its final order, the trial
court awarded post-judgment interest. This interest
was set to accrue from the date of the final order, which was
entered eleven months after the jury's verdict, due to
Ground Control's multiple post-trial filings.
Capsco, Yates, and Harrah's filed a motion for judgment
notwithstanding the verdict (JNOV). Alternatively, Capsco
requested remittitur. These motions were denied.
Beaton, individually, also filed a post-trial motion. On
September 9, 2015-the date of the final
judgment-Beaton moved for entry of a scheduling
order or, alternatively, for a final judgment on his
third-party claims. The trial court denied this motion,
finding "no further action is required . . . as all
claims alleged by any Party in this Cause have been
adjudicated in the Final Judgment entered herein[.]"
Appeal and Cross-Appeals
With the final judgment being entered, finally, Ground
Control and Beaton appealed. Capsco and Yates
cross-appealed. Harrah's is part of this appeal as
on Appeal / Cross-Appeal
Ground Control raises six issues on appeal-primarily
challenging the limitation of its recovery to quantum
meruit damages, the special verdict form apportioning
liability, and the denial of pre-judgment
On cross-appeal, Capsco attacks the $825, 583.31 judgment
against it, arguing it was entitled to a JNOV, alternatively,
a remittitur. Yates also cross-appeals, similarly asserting
its motion for summary judgment, motion for directed verdict,
and motion for JNOV should have been granted.
Finally, Beaton appeals in his capacity as third-party
plaintiff. He claims his due-process rights were violated
when the trial court denied him a jury trial on his