Governor Ron DeSantis, in his official capacity as Chief Executive Officer and Chair of the Board of Education; State of Florida; Florida State Board of Education; Florida Board of Governors of the State University System; Florida Department of Education; and Richard Corcoran, in his official capacity as Florida Commissioner of Education, Appellants,
Alexis S. Geffin, Ryan J. Geffin, Thomas A. Warren, Kathleen Villacorta, and the Symphonic Band of the Palm Beaches, Inc., Appellees.
final until disposition of any timely and authorized motion
under Fla. R. App. P. 9.330 or 9.331.
appeal from the Circuit Court for Leon County. Charles W.
Moody, Attorney General, Blaine H. Winship, Special Counsel
to the Office of the Attorney General, Amit Agarwal,
Solicitor General, Edward M. Wenger, Chief Deputy Solicitor
General, and Christopher J. Baum, Deputy Solicitor General,
Tallahassee, for Appellants.
E. Stearns, Grace L. Mead, and Morgan Q. McDonough of Stearns
Weaver Miller Weissler Alhadeff & Sitterson, P.A., Miami;
Glenn Burhans, Jr., and Kelly O'Keefe of Stearns Weaver
Miller Weissler Alhadeff & Sitterson, P.A., Tallahassee,
challenge the denial of their motion to dismiss arguing
Appellees' claims are barred by the doctrine of sovereign
immunity. We agree and reverse the order on appeal.
opinion in Corcoran v. Geffin, 250 So.3d 779 (Fla.
1st DCA 2018), sets forth the underlying facts of the case.
Id. at 782-83. In Corcoran, Appellant filed
a petition seeking a writ of prohibition declaring that the
circuit court lacked jurisdiction to adjudicate the class
action complaints. Id. at 781. We granted the
petition in part but denied the petition relating to
Appellees' breach of contract claims. Id. at
788. This Court did not determine whether the claims were
barred by sovereign immunity as factual issues remained for
determination by the circuit court.
Appellees filed amended complaints asserting, among other
claims, a count for breach of contract and a count for
violation of article I, section 10 of the Florida
Constitution- impairment of contracts. Appellants moved to
dismiss the amended complaints, asserting the claims were
barred by sovereign immunity. The circuit court denied the
motion. This is the appeal of the denial.
court's ruling on a motion to dismiss a complaint based
on whether a claim is barred under the doctrine of sovereign
immunity is a question of law; thus, the appropriate standard
of review is de novo. See Andrew v. Shands at Lake Shore,
Inc., 970 So.2d 887, 888-89 (Fla. 1st DCA 2007).
immunity does not protect the state from suits arising from
the state's breach of an "express, written contract
into which the state agency has the statutory authority to
enter." Pan-Am Tobacco Corp. v. Dep't of
Corr., 471 So.2d 4, 6 (Fla. 1984); see also
Corcoran, 250 So.3d at 786. On appeal, Appellants argue
the trial court erred in denying the motion to dismiss the
amended complaints because Appellees fail to sufficiently
allege (1) the existence of an express, written contract, and
(2) that Appellants had the authority to enter into the
begin our analysis with the issue of whether Appellants had
the authority to enter into the alleged express, written
contracts. Appellees claim the following four statutes not
only authorized the state to enter into contracts but
required the state to appropriate funds necessary to match
private donations to colleges and universities: sections
1011.85, 1011.32, 1011.94, and 1013.79, Florida Statutes
("matching statutes"). "Where the legislature
has, by general law, authorized entities of the state to
enter into contract or to undertake those activities which,
as a matter of practicality, require entering into contract,
the legislature has clearly intended that such contracts be
valid and binding on both parties." Pan-Am, 471
So.2d at 5. The Florida Supreme Court has recognized that
"[t]he Legislature has authorized certain activities
that implicitly grant state agencies the power to contract
for necessary goods and services." Am. Home Assur.
Co. v. Nat'l R.R. Passenger Corp., 908 So.2d 459,
475 (Fla. 2005).
the authority to contract need not be explicit and may
implicitly be granted, the matching statutes at issue fail to
provide even implicit authority to bind the Legislature to
make appropriations. First, the statutes fail to make any
reference to the Defendant's authority to enter such
contracts. See Id. (citing to sections 20.315 and
945.215, Florida Statutes, as examples of statutes that
implicitly grant state agencies the power to contract where
each statute refers to contracts or contracted entities).
Second, contrary to Appellees' argument, the matching
statutes do not require the Legislature to appropriate
matching funds. Each statute either makes the appropriation
of funds subject to the General Appropriations Act,
§§ 1011.32 (6), 1013.79 (6) Fla. Stat., or
contemplates scenarios where funds necessary to fulfill the
matching obligation would not be provided, §§
1011.85(8)(b), 1011.94(7), Fla. Stat., or both. Therefore as a
matter of law, Appellants are entitled to sovereign immunity
protection from the breach of contract claims.
circuit court similarly erred in failing to dismiss the
claims for impairment of contracts. Although sovereign
immunity does not bar Appellees' impairment of contracts
claims, see Fla. Fish & Wildlife Conservation
Comm'n v. Daws, 256 So.3d 907, 912 (Fla. 1st DCA
2018) ("sovereign immunity will not bar a claim against
the State based on violations of the state or federal
constitution"), to succeed, there must be a preexisting
contract to impair. See Searcy, Denney, Scarola, Barnhart
& Shipley v. State, 209 So.3d 1181, 1191 (Fla. 2017)
("To impair a preexisting contract, a law must have the
effect of rewriting antecedent contracts in a manner that
changes the substantive rights of the parties to existing
contracts."). However, as explained above, Appellants
did not have the authority to enter into contracts mandating
the state to appropriate matching funds; thus, even if
express, written contracts exist, the contracts were not
impaired when the matching statutes were amended suspending
the matching programs. As such, Appellees are unable to plead an
impairment of contracts claim sufficient to withstand a
motion to dismiss.
on the foregoing, we reverse and remand for entry of a final
order dismissing both the breach of contract ...