Filed 1/23/20 by Clerk of Supreme Court

IN THE SUPREME COURT

STATE OF NORTH DAKOTA

2020 ND 22

PHI Financial Services, Inc. Plaintiff and Appellee

v.

Johnston Law Office, P.C., Defendant and Appellant

and

Choice Financial Group, Defendant 

and

N.Starr, LLC, Lee Finstad, and Jeff Trosen, Garnishees and Appellants

No. 20180330

Appeal from the District Court of Grand Forks County, Northeast Central

Judicial District, the Honorable Steven E. McCullough, Judge.

and

Johnston Law Office, P.C., 

a North Dakota professional corporation, Plaintiff and Appellant

v.

Jon Brakke, an attorney at law, 

and Vogel Law Firm, Ltd., a North Dakota 

professional corporation, and PHI Financial 

Services, Inc., an Iowa corporation, Defendants and Appellees

No. 20190001

Appeal from the District Court of Cass County, East Central Judicial District, 

the Honorable Lonnie Olson, Judge.
AFFIRMED.

Opinion of the Court by Crothers, Justice.

Joseph A. Wetch (argued) and Ian McLean (on brief), Fargo, ND, for plaintiff 

and appellee PHI Financial Services, Inc. 

DeWayne A. Johnston (argued) and David C. Thompson (appeared), Grand 

Forks, ND, for defendant and appellant Johnston Law Office, P.C.

Drew J. Hushka (argued) and Jon R. Brakke (on brief), Fargo, ND, for 

defendants and appellees Jon Brakke and Vogel Law Firm, Ltd.
1

PHI Financial Services v. Johnston Law Office, et al. 

Nos. 20180330 and 20190001

Crothers, Justice.

[¶1] In these consolidated appeals, garnishees N.Starr, LLC; Lee Finstad;

and Jeff Trosen appeal from a Grand Forks County district court order

dismissing their counterclaims in a garnishment proceeding, and Johnston

Law Office, P.C. (“Johnston Law”) appeals from a Cass County district court

order dismissing its action. Both orders dismissed their respective claims in 

each case against PHI Financial Services, Inc. (“PHI”) and Jon Brakke and the 

Vogel Law Firm, Ltd. (collectively, “Vogel Law”). We affirm the orders. 

I

[¶2] Our decisions set forth the history of this litigation and related cases.

See Johnston Law Office, P.C. v. Brakke, 2018 ND 247, 919 N.W.2d 733; PHI 

Fin. Servs., Inc. v. Johnston Law Office, P.C., 2016 ND 20, 874 N.W.2d 910;

PHI Fin. Servs., Inc. v. Johnston Law Office, P.C., 2016 ND 114, 881 N.W.2d 

216. These cases contain relevant factual background, which we will not

repeat here except as necessary to resolve the issues raised in this appeal. 

[¶3] In the Grand Forks County case, Vogel Law represented PHI in an action 

against Johnston Law to recover damages for a fraudulent transfer. In 2015 

the district court entered a judgment against Johnston Law for approximately 

$167,000. PHI began post-judgment collection efforts, which included serving 

garnishment summonses. In December 2017, PHI, through its counsel Vogel 

Law, served garnishee summonses on N.Starr, Finstad, and Trosen. 

[¶4] In March 2018, garnishees N.Starr, Finstad, and Trosen brought 

counterclaims in the garnishment proceedings, asserting claims of abuse of 

process and vicarious liability. Vogel Law and PHI moved the district court to 

dismiss the garnishees’ counterclaims. In a July 2018 order, the Grand Forks 

district court dismissed the counterclaims, holding the garnishees failed to 

allege any claim upon which relief can be granted. The garnishees appealed 

the order dismissing their counterclaims. 
2

[¶5] In the Cass County case, Johnston Law commenced an action against

Vogel Law and PHI in March 2018, asserting claims for abuse of process, 

tortious interference with a business relationship, and conversion. Johnston

Law also asserted a claim against PHI for vicarious liability. Vogel Law and 

PHI moved to dismiss the complaint. In a December 2018 order, the Cass 

County court granted Vogel Law and PHI’s motion to dismiss, holding 

Johnston Law failed to allege any claim upon which relief can be granted.

II

[¶6] Our standard for reviewing a decision dismissing a complaint under 

N.D.R.Civ.P. 12(b)(6) for failure to state a claim is well established:

“A motion to dismiss a complaint under N.D.R.Civ.P. 12(b)([6]) 

tests the legal sufficiency of the statement of the claim presented 

in the complaint. Under N.D.R.Civ.P. 12(b)([6]), a complaint 

should not be dismissed unless it is disclosed with certainty the 

impossibility of proving a claim upon which relief can be granted. 

On appeal, the complaint must be construed in the light most 

favorable to the plaintiff, taking as true the well-pleaded 

allegations in the complaint.”

In re Estate of Dionne, 2013 ND 40, ¶ 11, 827 N.W.2d 555 (internal quotation 

marks and citations omitted). The district court’s decision granting a dismissal 

for failure to state a claim upon which relief can be granted under N.D.R.Civ.P. 

12(b)(6) will be affirmed “if we cannot ‘discern a potential for proof to support 

it.’” Id. (quoting Hale v. State, 2012 ND 148, ¶ 13, 818 N.W.2d 684); see also

Vandall v. Trinity Hosps., 2004 ND 47, ¶ 5, 676 N.W.2d 88; Towne v. Dinius, 

1997 ND 125, ¶ 7, 565 N.W.2d 762. Our review of the court’s decision under 

N.D.R.Civ.P. 12(b)(6) is de novo. In re Estate of Nelson, 2015 ND 122, ¶ 5, 863

N.W.2d 521. 

III

[¶7] Johnston Law argues both district courts erred in dismissing its claims 

for abuse of process for failure to state a claim because both misinterpreted 
3

N.D.C.C. § 32-09.1-04, which requires ten days’ notice before a garnishee

summons may be issued.1

[¶8] Generally, an “[a]buse of process occurs when a person uses a legal 

process, whether criminal or civil, against another primarily to accomplish a 

purpose for which it is not designed.” Riemers v. Hill, 2016 ND 137, ¶ 22, 881 

N.W.2d 624 (quoting Jordet v. Jordet, 2015 ND 76, ¶ 20, 861 N.W.2d 147). “The 

two essential elements of an abuse-of-process claim are: (1) an ulterior purpose; 

and (2) a willful act in the use of the process not proper in the regular conduct 

of the proceeding.” Riemers, at ¶ 22. “In cases involving abuse-of-process 

claims, our decisions require some overt act akin to extortion or attempting to 

obtain a collateral advantage beyond the issuance of the formal use of process.” 

Id. (citing Jordet, at ¶ 20; Wachter v. Gratech Co., Ltd., 2000 ND 62, ¶¶ 33-34, 

608 N.W.2d 279; Kummer v. City of Fargo, 516 N.W.2d 294, 297-99 (N.D. 1994); 

Volk v. Wisconsin Mortg. Assurance Co., 474 N.W.2d 40, 43-44 (N.D. 1991); 

Stoner v. Nash Finch, Inc., 446 N.W.2d 747, 751-52 (N.D. 1989)). We also said 

an abuse of process requires more than the formal use of process itself:

“Some definite act or threat not authorized by the process, or 

aimed at an objective not legitimate in the use of the process, is 

required; and there is no liability where the defendant has done 

nothing more than carry out the process to its authorized 

conclusion, even though with bad intentions. The improper 

purpose usually takes the form of coercion to obtain a collateral 

advantage, not properly involved in the proceeding itself, such as 

the surrender of property or the payment of money, by the use of 

the process as a threat or a club. There is, in other words, a form 

of extortion, and it is what is done in the course of negotiation, 

1 In its complaint Johnston Law relies on Blair v. Maxbass Sec. Bank, 44 N.D. 12, 17, 176 N.W. 98, 

100 (1919), and claims PHI may be held liable for an abuse of process for Vogel Law’s acts in serving 

garnishment summonses on Johnston Law’s clients, alleging that PHI ratified Vogel Law’s acts by not 

reputing or stopping the acts once PHI had knowledge of them. Johnston Law, however, has not raised 

any issue on appeal regarding PHI’s vicarious liability. We therefore decline to address it. See Bearce 

v. Yellowstone Energy Dev., LLC, 2019 ND 89, ¶ 29, 924 N.W.2d 791 (failing to adequately brief and

provide supporting argument on an issue waives it on appeal).
4

rather than the issuance or any formal use of the process itself, 

which constitutes the tort.”

Jordet, at ¶ 20 (quoting Stoner, at 751).

[¶9] Johnston Law argues the district courts erred in dismissing the abuseof-process claims by misinterpreting N.D.C.C. § 32-09.1-04, requiring ten days’ 

notice before a garnishee summons may be issued. They assert that the 

defendants’ failure to serve the ten-day notice before issuing the garnishee 

summons rendered the garnishment void. They contend this establishes their 

claim for abuse of process. Johnston Law’s issue therefore requires us to 

construe N.D.C.C. § 32-09.1-04 to ascertain whether a ten-day notice before 

issuing a garnishee summons was required. 

[¶10] We have discussed our rules for statutory interpretation:

“Interpretation of a statute is a question of law fully 

reviewable on appeal. Our primary goal in statutory construction 

is to ascertain the intent of the legislature, and we first look to the 

plain language of the statute and give each word of the statute its 

ordinary meaning. When the wording of a statute is clear and free 

of all ambiguity, the letter of it is not to be disregarded under the 

pretext of pursuing its spirit. If, however, the statute is ambiguous 

or if adherence to the strict letter of the statute would lead to an 

absurd or ludicrous result, a court may resort to extrinsic aids, 

such as legislative history, to interpret the statute. A statute is 

ambiguous if it is susceptible to meanings that are different, but 

rational. We presume the legislature did not intend an absurd or 

ludicrous result or unjust consequences, and we construe statutes 

in a practical manner, giving consideration to the context of the 

statutes and the purpose for which they were enacted.”

State v. G.C.H., 2019 ND 256, ¶ 13, 934 N.W.2d 857 (quoting State v. Brown, 

2009 ND 150, ¶ 15, 771 N.W.2d 267). “Statutes relating to the same subject 

matter shall be construed together and should be harmonized, if possible, to 

give meaningful effect to each, without rendering one or the other useless.” 

G.C.H., at ¶ 13 (quoting Brown, at ¶ 15). Additionally, we have said “[a]

dictionary may provide a reliable starting point in determining the meaning of 
5

a word not previously defined.” Wilkens v. Westby, 2019 ND 186, ¶ 8, 931 

N.W.2d 229.

[¶11] Section 32-09.1-04(1), N.D.C.C., states in relevant part: 

“At least ten days before the issuance of any garnishee summons 

against the earnings of any person, the creditor shall serve upon 

the debtor a notice that a garnishee summons may be issued. . . . 

Failure to serve the notice renders any subsequent garnishment 

void.” 

(Emphasis added.) This section requires ten days’ notice when the “earnings” 

of a “person” are to be garnished. A “person” includes a corporation. N.D.C.C. 

§ 32-09.1-01(4). Section 32-09.1-01(3), N.D.C.C., defines “earnings”:

“‘Earnings’ means compensation paid or payable for personal 

services, whether denominated as wages, salary, commission, 

bonus, or otherwise, and includes periodic payments pursuant to a 

pension or retirement program. ‘Earnings’ does not include social 

security benefits or veterans’ disability pension benefits, except 

when the benefits are subject to garnishment to enforce any order 

for the support of a dependent child. ‘Earnings’ includes military 

retirement pay.”

(Emphasis added.) Although this definition is broad, the term “earnings” does 

not include “business profits.” Friedt v. Moseanko, 498 N.W.2d 129, 133 (N.D. 

1993).

[¶12] While Johnston Law as a professional corporation is a “person” under 

N.D.C.C. § 32-09.1-01(4), the fees that its clients would pay as “compensation”

to Johnston Law are not wages, salary, commission, or bonus. We have relied 

on the principle of ejusdem generis to interpret statutory language:

“Under the principle of ejusdem generis, general words 

following particular and specific words are not given their natural 

and ordinary sense, standing alone, but are confined to persons 

and things of the same kind or genus as those enumerated. In 

applying the rule of ejusdem generis, we must keep in mind the 

admonition that our primary purpose is always to carry out the 

intent of the legislature. The rule accomplishes the purpose of 
6

giving effect to both the particular and the general words, by 

treating the particular words as indicating the class, and the 

general words as extending the provisions of the statute to 

everything embraced in that class, though not specifically named 

by the particular words.”

City of W. Fargo v. Williams, 2019 ND 161, ¶ 15, 930 N.W.2d 102 (quoting 

Olson v. Job Serv. N.D., 2013 ND 24, ¶ 7, 827 N.W.2d 36). The remaining term 

“otherwise” in N.D.C.C. § 32-09.1-01(3), while broad, does not extend more 

generally beyond the items specifically listed. 

[¶13] Additionally, one definition of “personal service” is “[a] beneficial or 

useful act performed on behalf of another by an individual personally. In this 

sense, a personal service is an economic service involving either the intellectual 

or manual personal effort of an individual, as opposed to the salable product of 

the person’s skill.” Black’s Law Dictionary 1327 (10th ed. 2014). “Service” is 

defined as “[l]abor performed in the interest or under the direction of others; 

specif., the performance of some useful act or series of acts for the benefit of 

another, usu. for a fee <goods and services>. In this sense, service denotes an 

intangible commodity in the form of human effort, such as labor, skill, or 

advice.” Black’s Law Dictionary 1576 (10th ed. 2014). Both meanings focus on 

the individual’s efforts or acts for another, rather than a separate entity’s 

provision of an individual’s services.

[¶14] In both the Grand Forks and Cass County cases, the district courts 

distinguished the fees a client pays to a law firm, which properly may be 

characterized as “business profits,” from an amount a law firm might pay to a 

lawyer, which would be an example of “earnings.” A clients’ payment to a law 

firm could include things such as work performed by firm staff, costs incurred 

or advanced, and other firm overhead. We therefore conclude fees paid to a 

law firm are more accurately described as “business profits” rather than 

“compensation” paid or payable for “personal services.” 

[¶15] This conclusion comports with what we have said in the context of an 

attorney’s liability when practicing in a professional corporation. In In re 

Estate of Amundson, 2015 ND 253, ¶ 23, 870 N.W.2d 208, we explained:
7

“This is not to say that an attorney practicing in a 

professional corporation is liable for any and all obligations of the 

corporation. Such a requirement would surely eliminate one of the 

many advantages of forming a professional organization in the 

first instance. See, e.g., Schnapp, Hochberg & Sommers v. Nislow, 

106 Misc.2d 194, 431 N.Y.S.2d 324 (N.Y. Trial Term, 1980) (‘[T]he 

professional corporate entity, unlike the business corporate entity, 

does not exist to shield the individual professional corporate 

shareholder from liability or accountability for his wrongful act or 

misconduct arising out of the rendition of “his” professional 

services. . . . That this personal liability should be extended to 

include nonprofessional activities such as business debts or 

miscellaneous obligations of the corporation . . . on the other hand 

defies logic and lacks support in statute or at law.’). Therefore, we 

hold that lawyers practicing in a professional corporation still owe 

duties to clients and remain personally liable to them for acts of 

improper or unethical behavior that are related to the rendering of 

the professional legal service. For obligations of the corporation 

that are unrelated to the rendering of professional services, the 

attorney has limited liability.”

[¶16] In Nusviken v. Johnston, 2017 ND 22, ¶¶ 13-16, 890 N.W.2d 8, we 

declined to extend Amundson’s holding that an attorney may be held 

personally liable under a judgment against an attorney’s professional 

corporation. In Nusviken, no attorney-client relationship existed between the 

individual attorney and the judgment creditors. Id. at ¶ 16. We declined to 

extend Amundson to an attorney’s improper or unethical actions toward 

parties who were not clients, and we modified the judgment to relieve the 

attorney of personal liability. Id.

[¶17] Under N.D.C.C. § 32-09.1-01(3), a client’s payments to an attorney’s 

professional corporation is not “compensation” paid or payable for “personal 

services.” Because fees paid or payable to Johnston Law are not “earnings” 

under the statute, as a matter of law the ten-day notice was not required under 

N.D.C.C. § 32-09.1-04 before issuing the garnishee summons.
8

[¶18] Without a “willful improper act” alleged to support their claim for abuse 

of process, see Jordet, 2015 ND 76, ¶ 20, 861 N.W.2d 147, the district courts 

properly dismissed the garnishee summonses claims. 

IV

[¶19] Johnston Law argues it stated a claim for tortious interference with the

attorney-client business relationship between Johnston Law and the law firm’s 

clients when they were “improperly served” with garnishment summonses.

[¶20] In Trade ‘N Post, L.L.C. v. World Duty Free Ams., Inc., 2001 ND 116, 

¶ 36, 628 N.W.2d 707, this Court provided the elements a plaintiff must prove 

to prevail on a tort claim for unlawful interference with business:

“(1) the existence of a valid business relationship or expectancy; (2) 

knowledge by the interferer of the relationship or expectancy; (3) 

an independently tortious or otherwise unlawful act of interference 

by the interferer; (4) proof that the interference caused the harm 

sustained; and (5) actual damages to the party whose relationship 

or expectancy was disrupted.”

See also Serv. Oil, Inc. v. Gjestvang, 2015 ND 77, ¶ 40, 861 N.W.2d 490. This 

Court further held “the plaintiff must establish that the interfering conduct 

was independently tortious or otherwise in violation of state law.” Trade ‘N 

Post, at ¶ 43; see also Schmitt v. MeritCare Health Sys., 2013 ND 136, ¶ 23, 

834 N.W.2d 627 (stating “otherwise unlawful act of interference” means 

“otherwise in violation of state law”).

[¶21] Johnston Law contends it sufficiently stated a claim for unlawful 

interference with business relationship because its clients were improperly 

served with a void garnishment. Johnston Law further argues that Vogel 

Law’s serving the garnishment summonses on its clients constituted an 

improper, unauthorized ex parte direct communication with Johnston Law’s 

individual clients in violation of N.D.R. Prof. Conduct 4.2 and that the 

garnishment documents purport to subvert the attorney-client relationship 

between Johnston Law and its clients.
9

[¶22] While Johnston Law contends that the Cass County district court erred 

in dismissing its claim for tortious interference with a business relationship, 

the gravamen of its complaint is the alleged improper, tortious, or unlawful act 

of serving a “void” garnishment summonses on the garnishee clients. We have 

held, however, that there was no violation of the notice requirement and that 

the subsequent garnishment was not void under N.D.C.C. § 32-09.1-04(1). We 

therefore conclude the complaint does not allege a viable tortious or otherwise 

unlawful act of interference.

[¶23] Johnston Law’s attempt to rely on N.D.R. Prof. Conduct 4.2 to establish 

a tortious or unlawful act of interference also is unavailing. Rule 4.2, 

N.D.R.Prof. Conduct, provides:

“In representing a client, a lawyer shall not communicate about 

the subject of the representation with a person the lawyer knows 

to be represented by another lawyer in the matter, unless the 

lawyer has the consent of the other lawyer or is authorized to do 

so by law or a court order.”

[¶24] Here, serious doubt exists that a statutorily required summons is a 

“communication.” See Wilkerson v. Brown, 995 P.3d 393 (Kan. Ct. App. 1999) 

(holding demands and offers of judgment required by statute to be served 

trigger “authorized by law” exception to Rule 4.2). Also, comment [2] of N.D.R. 

Prof. Conduct 4.2, further explains: “This Rule does not prohibit 

communication with a represented person, or an employee or agent of such a 

person, concerning matters outside the representation.” (Emphasis added.) 

There is no allegation that the clients served with garnishee summonses were 

represented by Johnston Law in the matter between PHI and Johnston Law. 

Vogel Law’s communication with Johnston Law’s clients concerning matters 

outside the representation was thus not prohibited. Service of the garnishee 

summons as required by N.D.C.C. ch. 32-09.1 also likely is “authorized by law.” 

Finally, an attorney ethics rule violation generally does not constitute a 

tortious or unlawful act. See N.D.R. Prof. Conduct, Scope [4] (“Violation of a 

rule should not itself give rise to a cause of action against a lawyer nor should 

it create a presumption in such a case that a legal duty has been breached.”).
10

[¶25] Without an “independently tortious or otherwise unlawful act of 

interference,” see Trade ‘N Post, 2001 ND 116, ¶ 36, 628 N.W.2d 707, Johnston

Law’s claim against defendants for tortious interference with business 

relationship fails. The district court did not err in dismissing Johnston Law’s 

claim under N.D.R.Civ.P. 12(b)(6) for failure to state a claim upon which relief 

can be granted.

V

[¶26] Johnston Law argues it stated a claim for conversion against the 

defendants. 

[¶27] Generally, “[w]hether a conversion has been committed is a finding of 

fact.” Jordet, 2015 ND 76, ¶ 13, 861 N.W.2d 147. In Gjestvang, 2015 ND 77, 

¶ 23, 861 N.W.2d 490, this Court discussed the requirements for a conversion 

claim:

“A claim for conversion requires proof of ‘a tortious detention 

or destruction of personal property, or a wrongful exercise of 

dominion or control over the property inconsistent with or in 

defiance of the rights of the owner.’ Doeden v. Stubstad, 2008 ND 

165, ¶ 9, 755 N.W.2d 859 (quoting Buri v. Ramsey, 2005 ND 65, 

¶ 14, 693 N.W.2d 619); see Ritter, Laber and Assocs., Inc. v. Koch 

Oil, Inc., 2004 ND 117, ¶ 11, 680 N.W.2d 634; Paxton v. Wiebe, 

1998 ND 169, ¶ 28, 584 N.W.2d 72. ‘The gist of a conversion is not 

in acquiring the complainant’s property, but in wrongfully 

depriving him of it, whether temporarily or permanently, and it is 

of little relevance that the converter received no benefit from such 

deprivation.’ Paxton, at ¶ 28 (citations and quotation marks 

omitted). Conversion does not require bad intent on the 

converter’s part; rather only an intent to control or interfere with 

the owner’s rights to use to an actionable degree. See Buri, at ¶ 14; 

Paxton, at ¶ 28.”

See also Nelson v. Mattson, 2018 ND 99, ¶ 24, 910 N.W.2d 171 (“Conversion is 

the ‘tortious detention or destruction of personal property, or a wrongful 

exercise of dominion or control over the property inconsistent with or in 

defiance of the rights of the owner.’”).
11

[¶28] Johnston Law argues that it sufficiently stated a claim for conversion 

because the defendants improperly used garnishment to exercise dominion, 

control, or to temporarily or permanently interfere with Johnston Law’s

contract rights to property with its garnishee clients and with its lender United 

Valley Bank. 

[¶29] Johnston Law broadly asserts that, to the extent fees owed by a client to

Johnston Law were retainers, the garnishment “if effectuated” would 

constitute conversion of its clients’ funds, since the fees would not have yet 

been earned. Johnston Law also asserts United Valley Bank possessed a 

perfected security interest superior to PHI’s judgment execution rights in any 

fees. Johnston Law argues Vogel Law’s use of garnishment in this manner 

caused the defendants to be liable for conversion and that it adequately stated 

claims for damages in its complaint.

[¶30] Here, the Cass County district court stated it was unclear whether 

conversion was pled as a separate tort claim or simply as an improper act for 

the claims of tortious interference with business relationship or abuse of 

process. In either event, the court concluded Johnston Law failed to allege any 

facts that the defendants actually exercised dominion or control over or 

deprived Johnston Law of any property, either temporarily or permanently. 

The court explained there was no factual allegations that any of Johnston

Law’s funds were held or transferred as a result of the issuance of the 

garnishee summonses. We agree.

[¶31] Under North Dakota law garnishment is allowed to collect on a 

judgment. See N.D.C.C. § 32-09.1-02. Johnston Law’s complaint against the 

defendants fails to allege facts showing that any of its funds were held or 

transferred as a result of the issuance of the garnishee summonses. Even if 

Johnston Law alleged facts that Vogel Law and PHI received garnished fees, 

as previously discussed the garnishment itself was not tortious or unlawful. 

To the extent Johnson Law asserts facts were alleged to establish a conversion 

claim by the defendants’ alleged wrongfully interfering with its bank’s security 

rights in any fees, those property rights belong to the bank rather than 

Johnston Law.
12

[¶32] On the basis of our review, we cannot discern a potential for proof to 

support Johnston Law’s claim for conversion. Therefore, the district court did 

not err in dismissing its claim under N.D.R.Civ.P. 12(b)(6).

VI

[¶33] Johnston Law argues as a separate issue that the Cass County district 

court failed to apply the proper standard in dismissing its complaint for failure 

to state a claim. Johnston Law asserts the court “[t]hroughout its decision”

erroneously demanded “proof,” effectively construing the complaint against 

Johnston Law. Johnston Law further contends the defendants failed to 

demonstrate the impossibility of it proving a claim upon which relief can be 

granted or that is beyond a doubt that it can prove no set of facts in support of 

its claim which would entitle it to relief. See McColl Farms, LLC v. Pflaum, 

2013 ND 169, ¶¶ 12, 19, 837 N.W.2d 359.

[¶34] In its December 2018 order dismissing Johnston Law’s complaint under 

N.D.R.Civ.P. 12(b)(6), the district court concluded several times that the record

was devoid of proof of harm or damages. The court also stated no affidavit was 

filed to provide evidence of the legal sufficiency of the unlawful interference 

with business claim. This analysis is inappropriate under the rule. 

Nevertheless, our review of the district court’s decision under N.D.R.Civ.P. 

12(b)(6) is de novo, see Estate of Nelson, 2015 ND 122, ¶ 5, 863 N.W.2d 521. 

“[A] correct result will not be set aside merely because the district court relied 

on a different reason for its decision.” City of Gwinner v. Vincent, 2017 ND 82, 

¶ 12, 892 N.W.2d 598; see also N.D. Workers Comp. Bureau v. General Invest. 

Corp., 2000 ND 196, ¶ 14, 619 N.W.2d 863 (“We affirm the judgment, although 

for a different reason than that relied upon by the district court.”). 

[¶35] On the basis of our de novo review, the district court did not err in 

dismissing the claims under N.D.R.Civ.P. 12(b)(6). We conclude the argument

that the district court applied an improper standard in dismissing the 

complaint does not merit reversal of the court’s order dismissing its claims. 
13

VII

[¶36] We have considered the parties’ other arguments on appeal but consider 

them to be either unnecessary to our decision or without merit. The orders are 

affirmed. 

[¶37] Daniel J. Crothers, Acting C.J.

 Carol Ronning Kapsner, S.J.

 Gerald W. VandeWalle

 Jerod E. Tufte

 William A. Neumann, S.J.

[¶38] The Honorable William A. Neumann, S.J., sitting in place of Jensen, 

C.J., disqualified.

[¶39] The Honorable Carol R. Kapsner, S.J., sitting in place of McEvers, J., 

disqualified.