In the

United States Court of Appeals

For the Seventh Circuit

No. 99-4314

Charles Chathas, et al.,

Plaintiffs-Appellants,

v.

Local 134 IBEW, Unified Social Club,

and Mike Fitzgerald,

Defendants-Appellees.

Appeal from the United States District Court

for the Northern District of Illinois, Eastern Division.

No. 99 C 0400--James B. Zagel, Judge.

Argued May 30, 2000--Decided October 18, 2000

 Before Posner, Coffey, and Kanne, Circuit Judges.

 Posner, Circuit Judge. This appeal presents a

tangle of jurisdictional, equitable, and laborlaw issues. The plaintiffs are members of a local

of the electricians union who are on the outs

with the local’s current business manager (that

is, president), Mike Fitzgerald. They brought

this suit under section 302 of the Taft-Hartley

Act, 29 U.S.C. sec. 186, which forbids union

officers to solicit employer contributions,

against the local, Fitzgerald, and the "Unified

Social Club," a social organization of members of

the local. The suit charges that Fitzgerald

solicited and received tens of thousands of

dollars in contributions to the Club from

employers with which the local bargains, the

purpose being to solidify Fitzgerald’s hold over

the union by enabling the Club to provide

attractive social outings for union members.

Fitzgerald created the Unified Social Club, and

it is closely identified with him and his faction

of the local. The more lavish its outings, the

more likely he is to be reelected business

manager.

 The plaintiffs moved for a preliminary

injunction forbidding the defendants to solicit

or receive contributions to the Unified Social

Club from employers doing business with the

local. In September, the defendants submitted an

offer of judgment under Rule 68 of the Federal
Rules of Civil Procedure. The essence of the

offer was that the preliminary injunction would

be made permanent, but that the offer was not to

be construed as an admission of liability. Rule

68 offers are much more common in money cases

than in equity cases, but nothing in the rule

forbids its use in the latter type of case.

Liberty Mutual Ins. Co. v. EEOC, 691 F.2d 438,

439-40 (9th Cir. 1982) (a case much like this);

People v. Operation Rescue National, 80 F.3d 64,

68 (2d Cir. 1996); Goodheart Clothing Co. v.

Laura Goodman Enterprises, Inc., 962 F.2d 268,

270-71 (2d Cir. 1992); Spencer v. General

Electric Co., 894 F.2d 651, 655 and n. 5 (4th

Cir. 1990), overruled on other grounds, Farrar v.

Hobby, 506 U.S. 103 (1992); RCA/Ariola Int’l,

Inc. v. Thomas & Grayston Co., 845 F.2d 773, 780-

81 (8th Cir. 1988).

 The plaintiffs rejected the offer. The

defendants--not the plaintiffs--then moved the

district court to enter a permanent injunction.

The court did so, whereupon the defendants moved

the court to dismiss the suit as moot. The

plaintiffs objected, arguing that they were

entitled to a declaratory judgment or at least to

a finding in or accompanying the permanent

injunction that the defendants had violated the

law. At the same time the plaintiffs asked for

leave to amend their complaint to add a claim

under section 502 of the Labor-Management

Reporting and Disclosure Act, 29 U.S.C. sec. 501,

which (in subsection a) imposes on an officer of

the union, so far as bears on this case, a duty

"to refrain from dealing with [the union] as an

adverse party or in behalf of an adverse party in

any matter connected with his duties and from

holding or acquiring any pecuniary or personal

interest which conflicts with the interests of

such organization." The relief sought was

disgorgement of the moneys that the Unified

Social Club had received from employers doing

business with the local.

 The district judge granted the motion to dismiss

the suit as moot on the ground that the entry of

the permanent injunction had eliminated the

controversy between the parties, except insofar

as the request to amend the complaint was

concerned. That request the district court denied

on the ground that "the solicitation of money

from employers does not involve union funds or

property, thus does not state a claim under 29

U.S.C. sec. 501."

 The plaintiffs appeal, renewing the arguments

that the district court rejected when it

dismissed the suit. The appeal from the denial of

declaratory relief (whether in the form of a

declaratory judgment, or merely a judicial
finding that the defendants did indeed violate

section 302 of the Taft-Hartley Act) is

independent of their appeal from the judge’s

refusal to let them amend the complaint to add a

claim under section 501 of the Labor-Management

Reporting and Disclosure Act, and it will promote

clarity to treat them as if they were two

separate appeals.

 A winning party cannot appeal merely because the

court that gave him his victory did not say

things that he would have liked to hear, such as

that his opponent is a lawbreaker. Adverse dicta

are not appealable rulings. California v. Rooney,

483 U.S. 307, 311 (1987) (per curiam); United

States v. Accra Pac, Inc., 173 F.3d 630, 632-33

(7th Cir. 1999); Grinnell Mutual Reinsurance Co.

v. Reinke, 43 F.3d 1152, 1154 (7th Cir. 1995);

Atlantic Mutual Ins. Co. v. Northwest Airlines,

Inc., 24 F.3d 958, 961 (7th Cir. 1994); Abbs v.

Sullivan, 963 F.2d 918, 924 (7th Cir. 1992). They

can cause harm, but not the sort of harm that the

courts, in an effort to limit litigation, deem to

create a genuine controversy within the meaning

of Article III of the Constitution. Judgments are

appealable; opinions are not.

 Nor can a party force his opponent to confess to

having violated the law, as it is always open to

a defendant to default and suffer judgment to be

entered against him without his admitting

anything--if he wants, without even appearing in

the case. Reynolds v. Roberts, 202 F.3d 1303,

1315 (11th Cir. 2000). And if the defendant has

thus thrown in the towel there is nothing left

for the district court to do except enter

judgment. The absence of a controversy (in the

constitutional sense) precludes the court from

issuing an opinion on whether the defendant

actually violated the law. Such an opinion would

be merely an advisory opinion, having no

tangible, demonstrable consequence, and is

prohibited. Alliance To End Repression v. City of

Chicago, 820 F.2d 873, 875-76 (7th Cir. 1987).

 The plaintiffs acknowledge that their principal

dissatisfaction with the permanent injunction

that the district court entered is the absence of

a finding of illegality, which they wish to

brandish in their continuing struggle with

Fitzgerald and his clique for control of Local

134. Had the injunction that the judge entered

been narrower than the plaintiffs wanted, they

could have appealed just like any other plaintiff

who obtains only partial relief in the trial

court and is dissatisfied. See, e.g., Deposit

Guaranty National Bank v. Roper, 445 U.S. 326,

332-33 (1980); EEOC v. Chicago Club, 86 F.3d

1423, 1431 (7th Cir. 1996); see also Electrical

Fittings Corp. v. Thomas & Betts Co., 307 U.S.
241 (1939) (appeal by prevailing defendant);

LaBuhn v. Bulkmatic Transport Co., 865 F.2d 119,

121-22 (7th Cir. 1988) (ditto). The plaintiffs

drafted the preliminary injunction that the judge

entered, however, and so far as the terms of the

permanent injunction are concerned all the

plaintiffs wanted was for him to make the

preliminary injunction permanent, and he did so.

The permanent injunction forbids exactly what the

plaintiffs want it to forbid. But they argue that

it is invalid because of its lack of a finding

that the defendants violated the law, and if this

is right it means that the relief they obtained

was illusory--a proper basis for a "winning"

plaintiff to appeal.

 The requirements for a valid injunction are

found in Rule 65(d) of the Federal Rules of Civil

Procedure, which provides, so far as pertinent

here, that "every order granting an injunction .

. . shall set forth the reasons for its issuance;

shall be specific in terms; shall describe in

reasonable detail, and not by reference to the

complaint or other document, the act or acts

sought to be restrained." The order granting the

injunction in this case does not contain the

material required by the rule; all it says is

that the court grants the defendants’ motion to

enter a permanent injunction. The order contains

no reasons and no terms, and in conspicuous

contradiction of the rule incorporates by

reference another document, namely the

preliminary injunction. The order, in short, is a

clear violation of Rule 65(d), International

Longshoremen’s Ass’n v. Philadelphia Marine Trade

Ass’n, 389 U.S. 64, 74-76 (1967); Schmidt v.

Lessard, 414 U.S. 473 (1974) (per curiam); PMC,

Inc. v. Sherwin-Williams Co., 151 F.3d 610, 619-

20 (7th Cir. 1998), but also a harmless one, and

it does not render the injunction unenforceable

and so the plaintiffs have no legal basis for

complaining. When the terms of an injunction,

although not set forth in a separate document as

the rule requires, can be inferred from the

documentary record with sufficient clarity to

enable a violation of those terms to be punished

as a contempt, the injunction is enforceable.

Metzl v. Leininger, 57 F.3d 618, 619 (7th Cir.

1995); Chicago & North Western Transportation Co.

v. Railway Labor Executives’ Ass’n, 908 F.2d 144,

149-50 (7th Cir. 1990). That is the case here.

The preliminary injunction that the judge had

entered in February of last year complied with

Rule 65(d); the defendants’ motion which the

judge granted asked him to make the preliminary

injunction permanent; and so the granting of the

motion was the equivalent of reissuing the

preliminary injunction but striking through the

word "preliminary," just as in Chicago & North

Western Transportation Co. v. Railway Labor
Executives’ Ass’n, supra, 908 F.2d at 150; see

also Advent Electronics, Inc. v. Buckman, 112

F.3d 267, 273 (7th Cir. 1997).

 Well, almost the equivalent; so far as the legal

basis for the permanent injunction is concerned,

the plaintiffs point out that the order entering

the preliminary injunction recited only that "the

Plaintiffs have made a reasonable showing of

likely success on the merits," whereas the

predicate for a permanent injunction would have

to be that they had prevailed on the merits. A

preliminary injunction is intended to protect the

status quo while the case proceeds, not to

adjudicate the merits. A plaintiff cannot obtain

a permanent injunction merely on a showing that

he is likely to win when and if the merits are

adjudicated. University of Texas v. Camenisch,

451 U.S. 390, 394-95 (1981); Plummer v. American

Institute of Certified Public Accountants, 97

F.3d 220, 229 (7th Cir. 1996); K-Mart Corp. v.

Oriental Plaza, Inc., 875 F.2d 907, 915 (1st Cir.

1989).

 True; and this is another example of the sloppy

way in which the case was handled in the district

court. But it is not true that a permanent

injunction is invalid unless it recites that the

defendants violated the law. The obvious

counterexample is a permanent injunction entered

pursuant to a consent agreement in which the

defendants deny liability. See, e.g., United

States v. Accra Pac, Inc., supra, 73 F.3d at 631.

In such a case there is no adjudication of the

merits, yet the injunction is valid. The

plaintiffs in this case did not consent to the

entry of the permanent injunction, because it was

unaccompanied by a finding of liability. But that

does not mean that the injunction was invalid, as

would be obvious if the injunction had been

entered after the defendants defaulted, as in SEC

v. Worthen, 98 F.3d 480, 481 (9th Cir. 1996).

Although Rule 65(d) does require that the order

granting the injunction "set forth the reasons

for its issuance," they need not take the form of

findings that the defendant violated the law. The

reason for the injunction might simply be that

the defendant had consented to its entry--that in

fact was the reason the judge gave when he

dismissed the suit. He gave a reason, too, why

the plaintiffs’ objection should not be

controlling. He said that the plaintiffs had got

all they were entitled to, and he was right,

given that the injunction is valid and prohibits

exactly the same conduct that the plaintiffs

wanted it to prohibit. All that is missing is a

finding of violation, and we have seen that this

is not a prerequisite to the issuance of a valid

injunction.
 Let us move now to what we’re calling the second

appeal. In defending the judge’s refusal to allow

the plaintiffs to amend their complaint to add a

claim under section 501 of the LMRDA Act, the

defendants emphasize that the motion was made

long after the case was filed. The complaint was

filed in January of 1999; the amendment was not

sought until November. But the delay cannot be

dispositive, and for two reasons. First, the

reason the plaintiffs delayed was to give the

local a chance to sue the Club and its officers.

A suit under section 501 by union members is a

derivative suit. See, e.g., O’Hara v. Teamsters,

151 F.3d 1152, 1161 (9th Cir. 1998); Weaver v.

United Mine Workers, 492 F.2d 580, 582 (D.C. Cir.

1973) (per curiam). The officers have defrauded

the union, and only if the union (for example

because controlled by the dishonest officers)

refuses to bring suit are the members permitted

to do so. So the plaintiffs had to give the union

a chance to decide whether to sue (of course it

decided not to). Second, the question whether to

bar an amendment to the complaint because of

undue delay is committed to the discretion of the

district court, Foman v. Davis, 371 U.S. 178, 182

(1962); Chaveriat v. Williams Pipe Line Co., 11

F.3d 1420, 1430 (7th Cir. 1993); Clemmons v.

Delo, 177 F.3d 680, 686 (8th Cir. 1999), and the

court here did not exercise any discretion. It

forbade the amendment on the sole ground that the

claim sought to be added did not state a claim.

If the judge was wrong in this legal ruling, the

case must be returned to him for an exercise of

his discretion.

 We think he was wrong. Although section 501 is

primarily aimed at preventing officers from

misusing union funds, Tile, Etc., Int’l Union v.

Local 25, 972 F.2d 738, 744 (7th Cir. 1992);

Talbot v. Robert Matthews Distributing Co., 961

F.2d 654, 666 (7th Cir. 1992); Hood v. Journeymen

Barbers, Etc., 454 F.2d 1347, 1354 (7th Cir.

1972); United States v. Hartsel, 199 F.3d 812,

819 (6th Cir. 1999); Morrissey v. Curran, 650

F.2d 1267, 1274 (2d Cir. 1981), it is not limited

to that conduct. The language we quoted earlier

forbids the officers to deal with the union as an

adverse party, which the defendants are accused

of having done here by taking money from

employers in order to solidify their control of

the union. The statute also forbids union

officers to obtain a personal interest adverse to

the union, which the defendants did here by

operating the Unified Social Club with funds from

employers, thus creating a conflict between their

interest in reelection and their duty to deal

with employers at arm’s length. Such conduct

violates section 501 too. United States v.

Pecora, 798 F.2d 614, 623 (3d Cir. 1986); United

States v. Cody, 722 F.2d 1052, 1057 (2d Cir.
1983); Johnson v. Nelson, 325 F.2d 646, 650-53

(8th Cir. 1963). It was therefore error for the

district judge to disallow the amendment on the

ground he did, and the case must be remanded to

enable him to make the required discretionary

judgment.

Affirmed in Part, Reversed

in Part, and Remanded.