MAINE	SUPREME	JUDICIAL	COURT Reporter	of	Decisions Decision: 201 7 ME 126 Docket: Cum

- 16

- 457 Submitted

On	Briefs: May	25,	2017 Decided: June	22,	2017
Panel: SAUFLEY,	C.J. ,	and	ALEXANDER , GORMAN ,	JABAR , HJELM, and HUMPHREY, JJ.

ACADIA	RESOURCES,	INC.

v. VMS,	LLC,	et	al.

SAUFLEY,	C. J. [¶1] Acadia	 Resources,	 Inc.,	 appeals	 from	 a	 judgment	 of	 the	 District Court	(Portland, Woodman,	J. )	dismissing	its	fraudulent	transfer	complaint	as having	 been	 filed	 outside	 the applicable statute	 of	 limitations. Because	 we agree	 with	 Acadia	 that the	 court	 should	 have	 treated	 the	 motion	 to	 dismiss filed	by VMS,	LLC,	and	VEI,	LLC, as	a	motion	for summary	judgment ,	we	vacate the	judgment	and	remand	the	matter	for	further	proceedings. [¶2 ] In	 April	 2016, Acadia	 filed	 a	 complaint against	 VMS	 and	 VEI alleging the	following facts

. Acadia agreed	to	lend	VMS	money	through	a	line
of	credit	 on	 or	about August	3,	2006. In	November	2008,	VMS defaulted	 on the	agreement	by	failing	to	pay	amounts	due,	which	remain	unpaid. After	the default,	o n	April	21,	2010,	VMS	executed	a	deed	to	VEI	of	real	property	located2
on	Middle	Road	in	Falmouth. The	deed	was	reco rded eight	months	later, on December	21,	2010. [¶3 ] Acadia’s	complaint	alleged that	the	transfer	of	real	property	from
VMS	 to	VEI	violated	 the	Unifo rm	Fraudulent	Transfer	Act, 14 M.R.S.	§§	357 5,
3576 (2016)

. VMS	and	VEI	moved	to	dismiss	the	complaint	pursuant	to M.R.
Civ. P. 12(b ) (6) on the	 ground	 that the applicable six

- year statute	 of limitations	began	to	run	on	April	21,	2010,	and therefore expired	on	April	21,
2016

— one	 day	 before the	 date	 that	 the	 docket	 r ecord	 indicates Acadia’ s complaint	was filed. See 14	M.R.S.	§	3580	(2016)

. [¶ 4 ] Acadia	 objected	 to	 the	 motion and argued,	 among	 other	 things,
that the motion	 to	 dismiss	 should	 be	 treated	 as	 a	 motion	 for	 summary judgment	because	extrinsic	evidence showed	that	the	complaint	was	 filed	on April	21,	2016 ,	not	April	22,	2016 , as	docketed

. Acadia’s	attorney	attached	an
affidavit from	 her	 paralegal averring	 that	 she	 had	 sent	 the	 complaint	 to	 the
clerk’s	office by	overnight	mail on	April	20,	2016, and the paralegal included
as	an	exhibit to	that	affidavit a	FedEx	receipt	showing	that	a clerk	had signed for	 the	 parcel	 containin g the	 complaint and	 filing	 fee on	 the	 morning	 of April 21,	2016.3 [¶ 5 ] Without	 hearing	 further	 from	 the	 parties,	 t he	 court	 granted the motion	 to	 dismiss	 the	 complaint	 with	 prejudice. Acadia appealed	 from	 the judgment	of	dismissal

. See 14	M.R.S.	§ 1901	(2016) ; M.R. App.	P.	2

. [¶ 6 ] When	a	party	has	moved	to	dismiss	a	complaint	for	failure	to	state a	 claim	 upon	which	 relief	 can	 be granted,	 but	 “matters	 outside	 the	 pleading are	 presented	 to	 and	 not	 excluded	 by	 the	 court, ” the	 court	 must	 treat	 the

motion “ as	one	for	summary	judgment. ” M.R.	Civ.	P.	12(b) ; see Estate	of	Kay	v. Estate	of	Wiggins ,	2016	ME	108,	¶	9,	143	A.3d	1290 ; Angell v.	Hallee ,	2012	ME 10,	¶ 12,	36	A.3d	922

. When a motion	to	dismiss	is	converted	to	a	motion	for summary	 judgment, “a ll	 parties	 shall	 be	 given	 reasonable	 opportunity	 to present	 all	 material	 made	 pertinent	 to	 such	 a	 motion	 by	 Rule	 56. ” M.R.
Civ. P. 12(b ); see Beaucage	 v.	 City	 of	 Rockland ,	 2000	 ME	 184,	 ¶	 5,	 760	 A.2d
1054

. [¶ 7 ] Here, Acadia’s	submission	of extrinsic	evidence	in	 the	 form	of	an
affidavit	 with	 exhibits , including	 a	 FedEx	 receipt, converted	 the	 motion to
dismiss	to	a	motion for	summary	judgm ent , cf. Moody	v.	State	Liquor	&	Lottery Comm’n, 2004	 ME	 20,	 ¶	 11,	 843	 A.2d	 43 ,	 and the	 court	 erred	 in failing	 to proceed	 with	 the summary	 judgment process , see M.R. Civ. P. 12(b),	 56.4 Accordingly,	 we vacate	 the	 judgment	 of dismissal and	 remand	 for further proceedings

. 1 The	entry	is: Judgment dismissing	 the	 complaint vacated

. Remanded	for	further	proceedings.

Allison	 A.	 Economy,	 Esq.,	 Rudman Winchell,	 Bangor,	 for	 appellant Acadia Resources,	Inc. Thomas	 L.	 Douglas,	 Esq.,	 Douglas	 McDaniel	 Campo	 &	 Schools	 LLC,	 PA, Westbrook,	for	appellee s VMS , LLC , and VEI , LLC

Portland	District	Court	docket	number	RE

- 2016

- 9 F OR C LERK R EFERENCE O NLY

1 Acadia	 also	 argues	 on	 appeal	 that	 the	 statute	 of	 limitations	 did	 not	 begin	 to	 run	 until December 21,	2010,	when the	deed from	VMS	to	VEI was recorded in	the	registry	of	deeds ,	citing to 14	M.R.S.	 § 3577(1)(A)	 (2016) and 33 M.R.S.	 §	 201	 (2016)

. Acadia	may	 raise	 that	 and	 any	 other pertinent issues	for	the	motion	court’s full consideration on	remand

.