TaylorWest v. Olds

2009 UT 86
This opinion is subject to revision before final
publication in the Pacific Reporter.
IN THE SUPREME COURT OF THE STATE OF UTAH
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Taylor-West Weber Water 	No. 20080504
Improvement District,
Plaintiff and Appellee,
v.
Jerry Olds, State Engineer of the
State of Utah; Weber Basin Water
Conservancy District; and
United States of America Bureau
of Reclamation,
Defendants and Appellees,
__________________________________
F I L E D
Roy City,
Intervenor and Appellant. 	December 22, 2009
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Second District, Ogden Dep’t
The Honorable Pamela G. Heffernan
No. 070904167
Attorneys: 	Mark H. Anderson, Brett B. Rich, Salt Lake City, for
plaintiff
Mark L. Shurtleff, Att’y Gen., Norman K. Johnson,
Julie I. Valdes, Asst. Att’ys Gen., Salt Lake City,
for defendant Jerry Olds
Jody L. Williams, Steven J. Vuyovich, Salt Lake City,
for defendant Weber Basin Water Conservancy District
J. Craig Smith, Bryan C. Bryner, Salt Lake City, for
intervenor
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PARRISH, Justice:

No. 20080504 	2
INTRODUCTION
¶1 	In this case we consider whether a nonparty to an
informal agency adjudication, which lacks standing to seek
judicial review of the agency’s decision, can intervene in the de
novo review of that decision in the district court. 	Because
intervention in the de novo review of an agency decision is
governed by the Utah Rules of Civil Procedure, we conclude that
the district court erred when it failed to consider the rules of
civil procedure in denying Roy City’s petition to intervene. 	We
therefore reverse.
FACTUAL AND PROCEDURAL BACKGROUND
¶2 	Roy City seeks to intervene in the district court’s de
novo review of the state engineer’s decision to grant a water
right to Taylor-West Weber Water Improvement District (“TWW”).
Roy City alleges that the water right given to TWW will divert
water from an underground aquifer that currently supplies Roy
City’s wells. 	Although Roy City filed a protest, which the state
engineer considered when it granted the water right to TWW, the
protest was filed over six months after the twenty-day filing
deadline to become a party to the adjudication under Utah
Administrative Rule 655-6-3 and Utah Code section 73-3-7. 	As a
result, Roy City was not considered a party to the informal
adjudicative proceeding. 	Ultimately, the state engineer granted
TWW a water right, but only granted the right for ten years. 	TWW
appealed the conditional approval, and Roy City sought to
intervene in the district court’s de novo review under Utah Rule
of Civil Procedure 24. 	The district court denied Roy City’s
motion to intervene, finding that Roy City had no “standing or
right to participate” and had failed to exhaust its
administrative remedies. 	We have original jurisdiction over
appeals from the district court’s de novo review of an informal
adjudicative proceeding. 	Utah Code Ann. § 78A-3-102(3)(f)
(2008).
STANDARD OF REVIEW
¶3 	A motion to intervene involves questions of law and
fact. 	Moreno v. Bd. of Educ., 926 P.2d 886, 888 (Utah 1996). 	We
review the district court’s legal determinations for correctness,
affording no deference to its conclusions. 	Id. 	We do not
disturb the district court’s factual findings unless they are
clearly erroneous. 	Id. 	Because the district court has
discretion in determining whether to grant permissive
intervention, we review denials of rule 24(b) motions to
intervene under an abuse of discretion standard. 	The district

3 	No. 20080504
court abuses its discretion when it relies on an erroneous
conclusion of law to come to its decision. 	Kilpatrick v.
Bullough Abatement, Inc., 2008 UT 82, ¶ 23, 199 P.3d 957.
Mandatory intervention under rule 24(a), however, turns on a
legal determination, which we review de novo. 	In re Marriage of
Gonzalez, 2000 UT 28, ¶ 16, 1 P.3d 1074.
ANALYSIS
¶4 	Roy City appeals the district court’s denial of its
motion to intervene, arguing that because it meets the criteria
for intervention under Utah Rule of Civil Procedure 24, the court
should not have considered whether Roy City exhausted its
administrative remedies or had the right to seek judicial review
of the agency adjudication. 	TWW argues that Roy City was
required to establish standing to seek judicial review before
intervening, that the Utah Administrative Procedure Act’s (UAPA)
proscription on intervention in informal adjudicative proceedings
applies to the district court’s de novo review of the proceeding,
and that Roy City cannot intervene because it did not exhaust its
administrative remedies. 	The State Engineer argues that allowing
a nonparty to the underlying administrative adjudication to
intervene in the district court’s de novo review violates the
requirements of UAPA and interferes with the public policy of
allowing the state engineer to administer water rights.
I. 	THE DISTRICT COURT ABUSED ITS DISCRETION WHEN IT DENIED ROY
CITY’S MOTION TO INTERVENE WITHOUT CONSIDERING UTAH RULE OF CIVIL
PROCEDURE 24
¶5 	Upon an adverse ruling in an informal agency
adjudication conducted by the state engineer, an aggrieved party
may seek judicial review in the district court. 	Utah Code Ann.
§§ 63G-4-401 to 402 (2008). 	UAPA clearly states that the
pleadings and procedure of the district court’s review of
administrative adjudications are governed by the Utah Rules of
Civil Procedure. 	Id. § 63G-4-402(2)(b). 	Further, no separate
statute mandates any additional requirements for potential
intervenors. 	Therefore, Roy City’s motion to intervene should be
considered under Utah Rule of Civil Procedure 24. 	The district
court therefore erred when it failed to consider the motion under
the rules of civil procedure and abused its discretion by denying
the motion.
¶6 	UAPA governs judicial review of state agency action.
Id. § 63G-4-102(1)(b). 	Once a party has exhausted its
administrative remedies, it may seek district court review of
“final agency actions resulting from informal adjudicative

1 TWW argues that UAPA’s procedural rules should apply in
the district court proceeding, citing Utah Code section 78A-5-
102(7)(a) (2008), which require the district court to “comply
with the requirements of [UAPA] in its review of agency
adjudicative proceedings.” 	However, UAPA specifies that the Utah
Rules of Civil Procedure govern the de novo review. 	Therefore,
any procedural aspect of the de novo review, including the rule
pertaining to intervention, is governed by the Utah Rules of
Civil Procedure, not UAPA’s requirements for informal
adjudicative proceedings.
2 We have not addressed whether a party needs to establish
standing separately from meeting the rule 24 criteria for
intervention. 	Although there is a split in authority as to
whether an intervenor must be able to establish standing apart
from meeting the requirements of rule 24, we find no support for
such an argument in the text of the rule. 	See San Juan County v.
United States, 503 F.3d 1163, 1172 (10th Cir. 2007) (en banc)
(finding that no standing is necessary in determining whether a
party can intervene under Federal Rule of Civil Procedure 24).
No. 20080504 	4
proceedings.” 	Id. § 63G-4-402(1)(a). 	The district court
accomplishes this review by conducting a de novo trial governed
by the Utah Rules of Civil Procedure. 	Id. § 63G-4-402(2)(b). 1
Under the Utah Rules of Civil Procedure, a party must be allowed
to intervene if it makes timely application and if the
disposition of an action could potentially impair its interest in
the property at issue and no other party to the litigation
represents its interests. 2 	Utah R. Civ. P. 24(a). 	The district
court may allow intervention upon timely application when the
party seeking to intervene has “a question of law or fact in
common” with the main action. 	Utah R. Civ. P. 24(b).
¶7 	The district court did not rely on rule 24 when it
denied Roy City’s Motion to Intervene. 	The court made the
following findings in support of its denial:
1. 	Roy City unintentionally missed the
deadline for filing its protest on
Plaintiff’s Application to Appropriate Water
in the administrative proceeding before the
Utah Division of Water Rights.
2. 	Roy City was not a party to the
underlying administrative proceeding because
its protest was late and untimely.
3. 	As a non-party and late protestant
to the underlying administrative proceeding,
Roy City has no standing or right to

5 	No. 20080504
participate in this proceeding for judicial
review.
4. 	By not fully participating in the
underlying administrative proceeding, Roy
City did not fully exhaust all administrative
remedies requisite to participation in this
proceeding for judicial review.
These findings illustrate that the district court denied Roy
City’s Motion to Intervene on the basis of criteria not expressed
in rule 24. Therefore, the court abused its discretion in denying
Roy City’s motion. 	Because rule 24 does not impose additional
requirements on Roy City in order to intervene, and because
intervenors have different rights from parties who seek judicial
review, Roy City need not exhaust administrative remedies before
being granted leave to intervene in the district court’s de novo
trial of the state engineer’s decision. 	Thus, as an intervenor
in TWW’s de novo review proceeding, Roy City need not satisfy the
requirements for party status under UAPA.
II. 	THE UTAH RULES OF CIVIL PROCEDURE DO NOT REQUIRE AN
INTERVENOR IN A DE NOVO TRIAL TO EXHAUST ITS ADMINISTRATIVE
REMEDIES
¶8 	Under UAPA, only parties that have exhausted their
administrative remedies by participating in the agency
adjudication may seek judicial review. 	Utah Code Ann. § 63G-4-
401(2). 	TWW relies on Ball v. Public Service Commission to argue
that because Roy City was neither a party nor an intervenor in
the underlying informal adjudicative proceeding and could not
seek judicial review, it does not have standing to intervene in
the district court’s de novo review of the state engineer’s
decision. 	See Ball v. Pub. Serv. Comm’n, 2007 UT 79, ¶ 44, 175
P.3d 545. 	However, an intervenor is not the same as a party
seeking judicial review, and nothing in the rules of civil
procedure or UAPA requires that intervenors demonstrate party
status or exhaust their administrative remedies in order to
intervene in the district court’s de novo review of an
administrative proceeding.
¶9 	In Ball, we determined that a prospective intervenor,
properly denied intervention at the administrative level, could
not seek appellate review of an agency decision reached after a
formal adjudication. 	Id. 	Relying on the relevant sections of
the Public Utilities Act, we concluded that a prospective
intervenor lacks standing to seek judicial review unless he has
exhausted his administrative remedies and can show that his
inability to seek judicial review at the appellate level has

3 	“Because the Utah Rules of Civil Procedure are patterned
after the Federal Rules of Civil Procedure, where there is little
Utah law interpreting a specific rule, we may look to the Federal
Rules of Civil Procedure for guidance.” 	Bichler v. BEI Sys.,
Inc., 2009 UT 63, ¶ 24 n.2, ___P.3d___.
No. 20080504 	6
“substantially prejudiced” his interest. 	Id. ¶ 48. 	However,
Ball is distinguishable from this case. 	Notably, Ball involved
an appeal directly to the appellate court from a formal
adjudicative proceeding under the Public Utilities Act and thus
was governed by the provisions of that act and the rules of
appellate procedure rather than the rules of civil procedure.
See Utah Code Ann. § 63G-4-403(3). 	Further, the party denied
intervention at the administrative level in Ball was actually
seeking to initiate judicial review. 	Id. ¶ 44. 	Although failure
to participate at the administrative level may affect a party’s
right to seek appellate review of a formal agency decision, it
does not affect that party’s right under Utah Rule of Civil
Procedure 24 to intervene in a de novo judicial review proceeding
initiated by another party. 	See S & G, Inc. v. Morgan, 797 P.2d
1085, 1087 (Utah 1990) (“[Plaintiff] waived its right to judicial
review by failing to participate in the administrative
proceedings.”).
¶10 	Rule 24 does not require that intervening parties have
standing to initiate a review proceeding, only that they meet the
criteria listed within the rule. 	Unlike a case in which the
district court lacks subject matter jurisdiction because the
party seeking judicial review has not exhausted its
administrative remedies, intervenors under rule 24 need not
establish a separate jurisdictional basis for their intervention.
¶11 	Both the State Engineer and TWW argue that allowing Roy
City to intervene at the de novo review level when it failed to
participate in the proceeding below will undermine the de novo
review process. 	But Roy City, as an intervenor, will still be
limited by both the requirements of rule 24 and our prior cases
that limit the subject matter of de novo review proceedings of
administrative adjudications in the district court.
¶12 	For instance, although those allowed to intervene under
Federal Rule of Civil Procedure 24 have “equal standing with the
original parties,” 3 7C Charles Alan Wright, Arthur R. Miller &
Mary Kay Kane, Federal Practice and Procedure § 1920 (3d ed.
1998), the intervening party may be subject to dismissal if the
original party dismisses the suit and the intervening party has
no separate standing. 	See Goto v. D.C. Bd. of Zoning Adjustment,
423 A.2d 917, 922 (D.C. 1980) (finding that although an

7 	No. 20080504
intervenor’s claim could not remedy a jurisdictional defect with
the original party, the claim could only be considered because
the intervenor had independent standing to bring the claim).
Further, upon a showing that the original parties would be
prejudiced by a broad intervention, the court may limit the
issues that an intervenor may litigate. 	See Wright & Miller §
1922. 	In addition, the intervening party is subject to the same
limitations on claims as the party that sought judicial review of
the administrative agency decision. 	Only those issues that were
brought to the factfinder’s attention at the administrative level
may be litigated in the de novo review in the district court.
Badger v. Brooklyn Canal Co., 966 P.2d 844, 847 (Utah 1998).
CONCLUSION
¶13 	We conclude that the plain language of UAPA and the
Utah Rules of Civil Procedure mandate that the district court
consider motions to intervene under Utah Rule of Civil Procedure
24. We hold that the district court abused its discretion by
failing to consider the motion under this rule. 	Therefore, we
reverse the district court’s denial of Roy City’s motion to
intervene and remand for reconsideration under rule 24.
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¶14 	Chief Justice Durham, Associate Chief Justice Durrant,
Justice Wilkins, and Justice Nehring concur in Justice Parrish’s
opinion.
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