Al Czervik LLC v. Mayor & City Cncl. of Balt.

Al Czervik, LLC, et al. v. Mayor & City Council of Baltimore, et al., Nos. 893–895,
September Term, 2022. Opinion by Nazarian, J.

TAXATION – TAX DEEDS – CONDITIONS AND PREREQUISITES

After obtaining a judgment foreclosing the right of redemption but before receiving the
deed to a given property, tax sale purchasers must pay any taxes, along with interest and
penalties, that accrue after the date of sale. Md. Code (1985, 2019 Repl. Vol.), § 14-831 of
the Tax-Property Article (“TP”). Tax sale statute does not give the circuit court discretion
to award surplus proceeds to certificate holders as “person[s] entitled” to recoup amounts
paid for water charges and environmental citations—considered taxes under the statute—
incurred after the date of sale. TP §§ 14-818(a)(4)(i), § 14-801(d).
Circuit Court for Baltimore City
Case Nos. 24-C-19-001233, 24-C-20-001149, 24-C-17-005682

REPORTED

IN THE APPELLATE COURT

OF MARYLAND*

CONSOLIDATED

Nos. 893, 894, 895

September Term, 2022
______________________________________

AL CZERVIK, LLC, ET AL.
v.
MAYOR & CITY COUNCIL OF
BALTIMORE, ET AL.
______________________________________

Nazarian,
Friedman,
Eyler, Deborah S.
(Senior Judge, Specially Assigned),

JJ.
______________________________________
Pursuant to the Maryland Uniform Electronic Legal Materials
Act (§§ 10-1601 et seq. of the State Government Article) this Opinion by Nazarian, J.
document is authentic.
______________________________________
2023-09-05 11:58-04:00

Filed: September 5, 2023

Gregory Hilton, Clerk

*At the November 8, 2022 general election, the voters of Maryland ratified a constitutional
amendment changing the name of the Court of Special Appeals of Maryland to the
Appellate Court of Maryland. The name change took effect on December 14, 2022.
Under Maryland Code (1985, 2019 Repl. Vol.), § 14-831 of the Tax-Property

Article (“TP”), tax sale purchasers pay all taxes, interest, and penalties on a property that

accrue after the date of the sale. The term “taxes” for this purpose also can include charges

for environmental citations and water charges incurred by the property’s prior owners.1

Any balance over the amount owed is considered surplus and is paid “to the person entitled

to the balance,” TP § 14-818(a)(4)(i), typically the former property owner.

This appeal involves three tax sales in the Circuit Court for Baltimore City that

resulted in post-judgment surpluses. In all three cases, the purchaser contends that it paid

post-sale environmental citation and water charges and was a “person entitled” to recover

those amounts out of the surplus proceeds—otherwise, it argued, the property owners or

the Mayor and City Council of Baltimore (“the City”) would receive a windfall beyond

that to which they were “entitled.” The purchaser contends here that the circuit court erred

by holding that it lacked discretion under TP § 14-818(a)(4) to award surplus proceeds to

certificate holders to recoup amounts they paid for water charges and environmental

citations incurred after the sale (in their view, by the former owners). We disagree and

affirm.

1
Environmental citations and water charges that become liens on a property are
considered a tax under TP § 14-801(d)(1), which defines a “[t]ax” as “any tax, or charge
of any kind due to the State or any of its political subdivisions, or to any other taxing
agency, that by law is a lien against the real property on which it is imposed or
assessed.”
I. BACKGROUND

Every March, the City issues a list of residential properties with attached liens that

will become available at the tax sale in May. Tax Sale Process, City of Baltimore,

https://taxsale.baltimorecity.gov/tax-sale-process (last visited Aug. 8, 2023), archived at

https://perma.cc/9MBR-U9HH. Thornton Mellon, LLC bids frequently on residential

properties at these tax sales. When its bids are successful, Thornton Mellon often assigns

its interest in the properties to one of its sibling entities, Ty Webb LLC and Al Czervik

LLC. For simplicity, we will refer collectively to these entities, all appellants in this case,

as “Thornton Mellon.” See Al Czervik LLC v. Mayor & City Council of Balt., 256 Md. App.

665, 669 n.1 (2023). These consolidated appeals involve Thornton Mellon’s petitions for

surplus funds after it bought three properties.

After obtaining a judgment foreclosing the right of redemption but before receiving

the deed to a given property, Thornton Mellon must pay any taxes, along with interest and

penalties, that accrue after the date of sale. TP §§ 14-831; 14-818(a)(2). Once the City

receives this payment, “any balance over the amount required for payment of taxes,

interest, penalties, and costs of sale” becomes surplus that is paid to “the person entitled to

the balance.” TP § 14-818(a)(4)(i).

Thornton Mellon doesn’t challenge the statutory obligation to pay the accrued taxes

after it obtains a judgment—it complied with this requirement in each of the three

consolidated cases before us. Instead, Thornton Mellon asserts that it is a “person entitled

to the [surplus] balance” under TP § 14-818(a)(4)(i). And as a person so entitled, Thornton

2
Mellon suggests, it should receive reimbursement from surplus proceeds for the statutorily

required taxes it paid to obtain the deed.

A. Appeal No. 893 (Cir. Ct. No. 24-C-19-001233)

On May 14, 2018, the City issued a tax sale certificate to Thornton Mellon for the

residential property located at 2032 E 31st Street (“31st Street Property”). At the tax sale,

Thornton Mellon bid $51,170.00 and paid the face value of the lien, $8,279.06, along with

a high bid premium of $4,634.00. On February 26, 2019, Thornton Mellon filed a

complaint to foreclose the right of redemption. A Judgment Foreclosing Right of

Redemption was issued by the circuit court on October 13, 2021. Thornton Mellon then

paid the balance of the bid price along with the post-sale taxes—$1,822.35 for water

charges and $3,943.43 for environmental citations—under TP § 14-844(d)(1). On October

27, 2021, a tax sale deed was issued to Thornton Mellon, assigning it the 31st Street

Property in fee simple.

On April 15, 2022, Thornton Mellon filed a petition in the circuit court under TP

§ 14-818(a)(4) seeking surplus funds and a hearing. In its petition, Thornton Mellon

requested $5,765.78—the amount it previously had paid in post-sale taxes to obtain the

deed to the 31st Street Property—from the $42,890.94 pool of surplus funds in the City’s

possession. Not remitting payment out of the surplus fund for the post-sale taxes paid

before delivery of the deed, Thornton Mellon argued, would result in either the City or the

prior owner of the 31st Street Property receiving surplus funds beyond that to which they

were entitled. Thornton Mellon urged that “[a]s a matter of fundamental fairness,” the prior

owner should be liable for the post-sale taxes. This liability, according to Thornton Mellon,

3
should come out of the surplus fund and entitled it to a refund in the amount of post-sale

taxes paid as an entitled party under TP § 14-818(a)(4).

On July 14, 2022, the circuit court denied Thornton Mellon’s petition for surplus

funds and request for hearing summarily, citing various provisions of the Tax-Property

Article holding purchasers liable for taxes that become payable after judgment:

[O]n the grounds that “judgment vests in the [P]laintiff an
absolute and indefeasible title in fee simple in the property . . .
except taxes that accrue after the date of sale.” Md. Code Ann.,
Tax-Property § 14-844(b). Further, “[P]laintiff immediately
becomes liable for the payment of all taxes due and payable
after the judgment.” Tax-Prop. § 14-844(c); see also Tax-Prop.
§ 14-831 (“All taxes accruing after the date of sale, together
with interest and penalties on the taxes, are additional liens
against the property and on passage of the final decree, are
immediately due and payable by the holder of the certificate of
sale”)[.]

Thornton Mellon filed a timely appeal.

B. Appeal No. 894 (Cir. Ct. No. 24-C-20-001149)

On May 13, 2019, the City issued a tax sale certificate for the residential property

located at 3921 Woodbridge Road (“Woodbridge Road Property”) to Thornton Mellon. To

obtain the tax sale certificate to the Woodbridge Road Property, Thornton Mellon bid

$55,766.64 and paid the face value of the lien, $2,236.32, along with a high bid premium

of $4,033.00. On February 25, 2020, Thornton Mellon filed a complaint to foreclose the

right of redemption in the circuit court. On November 9, 2021, the court issued a Judgment

Foreclosing Right of Redemption for the Woodbridge Road Property. Thornton Mellon

then paid the balance of the bid price along with the post-sale taxes, which included

4
$28,955.52 for water charges. The tax sale deed, assigning the Woodbridge Road Property

in fee simple, was issued to Thornton Mellon on January 10, 2022.

A few months later, on April 15, 2022 (the same day as the 31st Street Property

petition), Thornton Mellon filed a petition seeking surplus funds in the amount of

$28,955.52—the amount it paid for the Woodbridge Road Property water bill upon

receiving judgment—and requesting a hearing. Just as in its petition for the 31st Street

Property, Thornton Mellon urged the City to pay the requested surplus funds to it, as an

entitled party, “[a]s a matter of fundamental fairness.” On July 14, 2022, in an identical

order to the one issued in the 31st Street Property case, the circuit court denied Thornton

Mellon’s petition. A second timely appeal followed.

C. Appeal No. 895 (Cir. Ct. No. 24-C-17-005682)

The City issued a tax sale certificate to Thornton Mellon on May 15, 2017, for the

residential property located at 4407 Garrison Boulevard (“Garrison Boulevard Property”).

At the tax sale, Thornton Mellon bid $29,979.50 and paid the face value of the lien,

$3,679.09. On November 27, 2017, Thornton Mellon filed a complaint to foreclose the

right of redemption for the Garrison Boulevard Property. On August 29, 2019, the court

issued a Judgment Foreclosing Right of Redemption. Thornton Mellon paid the balance of

the bid price along with the post-sale taxes—$2,051.05 for water charges and $1,500.00

5
for environmental citations. On March 26, 2021, the City issued a tax sale deed to Thornton

Mellon that assigned it the Garrison Boulevard Property in fee simple.2

On June 6, 2022, Thornton Mellon filed a petition in the circuit court under TP

§ 14-818(a)(4) seeking surplus funds and requesting a hearing. In its petition, Thornton

Mellon asked for $3,551.05, the amount it had paid in post-sale taxes on the Garrison

Boulevard Property, from the $26,300.41 pool of surplus funds held by the City. Again,

Thornton Mellon argued that the prior owner was responsible for the water bills after the

sale. Thornton Mellon also attacked the validity of the environmental citation charges,

which were dated December 29, 2020 and addressed to Ty Webb LLC, despite the City’s

refusal to enroll Ty Webb as the owner of the property after judgment.

On July 14, 2022, the circuit court once again denied Thornton Mellon’s petition

and entered an order identical to those issued in the 31st Street Property and Woodbridge

Road Property cases. A third timely appeal followed.

2
The delay in the issuance of the tax sale deed was due to litigation on the assignability
of the judgment foreclosing the right of redemption. Ultimately, the Supreme Court of
Maryland (at the time called the Court of Appeals of Maryland*) held that judgments
of foreclosure were freely assignable. Mayor & City Council of Balt. v. Thornton
Mellon, LLC, 478 Md. 396, 452 (2022).

* At the November 8, 2022 general election, the voters of Maryland ratified a
constitutional amendment changing the name of the Court of Appeals of Maryland to
the Supreme Court of Maryland. The name change took effect on December 14, 2022.
See also Md. Rule 1-101.1(a) (“From and after December 14, 2022, any reference in
these Rules or, in any proceedings before any court of the Maryland Judiciary, any
reference in any statute, ordinance, or regulation applicable in Maryland to the Court
of Appeals of Maryland shall be deemed to refer to the Supreme Court of
Maryland . . . .”).

6
II. DISCUSSION

These three consolidated appeals raise a single question of statutory interpretation:3

whether, once a judgment foreclosing the right of redemption is granted, the tax sale

3
Thornton Mellon phrased its Questions Presented as follows:
1. In a tax sale proceeding, if the purchase price results in
surplus proceeds sufficient to cover some or all post-sale
charges for liens relating to water charges and environmental
citations incurred by a former property owner, which charges
a certificate holder must pay following the entry of a judgment
foreclosing the right of redemption, does the certificate holder
gain an interest in the surplus proceeds equal to the sum of such
charges, for which the certificate holder may request payment
pursuant to TP § 14-818(a)(4)?

2. Where the owner of a property sold at a tax sale
proceeding fails to pay a water bill and/or an environmental
citation resulting in substantial liens against the property
following the tax sale, does the Circuit Court, in accordance
with its broad authority to provide “complete relief” in a tax
sale proceeding – as this Court reaffirmed in Kona Properties,
LLC v. W.D.B. Corporation[,] 224 Md. App. 517 (2015) – have
the ability to order that a portion of any surplus proceeds be
distributed to the certificate holder in an amount equal to the
sums the certificate holder paid for said charges incurred by the
former owner of the property?

3. Alternatively, following the entry of judgment in a tax
sale proceeding, if the balance of the purchase price is
sufficient to cover some or all taxes, interest and penalties
accruing after the tax sale, is the certificate holder entitled to
pay only those amounts necessary to cover charges not covered
by the balance of the purchase price?

4. Did the trial court err and abuse its discretion in denying
Appellants’ petitions for surplus funds on the ground that a
certificate holder’s obligation to pay post-sale charges for
unpaid water bills and environmental citations precludes it

Continued . . .

7
from recouping those payments out of the surplus proceeds
from a tax sale pursuant to TP § 14-818(a)(4), where:

(a) TP § 14-818 contemplates persons besides former
property owners being entitled to surplus proceeds;

(b) the Circuit Court has broad authority to provide
complete relief in a tax sale proceeding;

(c) the requirement that a certificate holder pays post-sale
taxes following the entry of judgment does not extinguish
a former owner’s potential liability for sums paid by the
certificate holder for unpaid water bills and environmental
citations incurred by the former owner;

(d) permitting a certificate holder to claim an interest in
surplus proceeds for sums it paid for a prior owner’s unpaid
water bills and environmental citations would be consistent
with jurisprudence concerning equitable liens and equitable
subrogation;

(e) allowing certificate holders to recoup money for such
payments out of surplus proceeds is in furtherance of the
policy behind the Tax Sale Statute because it encourages
the completion of the transfer of interests;

(f) not allowing certificate holders to recoup money for
such payments is contrary to the policy behind the Tax Sale
Stat[ute] because it would dissuade certificate holders from
foreclosing the right of redemption when property owners
amass substantial liens due to their own consumption and
conduct, resulting in jurisdictions like the City not
recouping unpaid taxes and other charges; and

(g) it would be fundamentally unfair and inequitable to
permit a property owner to amass thousands of dollars in
unpaid water bills and environmental citations stemming
from the property owner’s consumption and use of the
property and receive surplus proceeds from a tax sale
without allowing a certificate holder to deduct the amounts

Continued . . .

8
statute’s requirement that a certificate holder pay all post-sale taxes precludes the

certificate holder from recouping those payments from the surplus proceeds of the tax sale

as an entitled party under TP § 14-818(a)(4).4 Because there is no dispute about the

underlying facts of these cases, we review the circuit court’s statutory interpretation de

novo. Nesbit v. Gov’t Emps. Ins. Co., 382 Md. 65, 72 (2004) (“When the trial court’s order

‘involves an interpretation and application of Maryland statutory and case law, our Court

it paid for such post-sale charges?

The City phrased its Questions Presented as follows:
1. Did the circuit court err when it held that, after judgment
is entered foreclosing on properties sold at tax sale, TP
§ 14-802, TP § 14-831, and TP § 14-844 make tax sale
purchasers (not prior homeowners) legally responsible for all
post-sale taxes, including those arising from environmental
citations and water bills, such that no automatic equitable
interest reversing the operation of the statutes was intended by
the statutes, and no automatic entitlement to a rebate for paying
such taxes is created?

2. Did the LLCs ask the circuit court to adjudicate a non-
automatic legal or equitable claim (such as unjust enrichment)
against a specific defendant, and if so, did the circuit court err
by effectively declining to adjudicate this new monetary claim,
without any of the procedures normally required of a new
claim, as part of a post-judgment motion in an action for
foreclosure of the right of redemption in a tax sale?
4
As the City notes, correctly, and Thornton Mellon concedes, nothing in the record
suggests that Thornton Mellon asked the circuit court to consider whether a tax sale
certificate holder could withhold payment for any taxes, interest, and penalties that
otherwise would be due when the balance of the purchase price would cover those
charges. Additionally, as the City notes, the record does not suggest that Thornton
Mellon asked the circuit court to adjudicate any monetary or equitable claims against
the prior homeowners. Under Maryland Rule 8-131(a), an appellate court ordinarily
will decide only issues that “plainly appear[] by the record to have been raised in or
decided by the trial court,” and we decline to consider these issues here.

9
must determine whether the lower court’s conclusions are legally correct under a de novo

standard of review.’” (quoting Walter v. Gunter, 367 Md. 386, 392 (2002)).

A. Tax Sale Certificate Holders Must Pay Post-Sale Taxes Upon
Judgment Foreclosing The Right Of Redemption.

In an issue of first impression, Thornton Mellon asks this Court to hold that a tax

sale certificate holder is entitled to file a claim for surplus funds under TP § 14-818(a)(4)5

to recoup amounts it paid for water charges and environmental citations incurred by former

owners during the period between the tax sale and entry of judgment of foreclosure.

Specifically, Thornton Mellon asserts that because the legislature did not preclude any class

of persons whom may receive surplus funds expressly, TP § 14-818(a)(4) allows a

certificate holder to file a claim for surplus proceeds to recoup paid post-sale taxes. The

City agrees that TP § 14-818(a)(4) might not preclude certificate holders from ever being

entitled to surplus funds, but contends that Thornton Mellon is not a “person entitled” in

these appeals because it has no legal right to any portion of the surplus funds. We agree

with the City and the circuit court that a plain reading of TP §§ 14-831 and 14-844 compels

5
TP § 14-818(a)(4) provides that guidance on how any surplus balance should be
distributed:
(4) Any balance over the amount required for the payment of
taxes, interest, penalties, and costs of sale shall be paid by the
collector to:

(i) the person entitled to the balance; or

(ii) when there is a dispute regarding payment of the
balance, a court of competent jurisdiction pending a court
order to determine the proper distribution of the balance.

10
the conclusion that a certificate holder is required to pay the taxes that accrue between the

sale date and the judgment and that the purchaser has no legal right to recoup those

payments through a petition for surplus funds under TP § 14-818(a)(4).

“The cardinal rule of statutory interpretation is to ascertain and effectuate the intent

of the Legislature.” Kushell v. Dep’t of Nat. Res., 385 Md. 563, 576 (2005) (citing Collins

v. State, 383 Md. 684, 688 (2004)). We assume that the General Assembly’s “intent is

expressed in the statutory language,” and we focus primarily on the statute’s language “to

determine the purpose and intent of the General Assembly.” Phillips v. State, 451 Md. 180,

196 (2017). We begin our analysis “with the plain language of the statute, and ordinary,

popular understanding of the English language dictates interpretation of its terminology.”

Kushell, 385 Md. at 576 (citing Deville v. State, 383 Md. 217, 223 (2004)).

This question turns on two statutes that dictate who is liable for post-sale taxes after

judgment. First, TP § 14-831 provides that all taxes that accrue after the date of the sale

are additional liens against the property and due in full on entry of a final decree:

Until a judgment is issued by the circuit court that forecloses
all rights of redemption in any property sold by the collector,
the property shall continue to be assessed as though no sale had
been made, whether the governing body of the county or some
other person holds the certificate of sale. Once the judgment is
passed, the property shall be transferred on the assessment
books or records to the holder of the certificate of sale
notwithstanding the provisions of § 3-104 of the Real Property
Article. After the transfer, the property shall be assessed to the
holder of the certificate of sale for property tax purposes. All
taxes accruing after the date of sale, together with interest and
penalties on the taxes, are additional liens against the property
and on passage of the final decree, are immediately due and
payable by the holder of the certificate of sale except as
provided under § 14-826 of this subtitle. The collector may not

11
deliver a deed to the person entitled to the deed until all
subsequent taxes, together with interest and penalties on the
taxes, are paid in full. . . .

(Emphasis added.)

Second, TP § 14-844 explains that the purchaser is liable for all taxes and fees upon

entry of judgment foreclosing the right of redemption:

(a) After the time limit set in the order of publication and in the
summons expires, the court shall enter judgment foreclosing
the right of redemption. An interlocutory order is not
necessary. The judgment is final and conclusive on the
defendants, their heirs, devisees, and personal representatives
and they or any of their heirs, devisees, executors,
administrators, assigns, or successors in right, title, or interest,
and all defendants are bound by the judgment as if they had
been named in the proceedings and personally served with
process.

(b) If the court finds for the plaintiff, the judgment vests in the
plaintiff an absolute and indefeasible title in fee simple in the
property, free and clear of all alienations and descents of the
property occurring before the date of the judgment and
encumbrances on the property, except taxes that accrue after
the date of sale and easements of record and any other
easement that may be observed by an inspection on the
property to which the property is subject.

(c) If the collector sold the property subject to a ground rent or
the plaintiff elected not to include the ground rent holder as a
party, the judgment vests a leasehold interest in the plaintiff.

(d) (1) Once a judgment is granted, the plaintiff immediately
becomes liable for the payment of all taxes due and payable
after the judgment. The plaintiff may be sued in an action under
§ 14-864 of this subtitle to collect all taxes due and payable
after the judgment and it is not a defense that a deed to the
property has not been recorded. On the entry of judgment, the
plaintiff shall pay the collector any surplus bid and all taxes
together with interest and penalties on the taxes due on the
property.

12
(2) (i) Once a judgment is granted, the plaintiff
immediately becomes liable from the date of the
judgment for the payment of assessments or fees
charged by a homeowners association or a
condominium association due and payable from the date
of the judgment.

(ii) The plaintiff may be sued in an action to collect all
assessments or fees charged by a homeowners
association or a condominium association due and
payable from the date of the judgment, and it is not a
defense that a deed to the property has not been
recorded.

(e) In Baltimore City where abandoned property has been sold
for a sum less than the amount due under § 14-817 of this
subtitle, in a foreclosure proceeding brought by the Mayor and
City Council, the final order may include a judgment in favor
of the city and against the person liable for taxes prior to the
sale, in the amount of the unpaid taxes, interest, penalties, and
expenses otherwise due in a tax sale.

(f) In Baltimore City, for a proceeding concerning an owner-
occupied residential property, if the court finds for the plaintiff,
the final judgment shall state whether there is a bid balance as
a result of the tax sale and that the former owner’s portion of
the bid balance may be obtained by contacting the Baltimore
City Bureau of Revenue Collections.

(Emphasis added.)

Section 14-801, which provides definitions for the tax sale statute, also is

instructive, especially § 14-801(d), which includes charges other than taxes within the

definition of “tax”:

(1) “Tax” means any tax, or charge of any kind due to the
State or any of its political subdivisions, or to any other taxing
agency, that by law is a lien against the real property on which
it is imposed or assessed.

13
(2) “Tax” includes interest, penalties, and service charges.

(Emphasis added.)

There’s no dispute that Thornton Mellon was required by these statutes to pay the

post-sale taxes due on each property after the court entered judgment foreclosing the right

of redemption. Rather, the legal question posed by Thornton Mellon is whether, after

making the required payment of post-sale taxes and obtaining the tax-sale deed, it can

petition the court under TP § 14-818(a)(4) for a refund of those payments under the notion

that the payment “does not extinguish a former owner’s potential liability for sums paid by

the certificate holder for unpaid water bills and environmental citations incurred by the

former owner.” Thornton Mellon’s overarching argument is that by paying the post-sale

taxes, it discharged the debt of the prior owner and should thus “be entitled to

reimbursement out of the surplus proceeds of the tax sale.” Despite acknowledging that it

is required to pay the post-sale taxes after obtaining judgments, Thornton Mellon contends

that the water charges and environmental citations at issue here are “fundamentally

different from real property taxes because they are directly tied to the use and conduct of

the former property owners.” According to Thornton Mellon, and even though such

charges are (by statute) “treated as ‘taxes’ for the purpose of the tax sale,” they are not

treated as taxes in other contexts. As such, Thornton Mellon claims those charges are the

obligation of the former owner and that it is entitled to recoup its payments from the surplus

proceeds.

But Thornton Mellon’s argument attempts to create ambiguity where there is none.

“‘[T]he General Assembly is presumed to have meant what it said and said what it meant.’”

14
Bellard v. State, 452 Md. 467, 481 (2017) (quoting Wagner v. State, 445 Md. 404, 418

(2015)). Indeed, “‘[w]hen the statutory language is clear, we need not look beyond the

statutory language to determine the General Assembly’s intent.’” Id. (quoting Wagner, 445

Md. at 418). And unless “‘there exist two or more reasonable alternative interpretations of

the statute,’” there is no ambiguity. Id. (quoting Wagner, 445 Md. at 418).

We agree with the City that Thornton Mellon’s interpretation of the relevant statutes

is unreasonable. The natural and ordinary meaning of TP § 14-831 is that Thornton Mellon

(or its assignee), as the “holder of the certificate of sale,” is responsible for paying all post-

sale taxes, which “are additional liens against the property” upon entry of judgment

foreclosing the right of redemption. The natural and ordinary meaning of TP § 14-844(d)(1)

is that the certificate holder is “liable for the payment of all taxes due and payable after the

judgment.” (Emphasis added.) And, as the City points out, TP § 14-801(d)(1) makes it

“abundantly clear” that the term “taxes” in these provisions includes water bills and

environmental citations which, when unpaid, become a lien against the property. When

construing a statute, we ensure that “no word, clause, sentence, or phrase is rendered

surplusage, superfluous, meaningless, or nugatory.” Blake v. State, 395 Md. 213, 224

(2006). We may not “read language into the statute that is not expressly stated or clearly

implied, or embellish a statute to expand its meaning.” Maryland-Nat’l Cap. Park & Plan.

Comm’n v. Anderson, 164 Md. App. 540, 571 (2005) (citing Johnson v. Mayor & City

Council of Balt. City, 387 Md. 1, 14 (2005)), aff’d, 395 Md. 172 (2006). And the only way

to interpret TP §§ 14-831, 14-844(d)(1), and 14-801(d)(1) without rendering them

meaningless or reading into them language not clearly implied is to require tax sale

15
certificate holders, and not former owners, to be liable for post-sale taxes, including water

charges and environmental citations incurred by the former owner.

Thornton Mellon contends that its obligation to pay post-sale taxes on the passage

of a judgment “does not absolve the [former] property owner of its debt obligation to the

City for those same charges.” Except it does, and Thornton Mellon’s argument to the

contrary attempts again to create ambiguity out of clarity. The statute allocates the burden

of these bills expressly, and, fairly or not, allocates that burden to the purchaser. In TP

§ 14-844(d)(1), the General Assembly made certificate holders, not former owners, liable

for post-sale taxes after a judgment is entered. The plain and ordinary meaning of

subsection (d)(1) illustrates the intention of the General Assembly to shift the burden of

post-sale tax liability from the prior owner to the certificate holder, the party presumably

in a better financial position to bear the burden once a judgment is entered (after all, the

property is for sale only because the purchaser failed or refused to pay outstanding taxes

or charges). Thornton Mellon conceded that it knew about the liens on the properties before

the judgments were entered. In plain English, the General Assembly has directed that the

certificate holder is liable for post-sale taxes—including water charges and environmental

citations—on entry of judgment, and the statute does not support Thornton Mellon’s

contention that the prior owners remain liable for post-sale taxes after judgment.

B. Tax Sale Certificate Holders Are Not Entitled To Recoup
Required Post-Judgment Payments From Surplus Proceeds.

Thornton Mellon goes on to argue that it qualifies as a “person entitled” to surplus

proceeds within the meaning of TP § 14-818(a)(4). Whether or not this is true is immaterial.

16
A recent case involving these same parties, in which the Supreme Court of Maryland

outlined the post-judgment obligations of the tax sale process, supports the circuit court’s

interpretation of TP § 14-844(d). Mayor & City Council of Balt. v. Thornton Mellon, LLC,

478 Md. 396 (2022). The Court highlighted TP § 14-844(d)’s directive that the certificate

holder must pay all taxes due on the property upon entry of judgment. Id. at 423. Only after

a party in Thornton Mellon’s position “fulfills these post-judgment statutory obligations—

paying the balance of the purchase price, along with taxes that have accrued post-sale”—

is the City’s obligation to deliver the deed to the property triggered. Id.; see also TP

§ 14-831 (“The collector may not deliver a deed to the person entitled to the deed until all

subsequent taxes, together with interest and penalties on the taxes, are paid in full.”).

And as such, the circuit court did not err in denying Thornton Mellon’s petitions for

surplus proceeds in these cases. Sections 14-801(d), 14-831, and 14-844(d), as outlined

above, define a certificate holder’s liability and post-judgment obligations to include

payment of all post-sale taxes incurred by the prior owner. As even Thornton Mellon

concedes, this obligation is “simply the price of admission to participate in the tax sale

process.” Thornton Mellon’s suggestion that it is a “person entitled” to the surplus proceeds

under TP § 14-818(a)(4) would render these post-judgment statutory obligations

meaningless. We are unable and unwilling to obfuscate the plain and ordinary meaning of

the tax sale statute to allow Thornton Mellon to receive a refund of the admission price

after it has enjoyed the benefits of the tax sale process fully.

Based on the plain meaning of the statutes, we hold that Thornton Mellon is not a

“person entitled” to the surplus proceeds. Because Thornton Mellon was required to pay

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the water charges and environmental citations as part of its post-judgment statutory

obligation to pay the post-sale taxes for each of the properties involved, we affirm the

circuit court’s decisions to deny these petitions.

JUDGMENT OF THE CIRCUIT COURT
FOR BALTIMORE CITY AFFIRMED.
APPELLANT TO PAY COSTS.

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