Champagne v. Bozer

NOTICE: NOT FOR OFFICIAL PUBLICATION.
UNDER ARIZONA RULE OF THE SUPREME COURT 111(c), THIS DECISION IS NOT PRECEDENTIAL
AND MAY BE CITED ONLY AS AUTHORIZED BY RULE.

IN THE
ARIZONA COURT OF APPEALS
DIVISION ONE

IN THE MATTER OF:

THE RICK CHAMPAGNE REVOCABLE TRUST

and

THE R L TRUST

No. 1 CA-CV 24-0536 PB
FILED 11-19-2025

Appeal from the Superior Court in Maricopa County
No. PB2023-050690
No. PB2023-050691
The Honorable Vanessa N. Smith, Judge Pro Tempore

AFFIRMED

COUNSEL

Warner Angle Hallam Jackson & Formanek PLC, Phoenix
By Jerome K. Elwell, Phillip B. Visnansky
Counsel for Appellant Jay Douglas Wiley, II

Becker & House PLLC, Scottsdale
By Mark E. House, Amanda L. Barney
Counsel for Appellee Amanda Champagne
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Decision of the Court

MEMORANDUM DECISION

Presiding Judge D. Steven Williams delivered the Court’s decision, in
which Judge Andrew M. Jacobs and Judge Michael S. Catlett joined.

W I L L I A M S, Judge:

¶1 Jay Douglas Wiley II appeals the superior court’s dismissal of
a count of his counter-petition filed against Amanda Champagne
(“Amanda”) and the denial of his request to amend his counter-petition.
For the following reasons, we affirm.

FACTS AND PROCEDURAL HISTORY

¶2 Rick Champagne (“Rick”) created The Rick Champagne
Revocable Trust U/A/D February 21, 2005, As Restated and Amended,
A.K.A., the AVNL Trust (“the Trust”). The Trust contains a no-contest
clause and names Rick’s daughter, Amanda, among its beneficiaries.

¶3 Rick founded Champagne Holdings, LLC, and conferred a
controlling interest in the company upon the Trust. The Trust names
Amanda, Wiley, and Christopher Bozer as successor co-trustees. The Trust
also appoints Wiley and Bozer as co-trustees “with respect to the control,
management and voting power of all voting units in Champagne Holdings,
LLC.” The Trust instructs the trustee to comply with documents and
provisions governing the Trust’s requirement to sell its interests in
Champagne Holdings, which is governed by an operating agreement.

¶4 After Rick died, Wiley and Bozer authorized the sale of the
Trust’s interest in Champagne Holdings to Bozer and David Kaple.
Amanda, as co-trustee of the Trust, then filed an amended verified petition
in probate court against Wiley, Bozer, Kaple, and Champagne Holdings.
She alleged Wiley and Bozer breached their fiduciary duties by selling the
controlling interest in Champagne Holdings without disclosing the
transaction or its terms to her or to the Trust’s other beneficiaries and for
significantly less than fair market value. She petitioned the court to remove
Wiley and Bozer as co-trustees, appoint a successor special trustee, and
void the sale of the Trust’s interest in Champagne Holdings.

¶5 Wiley, as co-trustee of the Trust, filed a counter-petition,
alleging in Count One that Amanda’s petition challenging the sale of

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Champagne Holdings triggered the Trust’s no-contest clause, thereby
terminating her beneficial interest in the Trust. Wiley argued the Trust
instructed him to comply with the provisions and documents governing the
Trust’s requirements to sell its interests in Champagne Holdings in
accordance with Champagne Holding’s operating agreement.

¶6 Amanda, in her capacity as a beneficiary of the Trust, moved
to dismiss Count One of Wiley’s counter-petition for failure to state a claim
upon which relief could be granted. She argued her filing of the petition in
her capacity as a co-trustee, not as a beneficiary, did not violate the Trust’s
no-contest clause.

¶7 After oral argument, the probate court dismissed Count One.
The court denied Wiley’s request to amend the counter-petition and
entered final judgment.

¶8 We have jurisdiction over Wiley’s timely appeal under Article
6, Section 9, of the Arizona Constitution and A.R.S. § 12-2101(A)(1). 1

DISCUSSION

I. Dismissal of Count One

¶9 Wiley argues the superior court erred in dismissing Count
One of his counter-petition—a ruling we review de novo. See Coleman v. City
of Mesa, 230 Ariz. 352, 355, ¶ 7 (2012). The superior court may dismiss a
claim for “failure to state a claim upon which relief can be granted.” Ariz.
R. Civ. P. 12(b)(6). Dismissal is appropriate if the plaintiff is not “entitled to
relief under any interpretation of the facts susceptible of proof.” Coleman,
230 Ariz. at 356, ¶ 8 (2012). We assume the truth of all well-pleaded factual
allegations. Cullen v. Auto-Owners Ins., Co., 218 Ariz. 417, 419, ¶ 7
(2008).“[M]ere conclusory statements are insufficient to state a claim upon
which relief can be granted.” Id.

¶10 Wiley alleged Amanda violated the trust’s no-contest clause
when she filed her petition, thereby terminating her beneficiary status. We

1 After Wiley filed the notice of appeal and both parties submitted appellate

briefing, the superior court removed Bozer as a co-trustee. The court then
suspended both Amanda and Wiley as co-trustees and appointed Jeffrey
Manley as the sole trustee. Manley takes no position in this dispute on
behalf of the trust and declined to prosecute the underlying petitions in
superior court. The superior court permitted Amanda and Wiley to
continue prosecuting their respective petitions at their own expense.

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turn to the text of the no-contest clause to determine whether Wiley
sufficiently pleaded a violation of the trustor’s intent as stated in the
no-contest clause. See In re Estate of Zilles, 219 Ariz. 527, 530, ¶ 8 (App. 2008)
(noting the goal in interpreting a trust provision is to “ascertain the intent
of the trustor” by “consider[ing] the text of the trust as a whole”) (internal
quotation marks and citation omitted).

¶11 The Trust’s no-contest clause states:

If any person in any manner, directly or indirectly . . . ,
contests or attacks this instrument or any of its provisions or
seeks to impair or invalidate any part or provision of the
Trustor’s estate plan, any share or interest given to that
contesting person under this trust is revoked and shall be
disposed of in the same manner provided as if that contesting
person had predeceased the date of this instrument without
leaving issue surviving him. . . .

[T]he words “contest”, “attack”, “impair”, and “invalidate”
include but are not limited to any claim asserted against this
trust, the will of the Trustor, the estate of the Trustor, the
estate plan of the Trustor, or any assets encompassed by
Trustor’s estate plan.

¶12 On appeal, Wiley argues the following allegations of his
counter-petition sufficiently pleaded a claim that Amanda violated the
Trust’s no-contest clause:

o Wiley and Bozer were appointed as independent
trustees to manage the Trust’s interest in Champagne
Holdings;

o the Trust contains a no-contest clause;

o the Trust directs Wiley and Bozer to comply with the
buy/sell provisions of Champagne Holdings’
operating agreement;

o by seeking to void the sale of the Trust’s interests in
Champagne Holdings, Amanda sought to invalidate
Wiley and Bozer’s authority under the Trust and Rick’s
expressed intentions;

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o by claiming that Wiley breached fiduciary duties
related to the sale of the Trust’s interests in
Champagne Holdings, Amanda sought to invalidate
Wiley and Bozer’s authority as the two trustees
authorized to sell the Trust’s interest in Champagne
Holdings.

¶13 Contrary to Wiley’s contention, these allegations do not state
a claim that Amanda violated the no-contest clause. The counter-petition
does not allege that Amanda contested, attacked, impaired, invalidated, or
asserted a claim against the Trust, Rick’s Will, Rick’s estate, or Rick’s estate
plan—the specific actions enumerated in the no-contest clause that trigger
its application. And although Amanda’s petition named as a respondent
Champagne Holdings (the controlling interest of which was the Trust’s
most significant asset), Amanda did not allege any claims against
Champagne Holdings. Instead, she directed claims solely against Wiley
and Bozer.

¶14 Wiley alleged Amanda’s petition violates the Trust’s no-
contest clause because it challenges the Trust’s validity, the co-trustees’
authority, and the sale of the Trust’s interests in Champagne Holdings—
asserting Wiley and Bozer breached their fiduciary duties by
consummating the sale. Amanda argues these particular allegations are
conclusory and her petition does not challenge Wiley’s authority or
obligations under the Trust but rather seeks to enforce the Trust’s terms
pursuant to her statutory duty under A.R.S. § 14-10703(G) to remedy
material breaches of trust by Wiley and Bozer. We agree these allegations
are legal conclusions, which are insufficient to state a claim. See Cullen, 218
Ariz. at 419, ¶ 7. Moreover, Amanda’s petition did not allege the Trust was
invalid or that Wiley and Bozer had no authority under the Trust’s
provisions.

¶15 Finally, Wiley’s argument that a trustee who is also a
beneficiary of a trust can violate a trust’s no-contest clause based on actions
purportedly taken as a trustee provides no basis to vacate the superior
court’s ruling. Our decision focuses narrowly on the sufficiency of the well-
pleaded facts in Count One of Wiley’s counter-petition, which we conclude
fail to state a claim that Amanda violated the Trust’s no-contest clause.2

2 Given our resolution of this case, we need not consider Amanda’s
argument that enforcement of no-contest clauses against trustees acting in
their fiduciary capacity trying to enforce the terms of a trust are prohibited.

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II. Denial of Request to Amend Counter-Petition

¶16 Wiley argues the superior court erred in denying his request
to amend his counter-petition, which he first asserted in response to the
motion to dismiss. We review the denial of a request to amend a complaint
for abuse of discretion. Matter of Estate of Torstenson, 125 Ariz. 373, 376 (App.
1980). Wiley failed to file a separate motion to amend attaching a proposed
amended pleading as required by Arizona Rule of Civil Procedure 15(a)(2)
and (a)(4). Instead, he attached a proffered amendment to briefing ordered
by the superior court only after the court had already dismissed Count One.
Therefore, the superior court did not abuse its discretion in denying leave
to amend. See Conklin v. Medtronic, Inc., 244 Ariz. 139, 147, ¶ 32 (App. 2017)
(vacated on other grounds by Conklin v. Medtronic, Inc., 245 Ariz. 501 (2018));
see also Carranza v. Madrigal, 237 Ariz. 512, 515, ¶ 12 (App. 2015).

CONCLUSION

¶17 For the foregoing reasons, we affirm the superior court’s
rulings. We award costs to Amanda upon compliance with ARCAP 21. We
deny Wiley’s request for attorney fees under A.R.S. §§ 12-349 and 14-11004.

MATTHEW J. MARTIN • Clerk of the Court
FILED: JT

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