Thomas T. ZIEMAN, Jr.
ZIEMAN SPEEGLE, LLC.
from Mobile Circuit Court (CV-14-229).
V. Newton and Amber Whillock of Starnes Davis Florie LLP,
Birmingham; and W. Warren Butler and Beth L. Liles of Starnes
Davis Florie LLP, Mobile, for appellant.
Jennifer S. Holifield, Jerome E. Speegle, and Anthony M.
Hoffman of Speegle, Hoffman, Holman & Holifield, Mobile;
and Reggie Copeland of Copeland Legal, Mobile, for appellee.
E. Speegle and Anthony M. Hoffman, two members of Zieman
Speegle, LLC, a law firm based in Mobile ("the law
firm"), filed a petition in the Mobile Circuit Court
("the trial court") requesting that the trial court
approve the dissolution of the law firm. See §
10A-5A-7.01(d), Ala. Code 1975 (allowing a member of a
limited-liability company to apply to a circuit court for an
order dissolving the limited-liability company). Thomas T.
Zieman, Jr., previously a member of the law firm, appeared in
the action, asserting a counterclaim against the law firm and
a third-party complaint against Speegle and Hoffman. Without
holding a hearing, the trial court entered a summary judgment
on Zieman's counterclaim and third-party complaint in
favor of the law firm, Speegle, and Hoffman. The trial court
also identified the equity-holding members of the law firm
and provided for the distribution of the assets of the law
firm. Because we hold that the trial court should have held a
hearing, we reverse the trial court's judgment and remand
the case for further proceedings.
and Procedural History
firm was established in 1994. On October 23, 2014, Speegle
and Hoffman, following Zieman's withdrawal from the firm
on October 17, 2014, filed their petition for approval of
dissolution of the law firm. It is undisputed that Zieman,
Speegle, and Hoffman were equity-holding members of the law
firm at all relevant times. There is a factual dispute,
however, regarding whether an additional attorney, Steele
Holman, was an equity-holding member. Speegle and Hoffman
he was, while Zieman claims that he was not.
Speegle and Hoffman filed their petition, the trial court
entered an order stating that the law firm was deemed
dissolved as of October 18, 2014. The trial court also
authorized Speegle and Hoffman to wind up the business
affairs of the law firm, and it set a deadline for former and
current members of the law firm to object to the dissolution
or to its authorization of Speegle and Hoffman to wind up
September 2015, Speegle and Hoffman filed a status report
indicating that the process of winding up the law firm was
ongoing. Shortly thereafter, Zieman filed a motion requesting
an accounting to identify the law firm's debts, liquid
assets, and accounts receivable. He also requested
information regarding contingency-fee and hourly rate matters
that were pending when the dissolution petition was filed and
information supporting Speegle and Hoffman's position
that Holman was an equity-holding member of the law firm.
Later, Zieman submitted discovery requests to the law firm
seeking information regarding former clients of the law firm
who, after the date of dissolution, had become clients of a
new firm that had been formed by Speegle and Hoffman.
Eventually, Zieman filed a motion requesting that the trial
court compel the law firm to respond to his discovery
2016, Speegle and Hoffman filed a motion for approval of a
proposed disbursement of law-firm assets to the former
members of the law firm. In that motion, Speegle and Hoffman
represented that they had "provided to all parties the
accounting for the liquidation for [the law firm] ... from
the date of dissolution to the date of [the] motion, which
includes initial cash in bank, disbursements to pay debts and
expenses, and statement of cash on hand and uncollected
Zieman filed a motion to appoint a neutral third party to
take over the responsibility of winding up the affairs of the
law firm. He asserted that Speegle and Hoffman had not fully
responded to his requests for discovery regarding the law
firm's assets and client matters pending on the date of
also submitted a filing styled as an answer, a counterclaim,
and a third-party complaint, in which he averred that the law
firm was not ripe for dissolution because, he claimed, the
law firm had not provided Zieman with a sufficient
accounting. According to Zieman, the law firm, Speegle, and
Hoffman had failed to produce information and records
"relating to the open client matters and ongoing
business of the [law firm] at the time of dissolution in
order to evaluate the [law firm's] assets and
Zieman's value of those assets." Based on that