{ "id": 4169467, "name": "TRANSPORTATION SERVICES OF NORTH CAROLINA, INC. D/B/A CRYSTAL TRANSPORTATION, Plaintiff v. WAKE COUNTY BOARD OF EDUCATION, KATHRYN WATSON QUIGG, and WILLIAM R. McNEAL, Defendants", "name_abbreviation": "Transportation Services of North Carolina, Inc. v. Wake County Board of Education", "decision_date": "2009-08-04", "docket_number": "No. COA08-664", "first_page": "590", "last_page": "600", "citations": [ { "type": "official", "cite": "198 N.C. App. 590" } ], "court": { "name_abbreviation": "N.C. Ct. App.", "id": 14983, "name": "North Carolina Court of Appeals" }, "jurisdiction": { "id": 5, "name_long": "North Carolina", "name": "N.C." }, "cites_to": [ { "cite": "657 S.E.2d 405", "category": "reporters:state_regional", "reporter": "S.E.2d", "case_ids": [ 12640475 ], "year": 2008, "pin_cites": [ { "page": "409" } ], "opinion_index": 0, "case_paths": [ "/se2d/657/0405-01" ] }, { "cite": "670 S.E.2d 629", "category": "reporters:state_regional", "reporter": "S.E.2d", "case_ids": [ 12642407 ], "year": 2009, "pin_cites": [ { "page": "632", "parenthetical": "quoting Redevelopment Comm'n v. Sec. Nat'l Bank, 252 N.C. 595, 610, 114 S.E.2d 688, 698 (1960)" } ], "opinion_index": 0, "case_paths": [ "/se2d/670/0629-01" ] }, { "cite": "621 S.E.2d 177", "category": "reporters:state_regional", "reporter": "S.E.2d", "case_ids": [ 12634284, 12634285 ], "year": 2005, "opinion_index": 0, "case_paths": [ "/se2d/621/0177-01", "/se2d/621/0177-02" ] }, { "cite": "614 S.E.2d 596", "category": "reporters:state_regional", "reporter": "S.E.2d", "case_ids": [ 12633185 ], "pin_cites": [ { "page": "598" } ], "opinion_index": 0, "case_paths": [ "/se2d/614/0596-01" ] }, { "cite": "631 S.E.2d 171", "category": "reporters:state_regional", "reporter": "S.E.2d", "case_ids": [ 12636081 ], "weight": 2, "year": 2006, "pin_cites": [ { "page": "173", "parenthetical": "upholding trial court's grant of summary judgment where plaintiff's agreement with county did not have preaudit certificate" }, { "page": "174" } ], "opinion_index": 0, "case_paths": [ "/se2d/631/0171-01" ] }, { "cite": "561 S.E.2d 887", "category": "reporters:state_regional", "reporter": "S.E.2d", "year": 2002, "opinion_index": 0 }, { "cite": "355 N.C. 292", "category": "reporters:state", "reporter": "N.C.", "case_ids": [ 219987, 220132, 219965, 220110 ], "year": 2002, "opinion_index": 0, "case_paths": [ "/nc/355/0292-04", "/nc/355/0292-02", "/nc/355/0292-03", "/nc/355/0292-01" ] }, { "cite": "556 S.E.2d 38", "category": "reporters:state_regional", "reporter": "S.E.2d", "year": 2001, "pin_cites": [ { "page": "45" } ], "opinion_index": 0 }, { "cite": "147 N.C. App. 336", "category": "reporters:state", "reporter": "N.C. App.", "case_ids": [ 9379559 ], "year": 2001, "pin_cites": [ { "page": "347" } ], "opinion_index": 0, "case_paths": [ "/nc-app/147/0336-01" ] }, { "cite": "75 S.E.2d 402", "category": "reporters:state_regional", "reporter": "S.E.2d", "weight": 3, "year": 1953, "pin_cites": [ { "page": "405-06" }, { "page": "454" }, { "page": "406" } ], "opinion_index": 0 }, { "cite": "237 N.C. 449", "category": "reporters:state", "reporter": "N.C.", "case_ids": [ 8613809 ], "year": 1953, "pin_cites": [ { "page": "454" } ], "opinion_index": 0, "case_paths": [ "/nc/237/0449-01" ] }, { "cite": "184 S.E. 513", "category": "reporters:state_regional", "reporter": "S.E.", "year": 1936, "pin_cites": [ { "page": "517", "parenthetical": "\"Wisdom or impolicy of legislation is not [a] judicial question. Policy of legislation is for the people, not courts. Courts do not say what law ought to be, but only declare what it is.\" (internal citations omitted)" } ], "opinion_index": 0 }, { "cite": "209 N.C. 648", "category": "reporters:state", "reporter": "N.C.", "case_ids": [ 2221595 ], "year": 1936, "pin_cites": [ { "page": "655", "parenthetical": "\"Wisdom or impolicy of legislation is not [a] judicial question. Policy of legislation is for the people, not courts. Courts do not say what law ought to be, but only declare what it is.\" (internal citations omitted)" } ], "opinion_index": 0, "case_paths": [ "/nc/209/0648-01" ] }, { "cite": "467 S.E.2d 615", "category": "reporters:state_regional", "reporter": "S.E.2d", "year": 1996, "pin_cites": [ { "page": "619", "parenthetical": "explaining that \"so long as an act is not forbidden, its wisdom and expediency are for legislative, not judicial, decision\"" } ], "opinion_index": 0 }, { "cite": "342 N.C. 708", "category": "reporters:state", "reporter": "N.C.", "case_ids": [ 796096 ], "year": 1996, "pin_cites": [ { "page": "714", "parenthetical": "explaining that \"so long as an act is not forbidden, its wisdom and expediency are for legislative, not judicial, decision\"" } ], "opinion_index": 0, "case_paths": [ "/nc/342/0708-01" ] }, { "cite": "62 S.E.2d 525", "category": "reporters:state_regional", "reporter": "S.E.2d", "year": 1950, "pin_cites": [ { "page": "528" } ], "opinion_index": 0 }, { "cite": "233 N.C. 54", "category": "reporters:state", "reporter": "N.C.", "case_ids": [ 8597493 ], "year": 1950, "pin_cites": [ { "page": "57" } ], "opinion_index": 0, "case_paths": [ "/nc/233/0054-01" ] }, { "cite": "166 S.E.2d 663", "category": "reporters:state_regional", "reporter": "S.E.2d", "year": 1969, "pin_cites": [ { "page": "670-71" } ], "opinion_index": 0 }, { "cite": "275 N.C. 250", "category": "reporters:state", "reporter": "N.C.", "case_ids": [ 8558370 ], "year": 1969, "pin_cites": [ { "page": "260" } ], "opinion_index": 0, "case_paths": [ "/nc/275/0250-01" ] }, { "cite": "189 N.C. App. 115", "category": "reporters:state", "reporter": "N.C. App.", "case_ids": [ 4156998 ], "year": 2008, "pin_cites": [ { "page": "120" } ], "opinion_index": 0, "case_paths": [ "/nc-app/189/0115-01" ] }, { "cite": "140 S.E.2d 17", "category": "reporters:state_regional", "reporter": "S.E.2d", "year": 1965, "pin_cites": [ { "page": "21" } ], "opinion_index": 0 }, { "cite": "263 N.C. 560", "category": "reporters:state", "reporter": "N.C.", "case_ids": [ 8571966 ], "year": 1965, "pin_cites": [ { "page": "565" } ], "opinion_index": 0, "case_paths": [ "/nc/263/0560-01" ] }, { "cite": "416 S.E.2d 411", "category": "reporters:state_regional", "reporter": "S.E.2d", "weight": 5, "year": 1992, "pin_cites": [ { "page": "415" }, { "page": "412" }, { "page": "412" }, { "page": "415" } ], "opinion_index": 0 }, { "cite": "106 N.C. App. 270", "category": "reporters:state", "reporter": "N.C. App.", "case_ids": [ 5314363 ], "weight": 2, "year": 1992, "pin_cites": [ { "page": "276" }, { "page": "276" } ], "opinion_index": 0, "case_paths": [ "/nc-app/106/0270-01" ] }, { "cite": "474 S.E.2d 323", "category": "reporters:state_regional", "reporter": "S.E.2d", "year": 1996, "pin_cites": [ { "page": "327" } ], "opinion_index": 0 }, { "cite": "344 N.C. 403", "category": "reporters:state", "reporter": "N.C.", "case_ids": [ 867649 ], "year": 1996, "pin_cites": [ { "page": "409" } ], "opinion_index": 0, "case_paths": [ "/nc/344/0403-01" ] }, { "cite": "519 S.E.2d 308", "category": "reporters:state_regional", "reporter": "S.E.2d", "weight": 2, "year": 1999, "pin_cites": [ { "page": "313", "parenthetical": "quoting Hieb v. Lowery, 344 N.C. 403, 409, 474 S.E.2d 323, 327 (1996)" }, { "page": "313" } ], "opinion_index": 0 }, { "cite": "351 N.C. 27", "category": "reporters:state", "reporter": "N.C.", "case_ids": [ 1155931 ], "weight": 2, "year": 1999, "pin_cites": [ { "page": "35", "parenthetical": "quoting Hieb v. Lowery, 344 N.C. 403, 409, 474 S.E.2d 323, 327 (1996)" }, { "page": "36" } ], "opinion_index": 0, "case_paths": [ "/nc/351/0027-01" ] }, { "cite": "610 S.E.2d 255", "category": "reporters:state_regional", "reporter": "S.E.2d", "year": 2005, "pin_cites": [ { "page": "258-59", "parenthetical": "reasoning that in construing definition of word \"building\" in statute applying to cities, court should look to its previous decision construing same term in identical statute applying to counties" } ], "opinion_index": 0 }, { "cite": "169 N.C. App. 587", "category": "reporters:state", "reporter": "N.C. App.", "case_ids": [ 8471893 ], "year": 2005, "pin_cites": [ { "page": "590-91", "parenthetical": "reasoning that in construing definition of word \"building\" in statute applying to cities, court should look to its previous decision construing same term in identical statute applying to counties" } ], "opinion_index": 0, "case_paths": [ "/nc-app/169/0587-01" ] }, { "cite": "N.C. Gen. Stat. \u00a7 159-7", "category": "laws:leg_statute", "reporter": "N.C. Gen. Stat.", "year": 2007, "pin_cites": [ { "page": "(d)" } ], "opinion_index": 0 }, { "cite": "90 S.E.2d 898", "category": "reporters:state_regional", "reporter": "S.E.2d", "year": 1956, "pin_cites": [ { "page": "904" } ], "opinion_index": 0 }, { "cite": "243 N.C. 364", "category": "reporters:state", "reporter": "N.C.", "case_ids": [ 8624967 ], "year": 1956, "pin_cites": [ { "page": "371" } ], "opinion_index": 0, "case_paths": [ "/nc/243/0364-01" ] }, { "cite": "114 S.E.2d 688", "category": "reporters:state_regional", "reporter": "S.E.2d", "year": 1960, "pin_cites": [ { "page": "698" } ], "opinion_index": 0 }, { "cite": "252 N.C. 595", "category": "reporters:state", "reporter": "N.C.", "case_ids": [ 8624853 ], "year": 1960, "pin_cites": [ { "page": "610" } ], "opinion_index": 0, "case_paths": [ "/nc/252/0595-01" ] }, { "cite": "194 N.C. App. 716", "category": "reporters:state", "reporter": "N.C. App.", "case_ids": [ 4162961 ], "year": 2009, "pin_cites": [ { "page": "719", "parenthetical": "quoting Redevelopment Comm'n v. Sec. Nat'l Bank, 252 N.C. 595, 610, 114 S.E.2d 688, 698 (1960)" } ], "opinion_index": 0, "case_paths": [ "/nc-app/194/0716-01" ] }, { "cite": "360 N.C. 61", "category": "reporters:state", "reporter": "N.C.", "case_ids": [ 3788609, 3798210, 3794011, 3798347, 3792242, 3792946, 3788475 ], "year": 2005, "opinion_index": 0, "case_paths": [ "/nc/360/0061-06", "/nc/360/0061-03", "/nc/360/0061-05", "/nc/360/0061-02", "/nc/360/0061-07", "/nc/360/0061-04", "/nc/360/0061-01" ] }, { "cite": "171 N.C. App. 423", "category": "reporters:state", "reporter": "N.C. App.", "case_ids": [ 8437548 ], "pin_cites": [ { "page": "426" } ], "opinion_index": 0, "case_paths": [ "/nc-app/171/0423-01" ] }, { "cite": "399 S.E.2d 758", "category": "reporters:state_regional", "reporter": "S.E.2d", "weight": 2, "year": 1991, "pin_cites": [ { "page": "759", "parenthetical": "affirming Rule 12(b)(6) dismissal of plaintiff's breach of contract claim where contract between parties did not have preaudit certificate" }, { "page": "759" } ], "opinion_index": 0 }, { "cite": "101 N.C. App. 405", "category": "reporters:state", "reporter": "N.C. App.", "case_ids": [ 8527807 ], "weight": 2, "year": 1991, "pin_cites": [ { "page": "408", "parenthetical": "affirming Rule 12(b)(6) dismissal of plaintiff's breach of contract claim where contract between parties did not have preaudit certificate" }, { "page": "408" } ], "opinion_index": 0, "case_paths": [ "/nc-app/101/0405-01" ] }, { "cite": "471 S.E.2d 118", "category": "reporters:state_regional", "reporter": "S.E.2d", "weight": 2, "year": 1996, "pin_cites": [ { "page": "121", "parenthetical": "upholding trial court's grant of summary judgment to city on plaintiff's breach of contract claim because contract lacked preaudit certificate" }, { "page": "121", "parenthetical": "holding contract invalid and unenforceable because \"[p]laintiff has failed to show that such a certificate of compliance authorizing the alleged contract with L&S Leasing exists and none is evidenced in the record\"" } ], "opinion_index": 0 }, { "cite": "122 N.C. App. 619", "category": "reporters:state", "reporter": "N.C. App.", "case_ids": [ 11918992 ], "weight": 2, "year": 1996, "pin_cites": [ { "page": "623", "parenthetical": "upholding trial court's grant of summary judgment to city on plaintiff's breach of contract claim because contract lacked preaudit certificate" }, { "page": "623" } ], "opinion_index": 0, "case_paths": [ "/nc-app/122/0619-01" ] }, { "cite": "178 N.C. App. 367", "category": "reporters:state", "reporter": "N.C. App.", "case_ids": [ 8377828 ], "weight": 2, "year": 2006, "pin_cites": [ { "page": "370", "parenthetical": "upholding trial court's grant of summary judgment where plaintiff's agreement with county did not have preaudit certificate" }, { "page": "371" } ], "opinion_index": 0, "case_paths": [ "/nc-app/178/0367-01" ] }, { "cite": "597 S.E.2d 673", "category": "reporters:state_regional", "reporter": "S.E.2d", "weight": 2, "year": 2003, "opinion_index": 0 }, { "cite": "357 N.C. 567", "category": "reporters:state", "reporter": "N.C.", "case_ids": [ 491579 ], "year": 2003, "opinion_index": 0, "case_paths": [ "/nc/357/0567-01" ] }, { "cite": "553 S.E.2d 89", "category": "reporters:state_regional", "reporter": "S.E.2d", "year": 2001, "pin_cites": [ { "page": "91" } ], "opinion_index": 0 }, { "cite": "146 N.C. App. 370", "category": "reporters:state", "reporter": "N.C. App.", "case_ids": [ 11357693 ], "year": 2001, "pin_cites": [ { "page": "373" } ], "opinion_index": 0, "case_paths": [ "/nc-app/146/0370-01" ] }, { "cite": "580 S.E.2d 1", "category": "reporters:state_regional", "reporter": "S.E.2d", "pin_cites": [ { "page": "4" } ], "opinion_index": 0 }, { "cite": "157 N.C. App. 396", "category": "reporters:state", "reporter": "N.C. App.", "case_ids": [ 9187002 ], "pin_cites": [ { "page": "400" } ], "opinion_index": 0, "case_paths": [ "/nc-app/157/0396-01" ] }, { "cite": "N.C. Gen. Stat. \u00a7 159-28", "category": "laws:leg_statute", "reporter": "N.C. Gen. Stat.", "weight": 13, "year": 2007, "pin_cites": [ { "page": "(a)" }, { "page": "(a)" }, { "page": "(a)" }, { "page": "(a)" }, { "page": "(a)" }, { "page": "(a)" }, { "page": "(a)" }, { "page": "(a)" }, { "page": "(a)" }, { "page": "(a)" }, { "page": "(a)" }, { "page": "(a)" } ], "opinion_index": 0 }, { "cite": "545 S.E.2d 243", "category": "reporters:state_regional", "reporter": "S.E.2d", "weight": 11, "year": 2001, "pin_cites": [ { "page": "247-48" }, { "page": "245" }, { "page": "248" }, { "page": "247-48" }, { "page": "248" }, { "page": "245-46" } ], "opinion_index": 0 }, { "cite": "143 N.C. App. 97", "category": "reporters:state", "reporter": "N.C. App.", "case_ids": [ 11433311 ], "weight": 5, "year": 2001, "pin_cites": [ { "page": "103" }, { "page": "99" }, { "page": "103" }, { "page": "104" }, { "page": "100" } ], "opinion_index": 0, "case_paths": [ "/nc-app/143/0097-01" ] } ], "analysis": { "cardinality": 1006, "char_count": 25007, "ocr_confidence": 0.74, "pagerank": { "raw": 1.3897136610910003e-07, "percentile": 0.6424837895954552 }, "sha256": "012327acfee899cd6dea55297c26abb6d0793ae15b1f42c63507913ee401aff5", "simhash": "1:19a8b572d6ab2207", "word_count": 4085 }, "last_updated": "2023-07-14T15:51:23.100841+00:00", "provenance": { "date_added": "2019-08-29", "source": "Harvard", "batch": "2018" }, "casebody": { "judges": [ "Judges STEELMAN and STEPHENS concur." ], "parties": [ "TRANSPORTATION SERVICES OF NORTH CAROLINA, INC. D/B/A CRYSTAL TRANSPORTATION, Plaintiff v. WAKE COUNTY BOARD OF EDUCATION, KATHRYN WATSON QUIGG, and WILLIAM R. McNEAL, Defendants" ], "opinions": [ { "text": "GEER, Judge.\nDefendant Wake County Board of Education (\u201cthe Board\u201d) appeals from the trial court\u2019s denial of its motion to dismiss the breach of contract action brought by plaintiff Transportation Services of North Carolina, Inc., doing business as Crystal Transportation (\u201cCrystal\u201d). The Board contends the contract it entered into with Crystal is invalid and unenforceable because it lacked the preaudit certificate required by N.C. Gen. Stat. \u00a7 115C-441(a) (2007). This Court held in Data Gen. Corp. v. County of Durham, 143 N.C. App. 97, 103, 545 S.E.2d 243, 247-48 (2001), that the lack of a preaudit certificate renders a contract invalid and unenforceable under N.C. Gen. Stat. \u00a7 159-28(a) (2007), a statute essentially identical to N.C. Gen. Stat. \u00a7 115C-441(a), but applicable to local governments rather than school boards. We hold that Data General is dispositive in this case and, therefore, conclude that the trial court erred in denying the Board\u2019s motion to dismiss.\nFacts\nThis appeal arises out of a contract dispute between Crystal and the Board. Crystal has provided transportation for special needs students in the Wake County public school system for over 10 years. For the 1996-1997 school year, the Board orally agreed to compensate Crystal for its services on a per-mile-traveled basis. For the 1997-1998 school year, the Board orally agreed to compensate Crystal for its services on a per-student-assigned basis rather than on a per-mile-traveled basis. Under the terms of that agreement, the Board compensated Crystal for each student it was assigned to transport, regardless whether the student was actually transported that day. Thus, Crystal was entitled to compensation for the following students-it did not actually transport: (1) those students who attended year-round schools, but were \u201ctracked out\u201d; and (2) pre-Kindergarten students who did not attend school on Fridays.\nAt the end of the 1997-1998 school year, the parties entered into a written multi-year contract terminating in 2003 under which the same compensation scheme was adopted. The Board paid Crystal under this contract through the 2001-2002 school year. In 2002, the parties entered into a new contract that contained the same terms and was to extend until 2008. The Board subsequently refused to pay Crystal for the students that were not actually transported because their year-round schools were not in session or because they did not attend school on Fridays.\nOn 19 September 2007, Crystal brought suit against the Board in Wake County Superior Court for breach of contract. Attached to the complaint was a copy of the 2002 contract. The Board filed a motion to dismiss on 27 November 2007 and an amended motion to dismiss on 13 December 2007. In the amended motion to dismiss, the Board contended that the 2002 contract was \u201cvoid, invalid, and unenforceable on its face pursuant to N.C. Gen. Stat. \u00a7 115C-441(a).\u201d\nOn 31 December 2007, Crystal filed an amended complaint in which it carried over its breach of contract claims and added three new claims. First, Crystal contended the Board was estopped from arguing that the 2002 contract was invalid because it had accepted benefits from that contract for six years. Crystal also asserted a claim for negligent misrepresentation against the Board, and a claim for negligence against defendant Kathryn Watson Quigg, the former chair of the Board and defendant William R. McNeal, the former secretary of the Board. Crystal also alleged that \u201ca pre-audit was in fact performed,\u201d but did not allege that a preaudit certificate existed or was affixed to the 2002 contract.\nOn 24 January 2008, the Board filed a motion to dismiss Crystal\u2019s amended complaint for failure to state a claim under Rule 12(b)(6) and for lack of personal jurisdiction under Rule 12(b)(2) of the Rules of Civil Procedure, arguing that the 2002 contract was invalid and unenforceable under N.C. Gen. Stat. \u00a7 115C-441(a) and that all defendants were protected from suit by the doctrine of governmental immunity. On 13 March 2008, the trial court entered an order granting in part and denying in part the Board\u2019s motion.\nThe trial court granted the Board\u2019s motion to dismiss Crystal\u2019s claims for negligent misrepresentation and negligence against the Board, Quigg, and McNeal for failure to state a claim for relief and for lack of personal jurisdiction on the basis of governmental and public official immunity. The trial court denied the Board\u2019s motion to dismiss Crystal\u2019s breach of contract and estoppel claims. The Board timely appealed to this Court.\nI\nThis Court reviews de novo a trial court\u2019s ruling on a motion to dismiss. \u201c \u2018[T]he question for the court is whether, as a matter of law, the allegations of the complaint, treated as true, are sufficient to state a claim upon which relief may be granted under some legal theory, whether properly labeled or not.\u2019 \u201d Leary v. N.C. Forest Prods., Inc., 157 N.C. App. 396, 400, 580 S.E.2d 1, 4 (quoting Grant Constr. Co. v. McRae, 146 N.C. App. 370, 373, 553 S.E.2d 89, 91 (2001)), aff'd per curiam, 357 N.C. 567, 597 S.E.2d 673 (2003).\nN.C. Gen. Stat. \u00a7 115C-441(a) provides, in part, that\nno obligation may be incurred by a local school administrative unit unless the budget resolution includes an appropriation authorizing the obligation and an unencumbered balance remains in the appropriation sufficient to pay in the current fiscal year the sums obligated by the transaction for the current fiscal year. If an obligation is evidenced by a contract or agreement requiring the payment of money or by a purchase order for supplies and materials, the contract, agreement, or purchase order shall include on its face a certificate stating that the instrument has been preaudited to assure compliance with this section.\n(Emphasis added.) It further provides that \u201c[a]n obligation incurred in violation of this section is invalid and may not be enforced.\u201d Id.\nThe North Carolina appellate courts have not previously considered the effect of the omission of a preaudit certificate from a contract with a school board in violation of N.C. Gen. Stat. \u00a7 115C-441(a). This Court has held, however, that a contract with a local government that has no preaudit certificate is invalid under N.C. Gen. Stat. \u00a7 159-28(a), an almost identical statute that applies to local governments. The text of N.C. Gen. Stat. \u00a7 159-28(a) closely parallels that of N.C. Gen. Stat. \u00a7 115C-441(a), providing that \u201c[i]f an obligation is evidenced by a contract or agreement requiring the payment of money or by a purchase order for supplies and materials, the contract, agreement, or purchase order shall include on its face a certificate stating that the instrument has been preaudited to assure compliance with this subsection.\u201d\nIn Data General, 143 N.C. App. at 99, 545 S.E.2d at 245, the County of Durham entered into a lease with Data General for computer hardware and software. Data General filed suit for breach of contract, quantum meruit, estoppel, and negligent misrepresentation, contending that the County kept and used the equipment for almost two years without making payments to Data General. Id. The trial court denied the County\u2019s motion to dismiss. Id. On appeal, this Court held that the contract was unenforceable under N.C. Gen. Stat. \u00a7 159-28(a) because the contract was missing its preaudit certificate. 143 N.C. App. at 103, 545 S.E.2d at 248. The Court explained:\nIn the instant case, Data General has failed to make a showing that the required preaudit certificate exists, and none is evidenced in the record. Furthermore, Durham County has argued that no such certificate exists. As there is insufficient evidence in the record that the requirements of N.C. Gen. Stat. \u00a7 159-28(a) have been met, we conclude that no valid contract was formed between Data General and Durham County, and Durham County therefore has not waived its sovereign immunity to be sued (and Data General may not maintain a suit) for contract damages.\nId., 545 S.E.2d at 247-48.\nThis Court has applied this same principle in several other cases. See Finger v. Gaston County, 178 N.C. App. 367, 370, 631 S.E.2d 171, 173 (2006) (upholding trial court\u2019s grant of summary judgment where plaintiff\u2019s agreement with county did not have preaudit certificate); L&S Leasing, Inc. v. City of Winston-Salem, 122 N.C. App. 619, 623, 471 S.E.2d 118, 121 (1996) (upholding trial court\u2019s grant of summary judgment to city on plaintiff\u2019s breach of contract claim because contract lacked preaudit certificate); Cincinnati Thermal Spray, Inc. v. Pender County, 101 N.C. App. 405, 408, 399 S.E.2d 758, 759 (1991) (affirming Rule 12(b)(6) dismissal of plaintiff\u2019s breach of contract claim where contract between parties did not have preaudit certificate); see also Cabarrus County v. Systel Bus. Equip. Co., 171 N.C. App. 423, 426, 614 S.E.2d 596, 598 (reversing trial court\u2019s order enforcing settlement agreement where preaudit certificate was not signed by finance officer), disc. review denied, 360 N.C. 61, 621 S.E.2d 177 (2005).\nA court \u201cmust be guided by the \u2018fundamental rule of statutory construction that statutes in pari materia, and all parts thereof, should be construed together and compared with each other.\u2019 \u201d Martin v. N.C. Dep\u2019t of Health & Human Servs., 194 N.C. App. 716, 719, 670 S.E.2d 629, 632 (2009) (quoting Redevelopment Comm\u2019n v. Sec. Nat\u2019l Bank, 252 N.C. 595, 610, 114 S.E.2d 688, 698 (1960)). Thus, \u201ccourts must harmonize such statutes, if possible, and give effect to each, that is, all applicable laws on the same subject matter should be construed together so as to produce a harmonious body of legislation, if possible.\u201d Town of Blowing Rock v. Gregorie, 243 N.C. 364, 371, 90 S.E.2d 898, 904 (1956).\nN.C. Gen. Stat. \u00a7 159-28(a) is part of the Local Government Budget and Fiscal Control Act, while N.C. Gen. Stat. \u00a7 115C-441(a) is part of the School Budget and Fiscal Control Act. Although each statute applies to a different type of governmental entity, both statutes deal with the same subject matter: contracts with a unit of government that require the payment of money. To that end, N.C. Gen. Stat. \u00a7 159-7(d) (2007), part of the Local Government Budget and Fiscal Control Act, provides:\nExcept as expressly provided herein, this Article does not apply to school administrative units. The adoption and administration of budgets for the public school system and the management of the fiscal affairs of school administrative units are governed by the School Budget and Fiscal Control Act, Chapter 115, Article 9. However, this Article and the School Budget and Fiscal Control Act shall be construed together to the end that the administration of the fiscal affairs of counties and school administrative units may be most effectively and efficiently administered.\n(Emphasis added.)\nThus, this Court is directed by both long-standing principles of statutory construction and the legislature to construe,N.C. Gen. Stat. \u00a7 115C-441(a) in the same manner as N.C. Gen. Stat. \u00a7 159-28(a). As a result, this Court\u2019s holding in Data General and other decisions construing N.C. Gen. Stat. \u00a7 159-28(a) are controlling. We, therefore, hold that a preaudit certificate is required for a contract to be valid and enforceable under N.C. Gen. Stat. \u00a7 115C-441(a). See also Nash-Rocky Mount Bd. of Educ. v. Rocky Mount Bd. of Adjustment, 169 N.C. App. 587, 590-91, 610 S.E.2d 255, 258-59 (2005) (reasoning that in construing definition of word \u201cbuilding\u201d in statute applying to cities, court should look to its previous decision construing same term in identical statute applying to counties).\nCrystal argues that despite the substantial similarity between N.C. Gen. Stat. \u00a7 115C-441(a) and N.C. Gen. Stat. \u00a7 159-28(a), the holding in Data General does not apply to its 2002 contract because local school boards are unique governmental entities and are subject to statutes not applicable to other governmental units. Crystal points to the fact that Data General involved a contract with a fixed price and a set appropriation. In contrast, Crystal argues, here, the Board is authorized to add additional appropriations for further transportation needs that may arise after the budget has already been set. According to Crystal, the uncertainty about the total cost for the school system\u2019s transportation needs and the statutory authorization for future allocation of funds if they are needed makes it impossible to preaudit the school system\u2019s transportation costs. Crystal contends that, consequently, transportation contracts such as the 2002 contract should not be treated as an obligation incurred by the school system to another party, but rather as a direct operational expense of the system.\nOur Supreme Court has emphasized that \u201c \u2018[w]hen language used in the statute is clear and unambiguous, this Court must refrain from judicial construction and accord words undefined in the statute their plain and definite meaning.\u2019 \u201d Sara Lee Corp. v. Carter, 351 N.C. 27, 35, 519 S.E.2d 308, 313 (1999) (quoting Hieb v. Lowery, 344 N.C. 403, 409, 474 S.E.2d 323, 327 (1996)). N.C. Gen. Stat. \u00a7 115C-441(a) provides that all \u201cobligations\u201d that are \u201cevidenced by a contract or agreement requiring the payment of money\u201d must be accompanied by a preaudit certificate. It is undisputed that the 2002 contract, attached to the complaint, is an obligation evidenced by a contract requiring the payment of money. It, therefore, falls within the scope of the plain language of N.C. Gen. Stat. \u00a7 115C-441(a).\nMoreover, this Court\u2019s holding in Watauga County Bd. of Educ. v. Town of Boone, 106 N.C. App. 270, 276, 416 S.E.2d 411, 415 (1992), demonstrates that the preaudit certificate requirement is not limited to fixed price contracts. In Watauga, the Town of Boone passed a resolution requiring 18% of the profits of the Town\u2019s Alcohol Beverage Control (\u201cABC\u201d) store be given to the school system. Id. at 271-72, 416 S.E.2d at 412. The profits that would go to the school system each year were not fixed \u2014 the amount could and did vary from year to year. Id. at 272, 416 S.E.2d at 412. One year, the school system received $33,000.00, while it received $27,000.00 and $38,000.00, respectively, over the next two years. Id. The Court nonetheless declared the resolution invalid under N.C. Gen. Stat. \u00a7 159-28(a) because it lacked a preaudit certificate. 106 N.C. App. at 276, 416 S.E.2d at 415.\nAdditionally, we note that there is nothing in the statute excluding contracts for school transportation from its reach. The plain language of N.C. Gen. Stat. \u00a7 115C-441(a) states \u2014 without any identified exceptions \u2014 that any \u201cobligation\u201d incurred by a local school administrative unit that involves the payment of money or a purchase order must be accompanied by a preaudit certificate attached to the face of the contract.\nIn Sara Lee, 351 N.C. at 36, 519 S.E.2d at 313 (quoting Upchurch v. Hudson Funeral Home, Inc., 263 N.C. 560, 565, 140 S.E.2d 17, 21 (1965)), our Supreme Court stressed that \u201c \u2018[w]here the legislature has mad\u00e9 no exception to the positive terms of a statute, the presumption is that it intended to make none, and it is a general rule of construction that the courts have no authority to create, and will not create, exceptions to the provisions of a statute not made by the act itself.\u2019 \u201d See also In re Advance Am., 189 N.C. App. 115, 120, 657 S.E.2d 405, 409 (2008) (explaining that when the plain language of the statute is unambiguous, \u201c \u2018the Court is without power to interpolate or superimpose conditions and limitations which the statutory exception does not of itself contain\u2019 \u201d (quoting State ex rel. Utils. Comm\u2019n v. Lumbee River Elec. Membership Corp., 275 N.C. 250, 260, 166 S.E.2d 663, 670-71 (1969))). We are, therefore, bound by the plain language of the statute and cannot recognize any exceptions not already set forth in the statute.\nTo the extent that Crystal questions the practicability of the preaudit certificate requirement, those concerns are more properly addressed by the legislature. As our Supreme Court stressed in Ferguson v. Riddle, 233 N.C. 54, 57, 62 S.E.2d 525, 528 (1950):\nWe have no power to add to or subtract from the language of the statute. The province of the Court is to interpret statutes conformable to the language in which they are expressed, and to declare the law in accord with the will of the law-making power, when exercised within constitutional limits. The question of the wisdom or propriety of statutory provisions is not a matter for the courts, but solely for the legislative branch of the state government.\nSee also Maready v. City of Winston-Salem, 342 N.C. 708, 714, 467 S.E.2d 615, 619 (1996) (explaining that \u201cso long as an act is not forbidden, its wisdom and expediency are for legislative, not judicial, decision\u201d); Reed v. State Highway & Pub. Works Comm\u2019n, 209 N.C. 648, 655, 184 S.E. 513, 517 (1936) (\u201cWisdom or impolicy of legislation is not [a] judicial question. Policy of legislation is for the people, not courts. Courts do not say what law ought to be, but only declare what it is.\u201d (internal citations omitted)).\nFinally, Crystal argues that because its complaint alleged that all of the statutory .requirements \u2014 with the exception of the affixing of the signed preaudit certificate to the contract \u2014 were met, the trial court properly declined to dismiss Crystal\u2019s complaint. N.C. Gen. Stat. \u00a7 115C-441(a), however, specifically requires that the signed preaudit certificate be attached to the contract, stating that \u201cthe contract, agreement, or purchase order shall include on its face a certificate stating that the instrument has been preaudited to assure compliance with this section.\u201d (Emphasis added.) See also Cincinnati Thermal Spray, 101 N.C. App. at 408, 399 S.E.2d at 759 (holding contract invalid because plaintiff made no showing that preaudit certificate existed and therefore was \u201cunable to show that N.C. Gen. Stat. \u00a7 159-28(a) [was] followed\u201d); L&S Leasing, 122 N.C. App. at 623, 471 S.E.2d at 121 (holding contract invalid and unenforceable because \u201c[p]laintiff has failed to show that such a certificate of compliance authorizing the alleged contract with L&S Leasing exists and none is evidenced in the record\u201d). Thus, in the absence of an allegation as to the existence of a certificate attached to the contract, the contract is, necessarily, void. The trial court, therefore, erred in not dismissing Crystal\u2019s complaint.\nII\nCrystal also contends that even if the 2002 contract is subject to the requirements of N.C. Gen. Stat. \u00a7 115C-441(a) and was required to have a preaudit certificate, the Board should be estopped from asserting the contract\u2019s invalidity because the Board previously treated the contract as valid and accepted benefits flowing from that contract. \u201cA county is not subject to an estoppel to the same extent as an individual or a private corporation.\u201d Washington v. McLawhom, 237 N.C. 449, 454, 75 S.E.2d 402, 405-06 (1953). Nevertheless, \u201can estoppel may arise against a county out of a transaction in which it acted in a governmental- capacity, if an estoppel is necessary to prevent loss to another, and if such an estoppel will not impair the exercise of the governmental powers of the county.\u201d Id. at 454, 75 S.E.2d at 406.\nIn Data General, 143 N.C. App. at 104, 545 S.E.2d at 248, however, this Court rejected Data General\u2019s argument that the County was estopped from asserting the defense of sovereign immunity. The Court held that \u201cData General may not recover under an equitable theory such as estoppel for breach of contract where Durham County has not expressly entered a valid contract.\u201d Id. Moreover, the Court explained, \u201cparties dealing with governmental organizations are charged with notice of all limitations upon the organizations\u2019 authority, as the scope of such authority is a matter of public record.\u201d Id. Therefore, \u201cparties contracting with a county within this state are presumed to be aware of, and may not rely upon estoppel to circumvent, such requirements.\u201d Id.\nIn Finger, 178 N.C. App. at 371, 631 S.E.2d at 174, the Court reasoned that \u201c[t]o permit a party to use estoppel to render a county contractually bound despite the absence of the [preaudit] certificate would effectively negate N.C. Gen. Stat. \u00a7 159-28(a). We are not free to allow a party to obtain a result indirectly that the General Assembly has expressly forbidden.\u201d Such is the case here \u2014 applying estoppel to hold the Board liable would allow Crystal to escape the purpose of the legislature in enacting N.C. Gen. Stat. \u00a7 115C-441(a). See also Wood v. N.C. State Univ., 147 N.C. App. 336, 347, 556 S.E.2d 38, 45 (2001) (stating that \u201cthe law is clear that any waiver of the State\u2019s' sovereign immunity must be by action of the General Assembly\u201d and holding that \u201c[i]f a court could estop NCSU from asserting its otherwise valid sovereign immunity defense, then, effectively, that court, rather than the General Assembly, would be waiving the State\u2019s sovereign immunity\u201d), appeal dismissed, and disc. review denied, 355 N.C. 292, 561 S.E.2d 887 (2002).\nTherefore, because the 2002 contract\u2019s lack of a preaudit certificate renders it invalid and unenforceable, and because Crystal cannot rely upon estoppel to avoid this requirement, we hold that the trial court erred in denying the Board\u2019s motion to dismiss. We, therefore, reverse.\nReversed.\nJudges STEELMAN and STEPHENS concur.\n. We note that the trial court\u2019s order denying the Board\u2019s motion to dismiss is an interlocutory order. Although interlocutory orders are not ordinarily immediately appealable, because the Board\u2019s motion to dismiss was based on the ground of governmental immunity, the trial court\u2019s denial of that motion affects a substantial right and can be immediately appealed. See Data Gen., 143 N.C. App. at 100, 545 S.E.2d at 245-46.", "type": "majority", "author": "GEER, Judge." } ], "attorneys": [ "Anderson Jones, PLLC, by Matthew Duncan and Todd Jones, for plaintiff-appellee.", "Tharrington Smith, L.L.P., by Rod Malone and Neal A. Ramee, for defendant-appellant Wake County Board of Education." ], "corrections": "", "head_matter": "TRANSPORTATION SERVICES OF NORTH CAROLINA, INC. D/B/A CRYSTAL TRANSPORTATION, Plaintiff v. WAKE COUNTY BOARD OF EDUCATION, KATHRYN WATSON QUIGG, and WILLIAM R. McNEAL, Defendants\nNo. COA08-664\n(Filed 4 August 2009)\n1; Schools and Education\u2014 breach of contract \u2014 lack of preaudit certificate\nThe trial court erred by denying defendant Board of Education\u2019s motion to dismiss an action for breach of a contract to provide transportation for special needs students based on the lack of a preaudit certificate required by N.C.G.S. \u00a7 115C-441(a) because: (1) the lack of a preaudit certificate renders a contract invalid and unenforceable under N.C.G.S. \u00a7 159-28(a) (2007), a statute essentially identical to N.C.G.S. \u00a7 115C-441(a), but applicable to local governments rather than school boards; (2) the 2002 contract, attached to the complaint, was an obligation evidenced by a contract requiring the payment of money and therefore fell within the scope of the plain language of N.C.G.S. \u00a7 115C-441(a); (3) there was nothing in the statute excluding contracts for school transportation from its reach; (4) to the extent that plaintiff questioned the practicability of the preaudit certificate requirement, those concerns are more properly addressed by the legislature; and (5) in the absence of an allegation as to the existence of a certificate attached to the contract, the contract is, necessarily, void.\n2. Schools and Education; Estoppel\u2014 breach of contract\u2014 notice of limitations upon authority\nDefendant Board of Education was not estopped in a breach of contract action from asserting the contract\u2019s invalidity based on the requirements of N.C.G.S. \u00a7 115C-441(a) even though plaintiff contends the Board previously treated the contract as valid and accepted the benefits flowing from that contract because: (1) a county is not subject to an estoppel to the same extent as an individual or a private corporation, although an estoppel may arise against a county out of a transaction in which it acted in a. governmental capacity if an estoppel is necessary to prevent loss to another, and if such an estoppel will not impair the exercise of the governmental powers of the county; (2) parties dealing with governmental organizations are charged with notice of all limitations upon the organizations\u2019 authority, as the scope of such authority is a matter of public record; and (3) to permit a party to use estoppel to render a county contractually bound despite the absence of the preaudit certificate would effectively negate N.C.G.S. \u00a7 159-28(a), and the Court of Appeals is not free to allow a party to obtain a result indirectly that the General Assembly has expressly forbidden, including avoiding the requirements of N.C.G.S. \u00a7 115C-441(a).\nAppeal by defendant Wake County Board of Education from order entered 13 March 2008 by Judge A. Leon Stanback in Wake County Superior Court. Heard in the Court of Appeals 29 January 2009.\nAnderson Jones, PLLC, by Matthew Duncan and Todd Jones, for plaintiff-appellee.\nTharrington Smith, L.L.P., by Rod Malone and Neal A. Ramee, for defendant-appellant Wake County Board of Education." }, "file_name": "0590-01", "first_page_order": 616, "last_page_order": 626 }