{ "id": 4242639, "name": "MOONGATE WATER COMPANY, INC., Plaintiff-Appellant, v. DO\u00d1A ANA MUTUAL DOMESTIC WATER CONSUMERS ASSOCIATION, Defendant-Appellee", "name_abbreviation": "Moongate Water Co. v. Do\u00f1a Ana Mutual Domestic Water Consumers Ass'n", "decision_date": "2008-09-04", "docket_number": "No. 27,284", "first_page": "140", "last_page": "150", "citations": [ { "type": "official", "cite": "145 N.M. 140" }, { "type": "parallel", "cite": "194 P.3d 755" }, { "type": "parallel", "cite": "2008-NMCA-143" } ], "court": { "name_abbreviation": "N.M. Ct. App.", "id": 9025, "name": "Court of Appeals of New Mexico" }, "jurisdiction": { "id": 52, "name_long": "New Mexico", "name": "N.M." }, "cites_to": [ { "cite": "2007-NMSC-044", "category": "reporters:neutral", "reporter": "NMSC", "case_ids": [ 3692987 ], "weight": 3, "pin_cites": [ { "page": "\u00b6 11" } ], "opinion_index": 0, "case_paths": [ "/nm/142/0248-01" ] }, { "cite": "951 F.2d 1558", "category": "reporters:federal", "reporter": "F.2d", "case_ids": [ 10529282 ], "weight": 2, "pin_cites": [ { "page": "1564" }, { "page": "1566" } ], "opinion_index": 0, "case_paths": [ "/f2d/951/1558-01" ] }, { "cite": "107 N.M. 632", "category": "reporters:state", "reporter": "N.M.", "case_ids": [ 1597206 ], "weight": 2, "pin_cites": [ { "page": "639" }, { "page": "73" } ], "opinion_index": 0, "case_paths": [ "/nm/107/0632-01" ] }, { "cite": "100 N.M. 216", "category": "reporters:state", "reporter": "N.M.", "case_ids": [ 1588569 ], "weight": 2, "year": 1983, "pin_cites": [ { "page": "218", "parenthetical": "internal quotation marks and citation omitted" }, { "page": "1095", "parenthetical": "internal quotation marks and citation omitted" } ], "opinion_index": 0, "case_paths": [ "/nm/100/0216-01" ] }, { "cite": "113 N.M. 71", "category": "reporters:state", "reporter": "N.M.", "case_ids": [ 723274 ], "weight": 2, "year": 1992, "pin_cites": [ { "parenthetical": "\"We cite federal cases only to the extent that we find them instructive and not as binding precedent.\"" }, { "parenthetical": "\"We cite federal cases only to the extent that we find them instructive and not as binding precedent.\"" } ], "opinion_index": 0, "case_paths": [ "/nm/113/0071-01" ] }, { "cite": "15 U.S.C. \u00a7 34", "category": "laws:leg_statute", "reporter": "U.S.C.", "pin_cites": [ { "page": "(1)(A)" } ], "opinion_index": 0 }, { "cite": "2002-NMCA-055", "category": "reporters:neutral", "reporter": "NMCA", "case_ids": [ 260676 ], "weight": 3, "pin_cites": [ { "page": "\u00b6 8" } ], "opinion_index": 0, "case_paths": [ "/nm/132/0270-01" ] }, { "cite": "2005-NMCA-003", "category": "reporters:neutral", "reporter": "NMCA", "case_ids": [ 1224591 ], "weight": 3, "pin_cites": [ { "page": "\u00b6 12" } ], "opinion_index": 0, "case_paths": [ "/nm/136/0682-01" ] }, { "cite": "118 N.M. 753", "category": "reporters:state", "reporter": "N.M.", "case_ids": [ 1563612 ], "weight": 2, "year": 1994, "pin_cites": [ { "page": "761", "parenthetical": "\"The right to sue the government is a statutory right and the legislature can reasonably restrict that right.\"" }, { "page": "755", "parenthetical": "\"The right to sue the government is a statutory right and the legislature can reasonably restrict that right.\"" } ], "opinion_index": 0, "case_paths": [ "/nm/118/0753-01" ] }, { "cite": "2008-NMCA-064", "category": "reporters:neutral", "reporter": "NMCA", "case_ids": [ 4002919 ], "weight": 4, "pin_cites": [ { "page": "\u00b6 12" } ], "opinion_index": 0, "case_paths": [ "/nm/144/0090-01" ] }, { "cite": "1998-NMSC-016", "category": "reporters:neutral", "reporter": "NMSC", "case_ids": [ 834335 ], "weight": 6, "pin_cites": [ { "page": "\u00b642" } ], "opinion_index": 0, "case_paths": [ "/nm/125/0308-01" ] }, { "cite": "1998-NMCA-144", "category": "reporters:neutral", "reporter": "NMCA", "case_ids": [ 827402 ], "weight": 3, "pin_cites": [ { "page": "\u00b632" } ], "opinion_index": 0, "case_paths": [ "/nm/126/0095-01" ] }, { "cite": "2005-NMCA-036", "category": "reporters:neutral", "reporter": "NMCA", "case_ids": [ 929167 ], "weight": 3, "pin_cites": [ { "page": "\u00b6 25" } ], "opinion_index": 0, "case_paths": [ "/nm/137/0217-01" ] }, { "cite": "2006-NMCA-041", "category": "reporters:neutral", "reporter": "NMCA", "case_ids": [ 2542314 ], "weight": 3, "pin_cites": [ { "page": "\u00b6 8" } ], "opinion_index": 0, "case_paths": [ "/nm/139/0306-01" ] }, { "cite": "114 N.M. 236", "category": "reporters:state", "reporter": "N.M.", "case_ids": [ 731562 ], "weight": 2, "pin_cites": [ { "page": "239" }, { "page": "1260" } ], "opinion_index": 0, "case_paths": [ "/nm/114/0236-01" ] }, { "cite": "190 B.R. 196", "category": "reporters:specialty", "reporter": "B.R.", "case_ids": [ 11298740 ], "pin_cites": [ { "page": "204" } ], "opinion_index": 0, "case_paths": [ "/br/190/0196-01" ] }, { "cite": "31 N.M. 188", "category": "reporters:state", "reporter": "N.M.", "case_ids": [ 1551481 ], "weight": 3, "year": 1925, "pin_cites": [ { "page": "209", "parenthetical": "internal quotation marks and citation omitted" }, { "page": "692", "parenthetical": "internal quotation marks and citation omitted" } ], "opinion_index": 0, "case_paths": [ "/nm/31/0188-01" ] }, { "cite": "115 N.M. 784", "category": "reporters:state", "reporter": "N.M.", "case_ids": [ 725400 ], "weight": 2, "year": 1993, "pin_cites": [ { "page": "791" }, { "page": "1270" } ], "opinion_index": 0, "case_paths": [ "/nm/115/0784-01" ] }, { "cite": "15 U.S.C. \u00a7\u00a7 34-36", "category": "laws:leg_statute", "reporter": "U.S.C.", "year": 1984, "opinion_index": 0 }, { "cite": "127 N.M. 416", "category": "reporters:state", "reporter": "N.M.", "case_ids": [ 257725 ], "weight": 2, "opinion_index": 0, "case_paths": [ "/nm/127/0416-01" ] }, { "cite": "2006-NMSC-038", "category": "reporters:neutral", "reporter": "NMSC", "case_ids": [ 3670351 ], "weight": 3, "pin_cites": [ { "page": "\u00b6 7" } ], "opinion_index": 0, "case_paths": [ "/nm/140/0212-01" ] }, { "cite": "2006-NMSC-032", "category": "reporters:neutral", "reporter": "NMSC", "case_ids": [ 3671055 ], "weight": 3, "opinion_index": 0, "case_paths": [ "/nm/140/0006-01" ] }, { "cite": "420 F.3d 1082", "category": "reporters:federal", "reporter": "F.3d", "case_ids": [ 8942737 ], "opinion_index": 0, "case_paths": [ "/f3d/420/1082-01" ] }, { "cite": "516 F.3d 900", "category": "reporters:federal", "reporter": "F.3d", "case_ids": [ 3639549 ], "opinion_index": 0, "case_paths": [ "/f3d/516/0900-01" ] } ], "analysis": { "cardinality": 1330, "char_count": 39743, "ocr_confidence": 0.698, "pagerank": { "raw": 5.207966869300525e-08, "percentile": 0.32792201398614357 }, "sha256": "3839767289f29c5229c2cdd8cef4371806e97076ea809a344105e959669ecd7a", "simhash": "1:720d2a947844d7ba", "word_count": 6207 }, "last_updated": "2023-07-14T14:53:47.998828+00:00", "provenance": { "date_added": "2019-08-29", "source": "Harvard", "batch": "2018" }, "casebody": { "judges": [ "WE CONCUR: JONATHAN B. SUTIN, Chief Judge, and CYNTHIA A. FRY, Judge." ], "parties": [ "MOONGATE WATER COMPANY, INC., Plaintiff-Appellant, v. DO\u00d1A ANA MUTUAL DOMESTIC WATER CONSUMERS ASSOCIATION, Defendant-Appellee." ], "opinions": [ { "text": "OPINION\nCASTILLO, Judge.\n{1} In this case, we consider whether an association that is organized under the Sanitary Projects Act (SPA), NMSA 1978, \u00a7\u00a7 3-29-1 to -21 (1965, as amended through 2006), is immune from suit for damages, pursuant to the New Mexico Antitrust Act (NMAA), NMSA 1978, \u00a7\u00a7 57-1-1 to -17 (1891, as amended through 1987). We conclude that an SPA association is a special function governmental unit, established by state law, and immune from damages for liability under the NMAA. Accordingly, we affirm the district court.\nI. BACKGROUND\n{2} Moongate Water Company (Moongate) is a public water utility company and provides residential water services to communities in and near Las Cruces, New Mexico (the City). Do\u00f1a Ana Mutual Domestic Water Consumers Association (Do\u00f1a Ana) is an association formed under the SPA, also for the purpose of providing water services in the Las Cruces area. Do\u00f1a Ana, Moongate, and the City have been contesting the right to provide water within an area east of Interstate 25 and north of Las Cruces for a number of years, and the dispute has resulted in numerous lawsuits. See Do\u00f1a Ana Mut. Domestic Water Consumers Ass\u2019n v. City of Las Cruces, 516 F.3d 900 (10th Cir.2008); Moongate Water Co., Inc. v. Do\u00f1a Ana Mut. Domestic Water Consumers Ass\u2019n, 420 F.3d 1082 (10th Cir.2005); Do\u00f1a Ana Mut. Domestic Water Consumers Ass\u2019n v. N.M. Pub. Reg. Comm\u2019n, 2006-NMSC-032, 140 N.M. 6, 139 P.3d 166.\n{3} In the case before us, Moongate sued Do\u00f1a Ana and the City for damages alleging antitrust violations contrary to the NMAA. Specifically, Moongate claimed that Do\u00f1a Ana conspired with the City \u201cto monopolize or attempt to monopolize the market for the provision of water utility services.\u201d Do\u00f1a Ana filed a motion to dismiss the complaint under Rule 1-012(B)(6) NMRA and argued that Do\u00f1a Ana was immune from suit for damages under the NMAA. The district court agreed and granted the motion to dismiss. Moongate appeals the district court\u2019s ruling.\nII. DISCUSSION\n{4} The parties agree that this Court reviews de novo the district court\u2019s determinations of the law and interpretation of applicable statutes. See Sonic Indus. v. State, 2006-NMSC-038, \u00b6 7, 140 N.M. 212, 141 P.3d 1266 (stating that \u201cinterpretation of phrases within a statute is a question of law that is reviewed de novo\u201d); Padwa v. Hadley, 1999\u2014 NMCA-067, \u00b6 8, 127 N.M. 416, 981 P.2d 1234 (explaining that a district court\u2019s decision to grant a Rule 1 \u2014 012(B)(6) motion is a question of law, which is reviewed de novo). We thus turn to the statutes at issue.\n{5} The NMAA makes it unlawful for any person to monopolize, attempt to monopolize, or conspire to monopolize trade or commerce within New Mexico. Section 57-1-2. The remedies under the NMAA are divided into two categories: injunctive relief and damages. The statute allows any person to recover injunctive relief, costs, and reasonable attorney fees for violations of the NMAA. Section 57-l-3(A). \u201cPerson\u201d is defined by the NMAA as any \u201cindividual, corporation, business trust, partnership, association or ... governmental or other legal entity.\u201d Sections 57-1-1.2, -17(B)(2) (internal quotation marks omitted). Recovery of damages, however, is not allowed against local governments, government officials, or government employees acting in an official capacity. Section 57-l-17(A)(l). In the case at hand, both parties characterize the prohibition on recovery of damages against a local government in terms of immunity.\n{6} The district court looked to the statutory definitions of local governments and SPA associations. Section 57 \u2014 1\u201417(B)(1) defines \u201clocal government\u201d as\n(a) a city, county or any other general function governmental unit established by state law; or\n(b) a school district, sanitary district or any other special function governmental unit established by state law[.]\nThe SPA authorizes the establishment of associations, which are described as \u201cpolitical subdivision[s] of the state\u201d and which are \u201cempowered by the state to receive public funds for acquisition, construction and improvement of water supply, reuse, storm drainage and wastewater facilities in communities, and to operate and maintain such facilities for the public good.\u201d Section 3-29-3. The district court ruled that Do\u00f1a Ana was immune because \u201c\u2018[l]ocal government\u2019 includes \u2018any other special function governmental unit established by state law[,]\u2019 which clearly includes political subdivisions created under the SPA.\u201d Do\u00f1a Ana urges this Court to affirm based either on the contention that an SPA association is a \u201csanitary district\u201d within the meaning of Section 57-1-17(B)(1)(b) or on the district court\u2019s ruling that the legislature intended to include SPA associations as special function governmental units for purposes of Section 57-l-17(A).\n{7} Moongate marshals several arguments to support its contention that Do\u00f1a Ana is not immune from paying damages under the NMAA: (1) an SPA association is not a sanitary district; (2) an SPA association is not created by state law; (3) an SPA association does not operate like a governmental unit; and (4) under the federal Local Government Antitrust Act of 1984 (LGAA), 15 U.S.C. \u00a7\u00a7 34-36 (1984), the purposes of governmental immunity are not served by extending immunity to cover an SPA association. We address each of these arguments in turn. Moongate also argues that in district court, Do\u00f1a Ana erroneously relied on an analogy to the immunity provisions of the Tort Claims Act, NMSA 1978, \u00a7\u00a7 41-4-1 to - 29 (1976, as amended through 2007). We do not reach Moongate\u2019s argument regarding application of the Tort Claims Act because we conclude that SPA associations are immune under the NMAA.\nA. Sanitary Districts\n{8} The NMAA extends immunity to \u201csanitary districts.\u201d Section 57-l-17(B)(l)(b). The Water and Sanitation District Act (WSD Act), NMSA 1978, \u00a7\u00a7 73-21-1 to -55 (1943, as amended through 2005), allows for the creation of \u201cdistricts,\u201d Section 73-21-3, which are defined in the following way:\n\u201c[District\u201d means a water and sanitation district that is established pursuant to that act and that is either entirely within or partly within and partly without one or more counties, provided those parts or parcels of the district lying in two or more counties are contiguous with one another, and further provided, a district created pursuant to a petition signed by the board of county commissioners of a county shall be entirely within that county}.]\nSection 73-21-4(B). Do\u00f1a Ana asserts that the term \u201csanitary district\u201d in Section 57-1-17(B)(1)(b) is ambiguous and should be construed to embrace both water and sanitation districts as defined by the WSD Act, as well as associations formed under the SPA. Moongate, on the other hand, argues that water and sanitation districts are formed under an entirely different statutory scheme than are associations formed under the SPA. Further, according to Moongate, water and sanitation districts have significant powers and responsibilities not given to associations formed under the SPA. Based on these distinctions, Moongate contends that the legislature intended for water and sanitation districts to be immune from damages liability under the NMAA but did not intend for SPA associations to be similarly immune.\n{9} We consider it unnecessary to decide whether a \u201csanitation district,\u201d Section 73-21-4(B), created by the WSD Act was the only entity contemplated by the legislature when it shielded \u201csanitary districts,\u201d Section 57-l-17(B)(l)(b), from payment of damages under the NMAA. Section 57-l-17(A)(l). The legislature provided an alternate category of entities that would be immune from suit for damages \u2014 special function governmental units. We conclude that a detailed analysis of the governmental characteristics of an SPA association is better applied to this immunity provision than the \u201csanitary district\u201d provision. For this reason, we do not decide whether an SPA association is a \u201csanitary district\u201d for the purposes of the NMAA. We thus turn to Moongate\u2019s arguments in opposition to the district court\u2019s ruling that an SPA association is a special function governmental unit.\nB. Established by State Law\n{10} The NMAA includes in its definition of \u201clocal governments,\u201d \u201ca school district, sanitary district, or any other special function governmental unit established by state law.\u201d Section 57 \u2014 1\u201417(B)(1)(b). Based on this definition, Moongate contends that Do\u00f1a Ana does not come within the definition of \u201clocal government\u201d because it is not established by state law. In order to support this argument, Moongate points to several local governmental units and cites the statutory provisions that create those governmental units in order to demonstrate how those units are clearly established under state law. See NMSA 1978, \u00a7\u00a7 3-2-1 to -9 (1965, as amended through 1999) (detailing the incorporation of a municipality and requiring the filing of a petition, approval of the county commission, and the election by residents); \u00a7 73-21-9 (requiring the filing of a petition, approval of the district court and a vote by taxpayers in order to create water and sanitation districts); NMSA 1978, \u00a7 22-4-2 (1993) (controlling the creation of a school district and requiring approval by the state board). Moongate then points out that an SPA association\u2019s board need only file a certificate of incorporation in order to establish an SPA association. See \u00a7 3-29-15. Moon-gate thus analogizes the formation of an SPA association to the general statutory procedures for the incorporation of a business, see NMSA 1978, \u00a7\u00a7 53-12-1 to -5 (1967, as amended through 2003), and argues that because SPA associations are created in the same manner as a corporation, an SPA association cannot be established by state law. This argument is without merit.\n{11} Moongate suggests that we compare the formation of school districts and water and sanitation districts to the formation of an SPA association, and we take this opportunity to do so. Under the WSD Act, a water and sanitation district is formed when a petition is filed with the district court, and the petition is required to set forth certain details regarding the proposed district. Section 73-21-6(A), (B). The district court then holds a hearing to determine whether the petition is in conformity with the WSD Act. Section 73-21-9. In order to create a school district, the board of education must receive a recommendation from the state superintendent or a resolution from either the voters in a district or the local board of the existing school district. Section 22-4r-2(A). These recommendations or resolutions must conform to criteria that are found in Section 22-4-2(B). Thus, both water and sanitation districts and school districts are created when a state entity receives a request and that request satisfies the specific statutory prerequisites for that particular entity.\n{12} The formalities involved with formation of an SPA association are similar to forming any public corporation: \u201c[t]he certificate of association and bylaws shall be acknowledged as required for deeds of real estate and shall be filed in the office of the public regulation commission.\u201d Section 3-29-17. By enacting the SPA, however, the legislature has provided a governmental solution for a particular problem: water supply in the rural communities in New Mexico. Section 3-29-3. The purpose, membership, and activities of an SPA association are carefully circumscribed by state law. For example, \u201cthe department [of the environment] may prescribe by rule guidelines for bylaws and rules of an association.\u201d Section 3-29-19.1; see \u00a7 3-29-2(C) (defining \u201cdepartment\u201d as \u201cdepartment of the environment\u201d). Additionally, \u201c[a]ll persons within a community who participate or desire to participate in any project may become members of an association upon complying with the rules and regulations prescribed by the board of directors of the association, such rules and regulations to meet with the approval of the department [of the environment].\u201d Section 3-29-11. The SPA also controls the project planning process and the procedure for contracting a project. See \u00a7 3-29-4. The statute requires an association to maintain open membership upon the payment of reasonable fees. See \u00a7 3-29-11. The SPA also explains that the department of the environment will oversee the operation of SPA associations. See \u00a7 3-29-7. Finally, we observe that the SPA explains that SPA associations are \u201cempowered by the state to receive public funds for acquisition, construction and improvement of water supply, reuse, storm drainage and wastewater facilities in communities, and to operate and maintain such facilities for the public good.\u201d Section 3-29-3. Accordingly, we conclude that SPA associations are established under state law.\nC. Special Function Governmental Unit\n{13} Moongate asserts a number of reasons to support its position that an SPA association cannot be a special function governmental unit: (1) SPA associations are not like the other entities that are specifically provided with immunity under the NMAA, (2) SPA associations do not operate as political subdivisions, and (3) SPA associations are more like businesses than governmental units. We will address each of Moongate\u2019s contentions separately.\n1. Comparing Water and Sanitation Districts with SPA Associations\n{14} Initially, we address Moongate\u2019s contention that SPA associations are unlike the other entities that are immune from suit for damages under the NMAA. Although Moon-gate distinguishes many of the entities listed in the NMAA, we resolve the issue by comparing SPA associations with water and sanitation districts.\n{15} As we indicated in preceding paragraphs, \u201c[t]he purpose of the SPA is to improve the public health of the people of New Mexico by establishing sanitary domestic water facilities to supply water to rural unincorporated communities, which otherwise would likely have no means to procure usable water.\u201d El Vadito de los Cerrillos Water Ass\u2019n v. N.M. Pub. Serv. Comm\u2019n, 115 N.M. 784, 791, 858 P.2d 1263, 1270 (1993). Similarly, water and sanitation districts are created for the purpose of \u201cpurchasing, acquiring, establishing or constructing waterworks to supply water,\u201d and \u201cpurchasing acquiring, establishing or constructing sanitary sewers\u201d for sewage disposal. Section 73-21-3(A), (B). In addition to having similar purposes, both entities, depending on the manner of their formation, are subdivisions of the state or county in which they are formed. See \u00a7 3-29-3 (establishing an SPA association as \u201ca political subdivision of the state\u201d); Section 73-21-9(1) (establishing a water and sanitation district as \u201ca governmental subdivision of the state\u201d if a majority of voters are in favor of the organization). Furthermore, both entities serve the public interest. See \u00a7 3-29-3 (stating that SPA associations \u201cimprove the public health of rural communities in New Mexico\u201d); Section 73-21-1 (stating that water and sanitation districts \u201cserve a public use\u201d and \u201cpromote the health, safety, prosperity, security and general welfare of the inhabitants\u201d of the district). Water and sanitation districts and SPA associations share other similarities: (1) both may sue or be sued, compare \u00a7 3-29-15, with \u00a7 73-21-16(C); (2) both are administered by boards of directors chosen from members of the association or district, compare \u00a7 3-29-12, with \u00a7 73-21-15.1; (3) both operate under bylaws, compare \u00a7\u00a7 3-29-16, -17 (providing that SPA associations are to operate under a filed certificate of association and bylaws), mth \u00a7 73-21-16 (providing that water and sanitation districts operate under bylaws and corporate seal); (4) both may impose assessments or taxes, compare \u00a7 3-29-15 (providing that SPA associations may impose fees and assessments), with \u00a7 73-21-18 (providing that water and sanitation districts may levy and collect taxes); and (5) both have the power of eminent domain, compare \u00a7 3-29-6(A), with \u00a7 73-21-16(J).\n{16} The legislature also made both entities eligible for loans and grants under the Water Project Finance Act, NMSA 1978, \u00a7\u00a7 72-4A-1 to -10 (2001, as amended through 2007). The Water Project Finance Act includes SPA associations, as well as water and sanitation districts, under its definition of a \u201cpolitical subdivision.\u201d Section 72-4A-3(C) (\u201c \u2018[P]olitieal subdivision\u2019 means a municipality, county, irrigation district, conservancy district, special district, acequia, soil and water conservation district, water and sanitation district or an association organized and existing pursuant to the [SPA.]\u201d). Political subdivisions qualify, under certain conditions, for water project funds from the state. Section 72-4A-7(A). Also, the regulations of the Department of Finance Administration that implement the Water Project Finance Act include SPA associations and water and sanitation districts under the definition of a \u201cpolitical subdivision,\u201d and thus both entities qualify for water project funds from the state. See 2.110.2.7(M) NMAC (2007) (including SPA associations and water and sanitation districts among \u201c[political subdivisions of the state\u201d for purposes of receiving community development block grants).\n{17} Moongate points out that, while water and sanitation districts have the power \u201cto levy and collect ad valorem taxes on and against all taxable property within the district,\u201d \u00a7 73-21-17, SPA associations are given no such taxing authority. SPA associations are, however, empowered by the state to impose assessments on association members, apart from service and membership fees, in order to finance the extension of water or sewer service. Section 3-29-6(B)(7). Do\u00f1a Ana asserts, and we agree, that \u201c[s]peeial assessments are a species of taxation.\u201d In re Proposed Middle Rio Grande Conservancy Dist., 31 N.M. 188, 209, 242 P. 683, 692 (1925) (internal quotation marks and citation omitted).\n{18} Moongate also contends that the statutory schemes that establish the two types of entities are so different that water and sanitation districts and SPA associations cannot be usefully compared. The WSD Act provides for the organization of districts subject to the procedures set forth in the Special District Procedures Act, NMSA 1978, \u00a7\u00a7 4-53-1 to -11 (1965). Section 73-21-5. The SPA specifically exempts SPA associations from following the procedures established by the Special District Procedures Act (SDPA). Section 3-29-21. We do not find the exemption of SPA associations from the procedures set forth in the SDPA to be determinative of the status of SPA associations. The SDPA establishes a county special district commission to oversee the creation and maintenance of special districts. See \u00a7\u00a7 4-53-3 to -11. The SPA has its own procedures for establishing associations, and the associations remain under the supervision of the department of the environment. See \u00a7 3-29-7.\n{19} Moongate further argues that the New Mexico Environment Department has distinguished between water and sanitation districts and certain SPA associations in a publication. See N.M. Envtl. Fin. Ctr., How to Form a Water & Sanitation Dist. in N.M. (2006), available at http://www.nmenv.state. nm.us/cpb/FinalReport;iJuly2006.pdf. This publication does explain the differences between the entities for the purpose of helping a community to form a water and sanitation district. Id. \u00a7 1, at 3. We observe, however, that it was prepared by the New Mexico Environmental Finance Center, and there is no indication from the document that it expresses the views of the New Mexico Environment Department. Irrespective of the information in the publication, we agree that there are differences between the entities. Indeed, there would be little point in separate statutory schemes that establish different types of water providers if the different organizations operated in precisely the same manner. Nevertheless, those differences do not provide a basis for us to hold that water and sanitation districts should be immune from liability for antitrust damages while SPA associations should be subject to such damages.\n{20} Along these lines of comparison between SPA associations and other governmental units, Moongate contends that this Court should adopt the analysis used by some federal courts in order to establish whether Do\u00f1a Ana exhibits the general characteristics that are traditionally associated with a governmental unit. These characteristics are divided into five categories: the creation of the entity, the purpose of the entity, the operation of the entity, the rights and liabilities of the entity, and the dissolution of the entity. In re Matter of Kent, 190 B.R. 196, 204 (Bankr.D.N.J.1995). We have already examined several of these factors and have determined (1) that SPA associations are established by state law in order to fulfill a specific governmental purpose; (2) that SPA associations and water and sanitation districts have similar purposes; (3) that the department of the environment oversees the operation of an SPA association; (4) that an SPA association, like a water and sanitation district, may sue or be sued; (5) that an SPA association may impose assessments apart from service fees and dues; (6) that SPA associations and water and sanitation districts are eligible to receive public financing; and (7) that both entities have the power of eminent domain. Although we think that it is proper to use the five categories in determining whether an entity is a governmental unit, as do the federal cases, we are not bound by the analyses or conclusions reached in the federal eases. See Sundial Press v. City of Albuquerque, 114 N.M. 236, 239, 836 P.2d 1257, 1260 (Ct.App.1992) (explaining that \u201c[t]he reasoning of federal decisions on this matter, if not in conflict with controlling New Mexico authority, can be persuasive\u201d but cautioning that \u201cwe are not bound by these federal decisions\u201d). Based on the comparison between water and sanitation districts and SPA associations, we are persuaded that SPA associations share many characteristics with entities that are immune from liability for damages under the NMAA.\n2. Political Subdivision\n{21} The SPA identifies SPA associations as \u201cpolitical subdivisions] of the state\u201d and \u201cpublic bod[ies] corporate.\u201d Sections 3-29-3, -15. Moongate nevertheless contends that Do\u00f1a Ana is not a local government for the purposes of the NMAA and argues (1) that the immunity provisions of the NMAA do not apply because the NMAA refers to local governments and not to political subdivisions and (2) that SPA associations possess \u201cnone of the characteristics traditionally associated with political subdivisions.\u201d We first point out that the other entities that are named in the NMAA\u2019s immunity provision, including school districts, water and sanitation districts, cities, and counties, see \u00a7 57-1-17(B)(1), have been previously identified as political subdivisions. See Hurley v. Vill. of Ruidoso, 2006-NMCA-041, \u00b6 8, 139 N.M. 306, 131 P.3d 693 (referring to school districts and counties as political subdivisions); El Dorado Utils., Inc. v. Eldorado Area Water & Sanitation Dist, 2005-NMCA-036, \u00b6 25, 137 N.M. 217, 109 P.3d 305 (explaining that for the purposes of the Tort Claims Act, a water and sanitation district is a governmental entity, which \u201cincludes the state and all of its political subdivisions\u201d); City of Carlsbad v. Grace, 1998-NMCA-144, \u00b632, 126 N.M. 95, 966 P.2d 1178 (noting that a city is a political subdivision). As a result, we reject the argument that the legislature\u2019s use of the terms \u201cpolitical subdivision\u201d in the SPA and \u201clocal government\u201d in the NMAA leads to a conclusion that the legislature did not intend for SPA associations to be immune from damages under the NMAA.\n{22} In Wilson v. Denver, our Supreme Court refused to extend governmental status to a ditch association, which was identified by statute as both a \u201cpolitical subdivision\u201d and a \u201ccorporation.\u201d 1998-NMSC-016, \u00b642, 125 N.M. 308, 961 P.2d 153. The Court in that case concluded that the ditch association was \u201ca hybrid between a corporation and a public body.\u201d Id. The Wilson Court provided two bases for this conclusion: (1) the statute in question directed that \u201cditches or acequias shall for the purposes of th[at] article be considered as corporations,\u201d id.; and (2) \u201cthe [{legislature chose to treat ditch associations as corporations for the specific purpose of electing officers, ... by approving proportionate voting but granting to ditch association members the discretion to select the most appropriate system of voting for each individual ditch.\u201d Id.\n{23} In the present case, the legislature has not indicated that an SPA association should have similar hybrid status. First, Section 3-29-15 does not state that SPA associations shall \u201cbe considered as corporations.\u201d Id. Instead, Section 3-29-15 states that members of an SPA association \u201cconstitute a public body corporate.\u201d The legislature has, in numerous statutes, demonstrated that \u201cpublic bodies politic and corporate\u201d are instrumentalities of the government. See NMSA 1978, \u00a7 6-21-4(A) (2006) (\u201cThere is created a public body politic and corporate, separate and apart from the state, constituting a governmental instrumentality to be known as the \u2018New Mexico finance authority\u2019 for the performance of essential public functions.\u201d); NMSA 1978, \u00a7 58-18-4(A) (2003) (\u201cThere is created a public body politic and corporate, separate and apart from the state, constituting a governmental instrumentality, to be known as the \u2018New Mexico mortgage finance authority\u2019, for the performance of essential public functions.\u201d); NMSA 1978, \u00a7 62-16A-3(A) (2007) (\u201cThe \u2018New Mexico renewable energy transmission authority\u2019 is created as a public body, politic and corporate, separate and apart from the state, constituting a governmental instrumentality for the performance of essential public functions.\u201d); NMSA 1978, \u00a7 70-6-2(G) (1993) (defining \u201cpublic body\u201d as \u201cthe state or any department, board, commission, bureau, institution, public agency, county or political subdivision thereof, including bodies corporate, bodies politic, municipal corporations, school districts, conservancy districts and quasi-municipal corporations of all kinds\u201d); NMSA 1978, \u00a7 72-16-22 (1986) (\u201cThe authority may exercise the ... duties, privileges, immunities, rights, liabilities and disabilities appertaining to a public body politic and corporate and constituting a quasi-municipal corporation and political subdivision of the state established as an instrumentality exercising public and essential governmental and proprietary functions to provide for the pub-lie health, safety and general welfare[.]\u201d); NMSA 1978, \u00a7 73-1-11 (1931) (\u201cUpon declaring the district organized, the same shall be a political subdivision of the state of New Mexico, and a body corporate with all the powers of a public or municipal corporation!}]\u201d). Unlike the statute in Wilson, the SPA consistently states that SPA associations are \u201cpolitical subdivision^] of the state,\u201d see \u00a7 3-29-3, and that SPA associations are instrumentalities of the government as \u201cpublic bod[ies] corporate.\u201d Section 3-29-15.\n{24} Second, unlike in Wilson, we can identify no specific legislative purpose for classifying an SPA association as a corporation. To the contrary, the legislature has made public funds available in order to achieve a specific, governmental purpose for SPA associations: \u201cto improve the public health of rural communities.\u201d Section 3-29-3. We therefore conclude that the legislature, by including the language \u201cpolitical subdivision\u201d and \u201cpublic body corporate,\u201d intended for SPA associations to be special function governmental units.\n{25} Moongate\u2019s second argument invites us to disregard the plain language of the statute by asking us to analyze whether Do\u00f1a Ana actually operates as a political subdivision. We decline the invitation. See \u00a7 3-29-3 (describing the purpose of the SPA as \u201cproviding for the establishment and maintenance of a political subdivision of the state\u201d); McAlpine v. Zangara Dodge, Inc., 2008-NMCA-064, \u00b6 12, 144 N.M. 90, 183 P.3d 975 (refusing to accept a party\u2019s argument because that argument would require this Court to ignore the language of the statute at issue). Further, we have already conducted a detailed comparison between water and sanitation districts, which are political subdivisions, and SPA associations, and we concluded that there are more similarities than differences.\n3. Businesses Versus Governmental Units\n{26} The SPA contains the following language:\nUpon the filing of each certificate and copy thereof as provided in Section 3-29-17 ..., the persons so associating, their successors and those who may thereafter become members of the association constitute a public body corporate by the name set forth in the certificate and by such name may sue and be sued, have capacity to make contracts, acquire, hold, enjoy, dispose of and convey property real and personal, accept grants and donations, borrow money, incur indebtedness, impose fees and assessments and do any other act or thing necessary or proper for carrying out the purposes of their organization.\nSection 3-29-15. Moongate argues that this section of the SPA indicates that the legislature intended for SPA associations to be businesses, rather than governmental units. We have already discussed the language \u201cpublic body corporate\u201d in paragraphs 23-24, and we concluded that those words establish legislative intent that SPA associations are units of government. In this section, we will focus on the \u201csue or be sued\u201d provision and the \u201cdistinctly private language\u201d of Do\u00f1a Ana\u2019s articles of incorporation.\n{27} Because the SPA allows SPA associations to \u201csue and be sued,\u201d id., and the SPA does not limit the types of claims which may be brought, Moongate contends that Do\u00f1a Ana is \u201csubject to the full range of liabilities.\u201d We disagree. Moongate\u2019s argument seems to be that the SPA itself is the only statute that the legislature can use to limit the liability of SPA associations. If that were correct, immunity provisions in other statutes, such as the NMAA, would have no force at any time. We therefore conclude that the SPA\u2019s failure to limit the claims that can be brought against SPA associations does not necessarily mean that any conceivable claim is allowable. We also observe that municipalities, school boards, and water and sanitation districts, which are expressly immune from payment of damages under the NMAA, also have the capacity to \u201csue and be sued.\u201d NMSA 1978, \u00a7 3-18-l(A) (1972); NMSA 1978, \u00a7 22-5-4(E) (2005); \u00a7 73-21-16(C). As a result, the power to \u201csue and be sued\u201d cannot be read to prohibit the legislature from placing limits on a plaintiffs ability to obtain damages against a defendant with governmental characteristics. See Marrujo v. N.M. State Highway Transp. Dep\u2019t, 118 N.M. 753, 761, 887 P.2d 747, 755 (1994) (\u201cThe right to sue the government is a statutory right and the legislature can reasonably restrict that right.\u201d); Sanchez v. Santa Ana Golf Club, Inc., 2005-NMCA-003, \u00b6 12, 136 N.M. 682, 104 P.3d 548 (\u201c[A] sue or be sued clause will only accomplish a waiver [of sovereign immunity] when the clause clearly expresses an intent to waive immunity.\u201d).\n{28} Moongate also argues that Do\u00f1a Ana\u2019s articles of incorporation show that Do\u00f1a Ana is a private corporation and not a governmental entity. Specifically, Moongate contends that Do\u00f1a Ana\u2019s articles evince a private purpose, corporate powers, a lack of government oversight, and private borrowing powers. We have already shown that SPA associations operate for a public purpose under the governing statute. See \u00a7 3-29-3. We have further explained that an SPA association is a public body corporate, Section 3-29-15, which operates separately from the state but yet as an instrumentality of the government. We have detailed the similarities between the powers that water and sanitation districts may wield and identical powers that are granted to SPA associations. We have also pointed out that SPA associations operate under the supervision of the department of the environment. Section 3-29-7. Moongate argues that an SPA association\u2019s ability to borrow funds from any source is indicative of private powers. We have found no authority, however, to suggest that water and sanitation districts are restricted from borrowing money from particular sources, see \u00a7 73-21-16(E), and Moongate provides us with none. In fact, Moongate provides us with no authority at all to support the proposition that entities with some corporate characteristics are not to be considered governmental units for the purposes of immunity from damages awards. Ultimately, although an SPA association may have some corporate powers, the association may only use \u201cthose powers conferred upon [it] by [its] enabling legislation, and those necessarily implied to implement those powers.\u201d Yarger v. Timberon Water & Sanitation Dist, 2002-NMCA-055, \u00b6 8, 132 N.M. 270, 46 P.3d 1270. Considering all of the factors, we conclude that the arguably corporate characteristics of an SPA association do not require a conclusion that the associations are business and not governmental units.\nD. Purposes of Governmental Immunity and the LGAA\n{29} Last, we address Moongate\u2019s contention that to afford SPA associations immunity under the NMAA would not serve the purposes of local governmental immunity from antitrust suits for damages. The NMAA immunity provision has not previously been construed by our courts. Moongate recommends that we adopt the purposes advanced by Congress when it promulgated the LGAA, similar to those in published House Reports. The LGAA uses similar terms as Section 57-1-17 to define a \u201clocal government\u201d and extends antitrust immunity to the following entities:\n(A) a city, county, parish, town, township, village, or any other general function governmental unit established by State law, or\n(B) a school district, sanitary district, or any other special function governmental unit established by State law in one or more States[.]\n15 U.S.C. \u00a7 34(1)(A), (B). Moongate points to a House Committee Report and summarizes the federal purpose for providing immunity under the LGAA as follows: (1) to protect a municipality\u2019s ability to govern itself and (2) to protect against governmental liability for potentially large antitrust damage awards. H.R.Rep. No. 98-965, at 2 (1984), reprinted in 1984 U.S.C.C.A.N. 4602, 4603. Do\u00f1a Ana contends that although federal law is instructive, it is not binding or conclusive. We agree with Do\u00f1a Ana. See Lowery v. Atterbury, 113 N.M. 71, 74 n. 2, 823 P.2d 313, 316 n. 2 (1992) (\u201cWe cite federal cases only to the extent that we find them instructive and not as binding precedent.\u201d). We hesitate to adopt and apply the substance of a federal committee report when our courts have emphasized that the state legislature \u201cspeaks solely through its concerted action as shown by its vote.\u201d United States Brewers Ass\u2019n v. Dir. of the N.M. Dep\u2019t of Alcoholic Beverage Control, 100 N.M. 216, 218, 668 P.2d 1093, 1095 (1983) (internal quotation marks and citation omitted); Claridge v. N.M. State Racing Comm\u2019n, 107 N.M. 632, 639, 763 P.2d 66, 73 (Ct.App.1988) (internal quotation marks and citation omitted). Rather than delve into the purposes that motivated Congress to pass the LGAA, we turn to case law, which construes language that is identical in the LGAA and the SPA, in order to determine how other courts have considered the term \u201cspecial function governmental unit\u201d in the context of antitrust litigation.\n{30} The Tenth Circuit Court of Appeals has explained that the LGAA \u201cwas enacted to give greater immunity to local governments\u201d and that \u201c[i]t was a legislative response to an increasing number of antitrust suits, and threatened suits, that could undermine a local government\u2019s ability to govern in the public interest.\u201d Tarabishi v. McAlester Reg\u2019l Hosp., 951 F.2d 1558, 1564 (10th Cir.1991) (internal quotation marks and citation omitted). In Tarabishi, the Tenth Circuit analyzed whether an entity was a special function governmental unit based on two factors: (1) \u201cwhere liability for an antitrust damage award [would] actually fall,\u201d and (2) how the state legislature viewed the \u201ccharacter of [the] local entity.\u201d Id. at 1566. The second consideration tracks our own analysis in previous paragraphs, and we have already concluded that our legislature intended for SPA associations to be governmental units.\n{31} Regarding the first factor, Moongate argues that there is no evidence that an antitrust damage award would fall on the City and that Do\u00f1a Ana is therefore not a special function governmental unit. Do\u00f1a Ana contends that whether the City will be hable is irrelevant and urges that the inquiry is whether the award would impair government functions. We agree with Do\u00f1a Ana. We begin by considering again the purpose of the SPA, which is\nto improve the public health of rural communities in New Mexico by providing for the establishment and maintenance of a political subdivision of the state that is empowered by the state to receive public funds for acquisition, construction and improvement of water supply, reuse, storm drainage and wastewater facilities in communities, and to operate and maintain such facilities for the public good.\nSection 3-29-3. If an entity like Do\u00f1a Ana is unable to continue providing its service because it is forced to pay damages in an antitrust suit, the burden of providing water service \u201cfor the public good\u201d could easily fall on the state or local government. Accordingly, after evaluating SPA associations as special function governmental units according to the federal construction, we determine that an award for damages against an SPA association would take its toll on local government and that the state considers SPA associations to be governmental units. As a result, under the federal analysis, SPA associations are special function governmental units.\nIII. CONCLUSION\n{32} \u201cOur goal in interpreting a statute is to determine and give effect to legislative intent.\u201d N.M. Bd. of Veterinary Medicine v. Riegger, 2007-NMSC-044, \u00b6 11, 142 N.M. 248, 164 P.3d 947. We hold that the legislature intended for SPA associations to operate as governmental units and that SPA associations are similar to the other entities specifically identified in the NMAA\u2019s immunity provision. Further, we conclude that SPA associations would be immune from liability for damages under the federal LGAA, which defines \u201clocal government\u201d using the same language as the NMAA. For these reasons, SPA associations are properly identified as special function governmental units that are immune from suit for damages under the NMAA. Although our holding prevents Moongate from recovering damages against Do\u00f1a Ana, we observe that under Section 57-1-17(A), Moongate may still petition for injunctive relief against Do\u00f1a Ana and the district court specifically allowed amendment of Moongate\u2019s complaint to allow for such a result.\n{33} We affirm the district court.\n{34} IT IS SO ORDERED.\nWE CONCUR: JONATHAN B. SUTIN, Chief Judge, and CYNTHIA A. FRY, Judge.", "type": "majority", "author": "CASTILLO, Judge." } ], "attorneys": [ "Freedman Boyd Daniels, Hollander Goldberg & Ives, P.A., Joseph Goldberg, Matthew L. Garcia, Albuquerque, NM, Kyle W. Gesswein, Las Cruces, NM, for Appellant.", "Jones, Snead, Wertheim & Wentworth, P.A., Jerry Todd Wertheim, Carol A. Clifford, Santa Fe, NM, for Appellee." ], "corrections": "", "head_matter": "2008-NMCA-143\n194 P.3d 755\nMOONGATE WATER COMPANY, INC., Plaintiff-Appellant, v. DO\u00d1A ANA MUTUAL DOMESTIC WATER CONSUMERS ASSOCIATION, Defendant-Appellee.\nNo. 27,284.\nCourt of Appeals of New Mexico.\nSept. 4, 2008.\nFreedman Boyd Daniels, Hollander Goldberg & Ives, P.A., Joseph Goldberg, Matthew L. Garcia, Albuquerque, NM, Kyle W. Gesswein, Las Cruces, NM, for Appellant.\nJones, Snead, Wertheim & Wentworth, P.A., Jerry Todd Wertheim, Carol A. Clifford, Santa Fe, NM, for Appellee." }, "file_name": "0140-01", "first_page_order": 174, "last_page_order": 184 }