Petition for Writ of Certiorari — Citizens Alliance for Government Integrity, Petitioner v. York County, By and Through Its Manager, Joshua Edwards, et al.

APPENDIX TABLE OF CONTENTS

DIRECT ORDER BELOW

FOR WHICH REVIEW IS SOUGHT

Order, Supreme Court of South Carolina

(December 16, 2025) ........................................... 1a

OPINIONS AND ORDERS

IN ADJACENT CASES

Order in Bivins v. York County, Et Al., York

County Court of Common Pleas, Sixteenth

Judicial Circuit (January 21, 2026) ................... 3a

Judgment in Citizens Alliance for Government

Integrity Nonprofit v. Silfab Solar Inc. Et Al.,

York County Court of Common Pleas

(January 29, 2025)............................................ 31a

OTHER DOCUMENTS

Buchanan Notice of Appeal

(February 14, 2025) .......................................... 33a

Buchanan Memorandum Supporting Motion to

Intervene, Filed in York County Court of

Common Pleas (October 3, 2024) ..................... 35a

Respondents’ Return to Petition for Mandamus

Petition, Filed in the South Carolina

Supreme Court (November 20, 2025) .............. 50a

Respondents’ Exhibits ............................................ 76a

Exhibit A. York County Letter Describing the

Light Industrial District (LI) ........................... 76a

Exhibit B. Ordinance No. 6623 ........................ 78a

APPENDIX TABLE OF CONTENTS (Cont.)

Exhibit C. Fee in Lieu of Tax and Incentive

Agreement ........................................................ 85a

Exhibit D. Zoning Code Interpretation

Application & Checklist ................................. 144a

Exhibit E. York County Letter Response to

Questions About the Light Industrial District

(LI) .................................................................. 147a

Exhibit F. Board of Zoning Appeals

Administrative Appeal Application ............... 152a

Verified Complaint and Petitions for Writ

of Mandamus and Writs of Prohibition,

Filed in the South Carolina Supreme Court

(October 28, 2025) .......................................... 159a

Petitioner’s Exhibits ............................................. 186a

Exhibit A. Affidavit of Amanda Morrison ..... 186a

Exhibit B. Affidavit of Jason Rhoades ........... 207a

Exhibit C. Board of Zoning Appeals Ruling

(May 30, 2024) ................................................ 211a

Exhibit D. SCDHEC Permit and Site

(March 1, 2024) ............................................... 214a

Petitioner’s Amended Reply Brief

(December 1, 2025) ......................................... 218a

Complaint, Court of Common Pleas Sixteenth

Judicial Circuit (October 10, 2025) ................ 232a

APPENDIX TABLE OF CONTENTS (Cont.)

Summons, Court of Common Pleas Sixteenth

Judicial Circuit (October 13, 2025) ................ 247a

Complaint, Court of Common Pleas Sixteenth

Judicial Circuit (September 5, 2024) ............. 249a

Summons, Court of Common Pleas Sixteenth

Judicial Circuit (September 5, 2024) ............. 262a

Notice of Appeal and Request for Mediation

Pursuant to S.C. Code Ann. §§ 6-29-820

and 6-29-825 of Decision of York County

Board of Zoning Appeals (June 28, 2024) ...... 267a

App.1a

ORDER,

SUPREME COURT OF SOUTH CAROLINA

(DECEMBER 16, 2025)

THE SUPREME COURT OF SOUTH CAROLINA

________________________

CITIZENS ALLIANCE FOR

GOVERNMENT INTEGRITY,

Petitioner,

v.

YORK COUNTY BY AND THROUGH

ITS MANAGER JOSHUA EDWARDS;

JOSEPH [Sic: JOSH] REINHARDT, MANAGER OF

YORK COUNTY DEVELOPMENT SERVICES

DEPARTMENT; AND JONATHAN BUONO,

DIRECTOR OF YORK COUNTY PLANNING AND

DEVELOPMENT,

Respondents.

________________________

Appellate Case No. 2025-002174

Before: John W. KITTREDGE, Chief Justice,

John CANNON FEW, George C. JAMES,

D. GARRISON HILL, Letitia H. VERDIN, Judges.

ORDER

Petitioner asks this Court to entertain this

matter in its original jurisdiction and issue a writ of

mandamus compelling York County to cease issuing

App.2a

operating and occupancy permits to Silfab Solar Inc.

(Silfab). In the alternative, Petitioner asks this Court

to issue a writ of prohibition to prevent York County

from issuing any more operating or occupancy permits

to Silfab. Petitioner also requests the Court enjoin

York County from issuing permits to Silfab. Due to the

nature of this request, we construe Petitioner’s

petition to include a request for injunctive relief. We

decline to entertain this matter in our original jurisdiction.

/s/ John W. Kittredge

Chief Justice

/s/ John Cannon Few

Judge

/s/ George C. James

Judge

/s/ D. Garrison Hill

Judge

/s/ Letitia H. Verdin

Judge

Columbia, South Carolina

December 16, 2025

cc:

J. Cameron Halford

Chad Nicholas Johnston

Samantha Jordan Dorward

Jonathan M. Robinson

Austin Tyler Reed

App.3a

ORDER IN BIVINS v. YORK COUNTY, ET AL.,

YORK COUNTY COURT OF COMMON PLEAS,

SIXTEENTH JUDICIAL CIRCUIT

(JANUARY 21, 2026)

IN THE COURT OF COMMON PLEAS SIXTEENTH

JUDICIAL CIRCUIT, STATE OF SOUTH

CAROLINA COUNTY OF YORK

________________________

DENNIS FLOYD BIVINS,

Plaintiff,

v.

YORK COUNTY BY AND THROUGH JOSHUA

EDWARDS, YORK COUNTY MANAGER, JOSH

REINHARDT, YORK COUNTY DEVELOPMENT

SERVICES MANAGER, AND JONATHAN BUONO,

YORK COUNTY PLANNING AND

DEVELOPMENT SERVICES DIRECTOR,

Defendants.

________________________

C/A No.: 2025-CP-46-04007

Before: G.D. MORGAN JR., Judge.

ORDER GRANTING IN PART AND DENYING

IN PART DEFENDANTS’ MOTION TO DISMISS

THIS MATTER COMES before the Court on the

November 17, 2025 motion of Defendants York County,

Joshua Edwards, Josh Reinhardt, and Jonathan Buono

App.4a

(collectively, the County), pursuant to Rule 12(b), of

the South Carolina Rules of Civil Procedure (SCRCP),

to dismiss the Complaint of Plaintiff Dennis Floyd

Bivins. The Court heard argument on the County’s

motion on December 16, 2025. Present at the hearing

were Cameron J. Halford, Esquire, of the Halford Law

Firm, representing Plaintiff, and Chad N. Johnston,

Esquire, and Samantha J. Dorward, Esquire, both of

Burr & Forman, LLP, and Austin T. Reed, Esquire, of

Smith Robinson LLC, representing the County. In

reaching this decision, the Court has fully considered

the arguments of the parties at the hearing, the

respective filings of the parties, including the

submitted memoranda of law and exhibits,1 the

relevant case law, and the applicable rules and standard of review. For the reasons set forth herein, and

in accordance with Rule 12(b), SCRCP, the Court

GRANTS IN PART and DENIES IN PART the

County’s motion and dismisses the complaint with

prejudice.

1 See Brazell v. Windsor, 384 S.C. 512, 516, 682 S.E.2d 824, 826

(2009) (holding that a Court may consider documents incorporated by reference in the complaint to prevent plaintiffs “from

surviving a motion to dismiss by intentionally omitting documents upon which their claims are based” without converting the

motion into one for summary judgment); see also Ballard v.

Admiral Ins. Co., 442 S.C. 22, 33, 897 S.E.2d 183, 188 (Ct. App.

2023) (same).

App.5a

STATEMENT OF THE FACTS2

I.

Zoning Compliance Verification

In late 2022, Silfab Solar, Inc. (Silfab) sought

zoning compliance approval under subchapter E, part

13 of the York County Zoning Code (§§ 155.1120 et seq.)

for proposed solar panel manufacturing operations

on a parcel located at 7149 Logistics Lane, Fort Mill,

South Carolina (Parcel). The Parcel is located in a

multi-county industrial park developed by York and

Chester Counties under South Carolina Code section

4-1-170 and is zoned Light Industrial. On December

27, 2022, the County’s zoning office, a division of the

County’s Planning and Development Services Department, issued a letter to Silfab verifying that Silfab’s

proposed operations were compatible and compliant

with the Parcel’s Light Industrial zoning district

(Zoning Compliance Verification).3 No challenge or

appeal of the Zoning Compliance Verification was

instituted.

2 The Court has considered the factual allegations set forth in

the complaint, and has accepted all well-pled allegations as true.

Disabato v. S.C. Ass’n of Sch. Adm’rs, 404 S.C. 433, 441, 746

S.E.2d 329, 333 (2013). In ruling on this motion to dismiss, the

Court finds the following facts.

3 The County’s Zoning Division staff is tasked with assisting the

public with requests or information associated with the use and

development of property within the County. Among the staff’s

responsibilities is to “[r]eview and approve subdivision plats and

non-residential site plans for compliance with York County

development regulations.” https://www.yorkcountygov.com/377/

Zoning; see also Zoning Code § 155.957 (Table 155.957-1).

App.6a

II. Fee in Lieu of Tax and Incentive Agreement

During that same period, Silfab and the County

began negotiating a fee in lieu of tax (FILOT) and

incentive agreement to induce Silfab to locate its

operations in the County. A proposed inducement and

incentive ordinance (Inducement Ordinance) that would

authorize the execution of the FILOT agreement was

introduced and given first reading by County Council

on March 6, 2023. Second reading, along with a public

hearing, occurred on August 21, 2023. On September

18, 2023, County Council held a third reading of the

Inducement Ordinance and enacted the same. The

Inducement Ordinance authorized and directed County

representatives to execute the FILOT agreement. It

further provided that “[a]ll ordinances, resolutions,

and parts thereof in conflict herewith are, to the

extent of such conflict, hereby repealed.”

In accordance with the Inducement Ordinance,

also on September 18, 2023, the County and Silfab

executed the FILOT agreement, thereby creating a

binding agreement between the County and Silfab to

pursue development of the Silfab project at the Parcel.

Among other terms, the FILOT agreement specifically

identifies the Parcel for development of the Silfab

project. FILOT agreement at 5 (defining “land” as “the

land upon which the Project will be located, as

described in Exhibit A”); at A-1, FILOT agreement

Exhibit A (providing the legal description for the

Parcel). Recital 5 of the FILOT agreement further provides that:

The County has determined that it is in the

best interests of the County to enter into this

Agreement with [Silfab], subject to the terms

and conditions set forth herein, and, by

App.7a

Ordinance No. [6623] enacted by the Council

on September 18, 2023 . . . approved the

form, terms and conditions of this Agreement

and ratified all prior actions taken with

respect to the Project.

(Emphasis added). Thus, the County, through formal

legislative action of its County Council, approved and

specifically induced Silfab to locate in the County at

the Parcel. Further, based on the FILOT agreement’s

finding that “all prior actions taken with respect to the

Project” were ratified, as authorized by official action

taken by the County Council in the Inducement

Ordinance, the Zoning Compliance Verification issued

by the County’s zoning office specific to both Silfab

and the Parcel was legislatively approved.

Thereafter, Silfab began undertaking steps to

develop the identified Parcel, including seeking relevant

permits and authorizations from the County and other

relevant regulatory entities, site work, and construction

on the site.

III. Related Actions and Litigation

A.

Zoning Interpretation and Subsequent

Appeal

On February 1, 2024, a Fort Mill resident

requested a zoning interpretation (Zoning interpretation Request) from the County Planning and

Development Services Department under Subchapter

E, Part 11 of the York County Zoning Code (§§ 155.1090

et seq.). The Zoning interpretation Request submitted

seven questions directed specifically at the approval of

Silfab’s development of the Parcel, despite Zoning Code

section 155.1090’s stated purpose of a zoning inter-

App.8a

pretation: “to clarify ambiguities in the Zoning Code

and to resolve any ambiguities in future amendments.”

On February 16, 2024, the County Zoning and

Development Standards Administrator provided a

response to the Zoning interpretation Request (Zoning

interpretation). Therein, the County declined to address

the requests, consistent with its authority under

Zoning Code section 155.1093(B), but did provide

certain “clarifications” as to other tangentially-related

issues. Thereafter, on March 14, 2024, certain of the

submitted zoning interpretation requests were appealed

to the County Board of Zoning Appeals (BZA), (BZA

Appeal).

On May 9, 2024, the BZA held a hearing on the

BZA Appeal, following which it voted 5-0 to reverse

the Zoning interpretation and thereafter issued a final

decision setting forth a written record of its decision

and findings (BZA Order).4 The BZA Order contained

the following conclusions:

i.

The Zoning Administrator erred in

determining that Solar Panel Manufacturing

is a Use under Computer and Electronic

Products Manufacturing permitted in Light

Industrial; and

ii.

Solar Panel Manufacturing is not listed as a

Use applicable for the Light Industrial

Zoning District and is therefore prohibited

4 Although neither question proposed by the BZA Order were

presented in the Zoning interpretation Request, the BZA Order

characterized the questions presented in the appeal as: (1)

whether “Solar Panel Manufacturing is a Permitted Use within

the Light Industrial Zoning District”; and (2) whether “Solar

Panel Manufacturing [is] considered a Heavy Industrial use.”

App.9a

pursuant to section 155.270(G), York County

Code of Ordinances.

The BZA Order did not mention Silfab, its specific

project, or the Parcel, nor does section 155.1090 of the

Zoning Code authorize zoning interpretations to

evaluate specific, ongoing developments.

Thereafter, Silfab and its landlord, Exeter 7149

Logistics, L.P. (Landlord), appealed the BZA Order to

the York County circuit court. See Silfab Solar, Inc.,

et al. v. York County Board of Zoning Appeals, 2024CP-46-02641. As a result of the appeal, the BZA Order

is stayed.5 Consistent with South Carolina Code

section 6-29-820(B)(2), Silfab requested pre-litigation

mediation of the BZA Appeal, and on April 21, 2025,

the parties unsuccessfully mediated the case. The

matter is ongoing.

B.

Stayed Circuit Court Action

On September 5, 2024, Citizens Alliance for Government Integrity, Inc. (CAGI), a South Carolina nonprofit, filed a complaint in the York County circuit

court against Silfab, Landlord, and the County. See

Citizens Alliance for Government Integrity, Inc., a

South Carolina Non-Profit v. Silfab Solar, Inc., Exeter

7149 Logistics, L.P., and York County by and through

its Planning and Development Services and Zoning

5 See York County Zoning Code § 155.982(C) (“Effect on Other

Proceedings. An appeal [of an administrative decision] stays all

legal proceedings by the County relating to the action appealed

from, unless the Zoning Administrator certifies to the Board of

Zoning Appeals, after the appeal application has been filed, that

a stay would cause an imminent peril to life and property.”

(emphasis in original)).

App.10a

Administrator, a body politic and political subdivision

of York County and the State of South Carolina, 2024CP-46-03532 (CAGI Action). In that lawsuit, CAGI

seeks declaratory and injunctive relief, arguing that

the subsequently-issued BZA Order controls over the

prior, specific Zoning Compliance Verification issued to

Silfab for the Parcel. The defendants there, including

the County, moved to dismiss the action on a number

of grounds. While the motions to dismiss were pending,

CAGI sought a preliminary injunction to stay or

revoke all permits issued by the County to Silfab. On

December 18, 2024, The Honorable Martha M. Rivers

held a hearing on the pending motions and, on January 29, 2025, issued a Form-4 Order declining to rule

on CAGI’s motion to stay or revoke all permits and

instead stayed the entire lawsuit pending final

resolution of the BZA Appeal.

C.

Related Appellate Litigation

On July 2, 2025, a Fort Mill resident, petitioned

the Supreme Court to invoke its original jurisdiction

to issue writs of mandamus and prohibition, requesting

that the court require the County to revoke permits

issued to Silfab and ultimately halt its project. See

Appellate Case No. 2025-001325. On July 21, 2025,

the Supreme Court declined to entertain the matter

in its original jurisdiction.

Then, on October 28, 2025, CAGI similarly

petitioned the Supreme Court in its original jurisdiction, pursuing writs of mandamus and prohibition

on the same bases as those in the initial petition and

in this case. See Appellate Case No. 2025-002174. On

December 16, 2025, the Supreme Court declined to

entertain the matter in its original jurisdiction.

App.11a

DISCUSSION

In this action, Plaintiff seeks relief against both

the County and non-party Silfab, pursuing claims for

temporary and permanent injunctive relief, declaratory

relief, and writs of mandamus and prohibition,

including issuance of stop work orders and revocation

of permits, to prevent Silfab from continuing its development. For the reasons set forth herein, that relief is

DENIED.

I.

Justiciability

The County first asserts that the Court is without

jurisdiction, pursuant to Rule 12(b)(1), SCRCP, for lack

of standing, depriving the Court of a justiciable controversy. See Capital City Ins. Co. v. BP Staff, Inc., 382

S.C. 92, 99, 674 S.E.2d 524, 528 (Ct. App. 2009) (“A

motion to dismiss for lack of standing challenges the

court’s subject matter jurisdiction.”); Lennon v. S.C.

Coastal Council, 330 S.C. 414, 415, 498 S.E.2d 906,

906 (Ct. App. 1998) (“A threshold inquiry for any court

is a determination of justiciability, i.e., whether the litigation presents an active case or controversy.”); Jackson

v. State, 331 S.C. 486, 490 n. 2, 489 S.E.2d 915, 917 n.

2 (1997) (stating the concept of justiciability encompasses the doctrines of ripeness, mootness, and standing). The Court agrees. In South Carolina, standing

can be established in three ways: (1) by statute, (2) by

constitutional standing, and (3) under the public

importance exception. Bodman v. State, 403 S.C. 60,

66–67, 742 S.E.2d 363, 366 (2013). The complaint

appears to seek to establish standing alternatively by

statute or under the traditional three-part test for

App.12a

constitutional standing.6 The Court finds that the

complaint fails to meet its burden under either

method, and accordingly, the Court lacks jurisdiction.

A.

Statutory Standing

Plaintiff contends that section 6-29-950 of the

South Carolina Code provides him statutory standing

to maintain this lawsuit. While section 6-29-950 provides an avenue for a neighboring or adjacent property owner to challenge a zoning action, the Court finds

the complaint fails to plead the necessary and required facts to maintain such an action.

The Supreme Court has stated that “[s]tatutory

standing exists, as the name implies, when a statute

confers a right to sue on a party, and determining

whether a statute confers standing is an exercise in

statutory interpretation.” Youngblood v. S.C. Dep’t of

Soc. Servs., 402 S.C. 311, 317, 741 S.E.2d 515, 518

(2013) (citing Freemantle v. Preston, 398 S.C. 186,

194-95, 728 S.E.2d 40, 44-45 (2012)). Relevant here,

South Carolina Code section 6-29-950(A) provides,

In case a building, structure, or land is or is

proposed to be used in violation of any

ordinance adopted pursuant to this chapter,

. . . an adjacent or neighboring property

owner who would be specially damaged by

the violation may in addition to other

remedies, institute injunction, mandamus,

or other appropriate action or proceeding to

prevent the unlawful erection, construction,

reconstruction, alteration, conversion, main6 Plaintiff does not plead or argue the public importance

exception to standing.

App.13a

tenance, or use, or to correct or abate the

violation, or to prevent the occupancy of the

building, structure, or land.

(Emphasis added). Thus, there are two mandatory

requirements for an adjacent or neighboring property

owner, such as Plaintiff, to meet in order to advance a

claim under section 6-29-950(A): (1) first, the adjacent

or neighboring property owner must be “specially

damaged”; and (2) such special damage must flow

from the use—or proposed use—of the property in

question in violation of an ordinance.

The County asserts that Plaintiff fails to meet

either criterion. As to the first, the complaint fails to

plead facts that would support a claim that Plaintiff

has been specially damaged by the development. The

Supreme Court has equated the special damages

requirement under section 6-29-950(A) to the particularized injury-in-fact requirement of traditional constitutional standing analysis. See Carnival Corp. v.

Historic Ansonborough Neighborhood Ass’n, 407 S.C.

67, 75, 753 S.E.2d 846, 850 (2014) (equating the

“special damage” requirement specified in section 629-950(A) to the particularized-injury requirement

under constitutional standing). Pertinent here, an

“injury in fact” has been defined as “an invasion of a

legally protected interest” which is “concrete and

particularized” and “actual or imminent,” not

“conjectural or hypothetical.” Commander Health Care

Facilities, Inc. v. S.C. Dep’t of Health & Env’t Control,

370 S.C. 296, 301, 634 S.E.2d 664, 666 (Ct. App. 2006)

(quoting Lujan v. Defenders of Wildlife, 504 U.S. 555,

561 (1992)). Moreover, “[p]rospective concern falls far

short of the standard of ‘concrete and particularized

and . . . actual or imminent’ harm. . . . ” Beaufort Realty

App.14a

Co. v. Beaufort Cnty., 346 S.C. 298, 303, 551 S.E.2d

588, 590 (Ct. App. 2001). For the injury to be particularized, it must affect the plaintiff in a personal and

individual way and must be different than the general

impact to the public. Sea Pines Ass’n for the Prot. of

Wildlife v. South Carolina Dep’t of Natural Res. &

Cmty. Servs. Assocs., Inc., 345 S.C. 594, 601, 550

S.E.2d 287, 291 (2001).

As to harm or injury, Plaintiff offers only a

conjectural and generalized grievance concerning future

public health and welfare concerns. Plaintiff does not

allege any individualized harm that he has suffered

as an adjacent property owner or neighbor that is

distinct from what he contends the public might suffer

at large. See Commander, 370 S.C. at 301, 634 S.E.2d

at 666 (“The injury must be of a personal nature to the

party bringing the action, not merely of a general

nature that is common to all members of the public.”

(emphasis added) (citing Quality Towing, Inc. v. City

of Myrtle Beach, 340 S.C. 29, 34, 530 S.E.2d 369, 371

(2000))); see also Carnival Corp., 407 S.C. at 75, 753

S.E.2d at 850 (“‘[A] plaintiff raising only a generally

available grievance about government—claiming only

harm to his and every citizen’s interest in proper

application of the Constitution and laws, and seeking

relief that no more directly and tangibly benefits him

than it does the public at large—does not’ possess

standing.” (quoting Lujan, 504 U.S. at 573–74)).

Moreover, even if Plaintiff had alleged or could claim

some personal stake distinct from that of the public at

large, the alleged injury here is merely speculative

rather than actual or imminent, as Silfab is not yet

fully operating on the Parcel, and none of the injuries

Plaintiff alleges as certain to befall him and the

App.15a

community have occurred. As a result, these allegations are not concrete or particularized, but rather

conjectural and hypothetical.

Beyond those future speculative health concerns

resulting from presumed conduct and conjectural

injuries, Plaintiff alleges injuries resulting from “spot

zoning” or “site specific zoning.” However, the issue is

not that the Parcel has been rezoned; it has not.

Rather, Plaintiff disagrees with the County’s determination that Silfab’s proposed use of the site is consistent with the Parcel’s Light Industrial zoning designation. While Plaintiff disagrees with that determination, made by the County in the Zoning Compliance

Verification, that determination was not appealed and

was later ratified by the action of County Council

through the Inducement Ordinance and FILOT

agreement adopted specific to Silfab and the Parcel.

Further, the complaint pleads no facts that would support an allegation that he has been—or would be—

specially damaged by spot or site specific zoning.

Because the complaint fails to meet the pleading

standard as to special damages under section 6-29950(A), Plaintiff has not satisfied that condition precedent to assert standing under the statute.7

7 In light of the disposition of the special damages criterion, the

Court need not address the second criterion of whether Silfab’s

use—or proposed use—is in violation of an ordinance. See Futch

v. McAllister Towing of Georgetown, Inc., 335 S.C. 598, 613, 518

S.E.2d 591, 598 (1999) (“In light of our disposition of the case, it

is not necessary to address [the movant’s] remaining issues.”).

App.16a

B.

Constitutional Standing

The Court also finds Plaintiff has failed to

establish standing by pleading the “irreducible constitutional minimum of standing,” which consists of

three elements: (1) an injury in fact; (2) that the injury

and the conduct complained of must be causally

connected; and (3) that it must be likely, rather than

merely speculative, that the injury will be redressed

by a favorable decision. Sea Pines, 345 S.C. at 601, 550

S.E.2d at 291 (citing Lujan, 504 U.S. 555); see id.

(“The party seeking to establish standing carries the

burden of demonstrating each of the three elements.”).

1.

Injury in Fact

As set forth above, the complaint fails to plead

facts that could satisfy Plaintiff’s burden of showing a

concrete and particularized injury that is neither

contingent nor hypothetical, and that is different than

would be suffered by the public generally. See

Carnival Corp.

2.

Causation

Having failed to identify a viable injury in fact,

attempting to trace or evaluate the cause of such a

hypothetical injury is futile. Nevertheless, Plaintiff’s

allegations of future public health and welfare concerns

also fail the second element of constitutional standing,

as those harms, should they ever come to pass one

day, would be attributable to Silfab’s operations on

the parcel, rather than any action—or inaction—by

the County. Where the causal link between the

complained-of activity and the alleged injuries is

superseded by a third party, the alleged injuries are

not traceable to the government action. Courts,

App.17a

including the United States Supreme Court, have

found the causal link between a challenged governmental action and alleged injuries to be broken where

the action itself does not cause the alleged injuries,

but rather independent actions of third parties who

are not before the Court do. See Town of Arcadia

Lakes v. South Carolina Department of Health and

Environmental Control and Roper Pond, LLC, 404

S.C. 515, 532, 745 S.E.2d 385, 394 (Ct. App. 2013)

(noting an inability to establish a causal link where

alleged injuries would result from potential future violation of permits, rather than the issuance of the

permits themselves); Beaufort Realty Co., 346 S.C. at

301, 551 S.E.2d at 589 (finding that the acceptance of

filed plats was not causally connected to allegations of

future injury); see also Simon v. Eastern Ky. Welfare

Rights Org., 426 U.S. 26 (1976); Allen v. Wright, 468

U.S. 737 (1984).

The import of those and similar cases is clear:

government’s role, including local governments like

the County, is to set policy and provide infrastructure

and related service to be used by its citizens in a lawful

way. The collateral effects of companies who locate in

the County are not attributable to the County for

confirming a use as appropriate for a given site and

issuing permits for its operations.

3.

Redressability

Finally, even if this Court were to presume a

viable injury and causation, Plaintiff has not alleged

sufficient facts to demonstrate that his purported

injuries could or would be redressed by a favorable

decision of the Court. See Sea Pines, 345 S.C. at 601,

550 S.E.2d at 291 (providing that it must be likely, as

App.18a

opposed to merely speculative, that the injury will be

redressed by a favorable decision); see also Vt. Agency

of Natural Res., 529 U.S. at 771 (stating that there

must be “a ‘substantial likelihood’ that the requested

relief will remedy the alleged injury in fact” (emphasis

added) (internal citations omitted)). Redressability is

necessarily tied to the relief sought by the Plaintiff.

Here, Plaintiff seeks declaratory relief and stop work

orders or permit revocations through writs of mandamus and prohibition. As discussed below, the requested

relief is alternatively inappropriate or non-cognizable

under the presented circumstances. Accordingly, Plaintiff’s alleged injuries are not redressable by this Court

either.8

II. Failure to State Claims

In addition to its jurisdictional arguments, the

County also moves to dismiss the complaint under

Rule 12(b)(6), SCRCP, for failure to state facts sufficient

to constitute causes of action for Declaratory Judgment,

Injunction, and Writs of Mandamus and Prohibition.

The Court agrees that dismissal under Rule 12(b)(6)

is also appropriate. See Flateau v. Harrelson, 355 S.C.

197, 202, 584 S.E.2d 413, 415 (Ct. App. 2003)

(explaining a motion to dismiss under Rule 12(b)(6)

should be granted if facts alleged and inferences reasonably deducible therefrom would not entitle the

plaintiff to relief on any theory of the case).

8 The County also moved to dismiss the case for lack of

justiciability based on its contention that the claims are not ripe.

In light of the determination that Plaintiff lacks standing, the

Court respectfully denies the County’s alternative ripeness

ground for dismissal.

App.19a

To survive a motion to dismiss for failure to state

a claim, a complaint must contain facts sufficient “to

raise a right to relief above the speculative level” and

to satisfy the court that the claim is “plausible on its

face.” Bell Atl. Corp. v. Twombly, 550 U.S. 554, 555,

570 (2007); see also Skydive Myrtle Beach, Inc. v.

Horry Cnty., 426 S.C. 175, 180, 826 S.E.2d 585, 587

(2019) (citing Twombly with approval). A claim is

plausible only “when the plaintiff pleads factual

content that allows the court to draw the reasonable

inference that the defendant is liable for the misconduct

alleged”—a standard that requires more than facts

“that are ‘merely consistent with’ a defendant’s

liability.” Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009)

(quoting Twombly, 550 U.S. at 556–57); see also Stiles

v. Onorato, 318 S.C. 297, 300, 457 S.E.2d 601, 603

(1995) (affirming a motion to dismiss where the reasonable inferences derived from the pleaded facts did

not support the cause of action).

A.

Declaratory Judgment

The County first contends that Plaintiff has

failed to sufficiently plead a claim for declaratory

relief. First, the Court finds no justiciable controversy.

See Waters v. S.C. Land Res. Conservation Comm’n,

321 S.C. 219, 228 n.7, 467 S.E.2d 913, 918 n.7 (1996)

(“Declaratory judgment actions must involve an actual,

justiciable controversy that is ripe for determination.”);

see also Rhodes, 405 S.C. at 595, 748 S.E.2d at 787

(“[T]he Act does not require the courts to give purely

advisory opinions as to the issues sought to be raised.”);

id. (“[A]n issue that is contingent, hypothetical, or

abstract is not ripe for judicial review.” (quoting

Colleton Cnty. Taxpayers Ass’n, 371 S.C. at 242, 638

S.E.2d at 694)); Power v. McNair, 255 S.C. 150, 154,

App.20a

177 S.E.2d 551, 553 (1970) (“A cause of action under

the Declaratory Judgment Act is established by

showing the existence of a justiciable controversy,

defined as “a real and substantial controversy which is

appropriate for judicial determination, as distinguished

from a dispute or difference of a contingent,

hypothetical or abstract character.”).

Here, the premise of Plaintiff’s declaratory judgment cause of action is that the permits issued to

Silfab were without the consent or “written” approval of

the Zoning Administrator. However, Plaintiff has

failed to plead any facts that would support or give

rise to that conclusion regarding consent or approval,

generally, and the plain language of section 6-29-950

and Zoning Code section 155.1121, both cited as the

authority for Plaintiff’s claims and requested declarations, bely the assertion of a “written” approval or

signature requirement. The complaint seeks only a

general declaration that “[a]ny permit lacking the

zoning administrator’s approval violates law and

zoning code”; however, such a request does not establish

a justiciable controversy that is both supported by

well-pled facts or that rises above an assertion that is

contingent, hypothetical or abstract in nature. See

Waters, 321 S.C. at 228 n.7, 467 S.E.2d at 918 n.7;

Rhodes, 405 S.C. at 595, 748 S.E.2d at 787.

Moreover, Plaintiff has not pled facts to support

his claims that actions were taken without County

approval, the premise underlying his claim for

declaratory relief. Nevertheless, the authority cited by

Plaintiff actually dispels Plaintiff’s claim that every

County determination or permit must bear specifically

the Zoning Administrator’s written approval or signature. Table 155.957-1 in the Zoning Code, consisting of

App.21a

the “Summary of Procedures” for general approvals

and permits, specifies that “Staff” is “Decision-Making

Body” for zoning compliance verifications, further

undercutting Plaintiff’s assertion that the Zoning

Compliance Verification is invalid because it was not

signed by the Zoning Administrator but by a member

of the Zoning Administrator’s staff. Plaintiff’s assertions to the contrary cannot be sustained as a matter

of law. See HHHunt Corp. v. Town of Lexington, 389

S.C. 623, 635, 699 S.E.2d 699, 705 (Ct. App. 2010)

(explaining that on a Rule 12 motion, “the court is required to presume well pled facts, not propositions of

law, to be true” (emphasis in original)).

Finally, a collateral action in the courts seeking a

declaration as to the invalidity or revocation of

permits is inappropriate where a valid administrative

remedy is available and has not been sought. In particular, Part 3 of Subchapter E of the Zoning Code sets

forth the exclusive appeal procedures available for any

“person aggrieved by an order, requirement, decision,

or determination made by the Zoning Administrator

or any other administrative official in the enforcement

of this Chapter or by any officer, department, board,

or bureau of the County.” Zoning Code § 155.982(A).

The Zoning Compliance Verification, as well as all other

permits and approvals issued subsequently by the

County to Silfab, are decisions or determinations which

fall under the appeals procedures of Part 3. An appeal

must be initiated “within 30 days of the written decision or other action that is the subject of the appeal.”

Zoning Code § 155.982(B).

The doctrine of exhaustion of administrative

remedies generally requires a party seeking relief

from the action of an administrative agency to pursue

App.22a

all available remedies before seeking such relief from

the courts. See Stanton v. Town of Pawleys Island, 309

S.C. 126, 128, 420 S.E.2d 502, 503 (1992) (holding a

plaintiff is generally required to exhaust administrative remedies before seeking relief from the courts, and

dismissal for failure to do so is in the sound discretion

of the trial judge); see also Thomas Sand Co. v.

Colonial Pipeline Co., 349 S.C. 402, 413, 563 S.E.2d

109, 115 (Ct. App. 2002) (stating a party is “clearly []

required to exhaust its administrative remedies prior

to bringing suit” challenging denial of a permit); id.

(“The doctrine of exhaustion of administrative remedies

only comes into play when a litigant attempts to

invoke the original jurisdiction of a circuit court to

adjudicate a claim based on a statutory violation for

which the [governing body] has provided an administrative remedy.” (quoting Med. Mut. Liab. Ins. Soc. of

Md. v. B. Dixon Evander & Assocs., 92 Md.App. 551,

609 A.2d 353 (1992))). Exhaustion is required so that

the administrative agency “may function efficiently

and so that it may have the opportunity to correct its

own errors, to afford the parties and the courts the

benefit of its experience and expertise, and to compile

a record which is adequate for judicial review.”

Video Gaming Consultants, Inc. v. S.C. Dep’t of

Revenue, 342 S.C. 34, 38, 535 S.E.2d 642, 644 (2000).

Neither Plaintiff nor any other party initiated an

appeal of the Zoning Compliance Verification issued

to Silfab, timely or otherwise. Nor has any permit or

approval issued to Silfab been challenged or appealed.

Because there is a specific procedure to challenge an

administrative agency decision, compliance with such

procedure is a condition precedent for judicial review.

Meredith v. Elliott, 247 S.C. 335, 346-47, 147 S.E.2d

App.23a

244, 249 (1966) (“Having failed to follow the administrative remedy created by the statute for the correction of errors in the valuation of their property,

[taxpayers] are precluded from resorting to the courts

for relief.”); Lominick v. City of Aiken, 244 S.C. 32, 44,

135 S.E.2d 305, 310 (1964) (“It was incumbent upon

[the challenging party] . . . to appeal to the Zoning

Board of Adjustment from the decision of the Building

Inspector if [she] . . . considered his decision erroneous. . . . Not having done so, she cannot now attack

the validity of his decision.”). As such, Plaintiff has

failed to exhaust his administrative remedies.

B.

Injunctive Relief

The County next contends that Plaintiff has

failed to allege facts sufficient to establish any of the

required elements to secure an injunction against the

County. The Court agrees. To obtain an injunction

here, Plaintiff must allege facts sufficient to demonstrate that: (1) he would suffer irreparable harm if the

injunction is not granted; (2) he will likely succeed on

the merits of the litigation; and (3) there is an inadequate remedy at law. AJG Holdings, LLC v. Dunn,

382 S.C. 43, 51, 674 S.E.2d 505, 508 (Ct. App. 2009).

In addition, because the County is a governmental body,

Plaintiff must also allege facts sufficient to demonstrate that the County acted in an arbitrary, capricious,

or oppressive manner. Richland Cnty. v. S.C. Dep’t of

Revenue, 422 S.C. 292, 310, 811 S.E.2d 758, 767 (2018).

The Court first finds that Plaintiff has failed to

advance sufficient facts supporting an assertion of

harm, much less irreparable harm, that he would

suffer absent an injunction. The Court has already

determined that the alleged harm or injury is insuffi-

App.24a

cient to meet the pleading standard for a justiciable

controversy. Moreover, as described above, Plaintiff’s

allegations regarding harm in the complaint directly tie

its allegation of “imminent” and “irreparable” harm to

“spot zoning” or “site specific zoning.” However, Plaintiff pleads no facts that would support an assertion that

the Parcel has been rezoned, either through “spot

zoning” or “site specific zoning,” and the Parcel

remains zoned as Light Industrial.9 Further, the complaint’s assertions of future harm and injury are

impermissibly speculative, conjectural, and hypothetical, cf. Proctor v. Dep’t of Health & Env’t Control, 368

S.C. 279, 317, 628 S.E.2d 496, 516 (Ct. App. 2006) (“It

is, of course, true that the existence or amount of damages cannot be left to conjecture, guess or speculation.”),

in addition to being generalized concerns regarding

future public health and welfare. Finally, the complaint does not detail how Plaintiff will be irreparably

harmed absent an injunction, offering only a conclusory

legal assertion that “the harm will be irreparable,”

which is insufficient to meet a burden of good faith

persuasion. See Mulherin-Howell v. Cobb, 362 S.C.

588, 600, 608 S.E.2d 587, 593–94 (Ct. App. 2005)

9 Plaintiff’s assertion of spot or site specific zoning necessarily

presumes other facts which are alternatively incorrect or that

this Court is precluded from reaching in light of the Related Litigation: (1) the invalidity of the Zoning Compliance Verification,

which was never challenged and was later ratified by the County;

(2) the applicability of the Zoning interpretation and BZA Order

to Silfab’s development; and (3) the supremacy of the Zoning

interpretation and BZA Order over the prior Zoning Compliance

Verification, both of which are (a) stayed, not final, and the subject of an ongoing appeal (BZA Appeal), and (b) the subject of the

pending—and also stayed— other action in the circuit court

(CAGI Action).

App.25a

(finding an argument advanced through conclusory

statements with no argument or supporting authority

abandoned).

2.

Likelihood of Success on the Merits

The Court similarly finds that Plaintiff has not

shown a likelihood of success on the merits. Instead,

the complaint merely states, “Plaintiff can further

demonstrate likelihood of success on the merits pursuant to state statutory law and local zoning law

where defendants have issued numerous construction

permits without approval of the zoning administrator

for York County, specifically.” However, as discussed,

the law does not require a signature of the Zoning

Administrator, and Plaintiff has pled no facts supporting his assertions that the Zoning Compliance

Verification or subsequent permits issued to Silfab were

done without the Zoning Administrator’s approval.10

Further, in light of this order’s disposition of the complaint’s allegations and causes of action, likelihood of

success on the merits has not been demonstrated.

3.

Adequate Remedy at Law

The Court also finds that Plaintiff has failed to

allege sufficient facts demonstrating he lacks an

adequate remedy at law. In fact, the complaint merely

recites the applicable injunctive relief element in a

conclusory assertion that “Plaintiff is without adequate

10 To the contrary, the Zoning interpretation issued by the Zoning

Administrator confirmed its interpretation and agreement that

solar panel manufacturing could appropriately locate on a parcel

zoned Light Industrial, and permits issued to Silfab in the

intervening period are evidence contradicting Plaintiff’s assertions.

App.26a

remedy at law.” This is insufficient to meet a burden

of good faith persuasion. See Mulherin-Howell, 362

S.C. at 600, 608 S.E.2d at 593–94. What is more, notwithstanding disposition by this order, the complaint

sought declaratory relief, which undermines Plaintiff’s

claim that an adequate remedy at law did not exist.

4.

Arbitrary, Capricious, and Oppressive

Finally, the Court finds the complaint fails to plead,

as required, any facts supporting a contention that the

County’s actions were arbitrary, capricious or oppressive. Thus, for this additional reason, Plaintiff’s claim

for injunctive relief fails and is dismissed.

C.

Writ of Mandamus

The County next contends that Plaintiff is

incapable of stating a claim for mandamus against the

County because the County has no duty to act under

the governing statute and ordinance generally, or specifically in the manner desired by Plaintiff, rendering

the request non-ministerial in nature. See Redmond

v. Lexington Cnty. Sch. Dist. No. 4, 314 S.C. 431, 437,

445 S.E.2d 441, 445 (1994) (explaining that to obtain

a writ of mandamus requiring the performance of an

act, the applicant must show (1) a duty of the opposing

party to perform the act, (2) the ministerial nature of

the act, (3) the applicant’s specific legal right for which

discharge of the duty is necessary, and (4) a lack of

any other legal remedy (citing Willimon, 243 S.C. at

86–87, 132 S.E.2d at 170–71)).

Plaintiff pursues mandamus, asking the Court to

require the County to issue a stop work order to Silfab,

or alternatively revoke its existing permits, because it

believes Silfab is operating without a valid permit and

App.27a

is exceeding the scope of the approved use of the

property. Even assuming Plaintiff’s allegations are

true for purposes of this motion, issuing a stop work

order is an inherently governmental—not judicial—

function that is discretionary. See S.C. Code Ann. § 629-950(A) (“The governing authorities of municipalities or counties may provide for the enforcement

of any ordinance . . . by means of the withholding of

building or zoning permits, or both, and the issuance

of stop orders against any work undertaken by an

entity not having a proper building or zoning permit,

or both.” (emphasis added)); Zoning Code § 155.

1237(B)(5) (“Stop Work. With or without revoking

permits, the County may issue a stop work order on

any development, building, or structure on any land

on which there is an uncorrected violation of a provision

of this Chapter or a violation of a condition or qualification of a permit, certificate, approval, or other authorization previously granted by the County.” (emphasis

added)). The use of the word “may” indicates that the

action is within the County’s discretion. See Kennedy

v. S.C. Ret. Sys., 345 S.C. 339, 352–53, 549 S.E.2d 243,

250 (2001) (“The use of the word ‘may’ signifies permission and generally means that the action spoken

of is optional or discretionary unless it appears to require that it be given any other meaning in the present

statute.”). Where there is discretion, no duty exists.11

Further, where no duty exists, an action is not

ministerial. See Edwards v. State, 383 S.C. 82, 96, 678

S.E.2d 412, 419 (2009) (“A ministerial act or duty is

11 Nor does the County have an obligation to stop Silfab’s project

based on the BZA Order, as its applicability is questionable, and

it is otherwise stayed, not final, and its appeal pending in the

circuit court.

App.28a

one which a person performs because of a legal

mandate which is defined with such precision as to

leave nothing to the exercise of discretion.” (emphasis

added)); Sanford v. S.C. State Ethics Comm’n, 385

S.C. 483, 495 n.4, 685 S.E.2d 600, 606 n.4 (2009) (“Discretionary authority, however, is insufficient for mandamus.” (citing Redmond, 314 S.C. at 438, 445 S.E.2d

at 445 (stating a writ of mandamus is inappropriate for

a discretionary authority))).

Third, Plaintiff has pleaded no facts to support a

contention that he has a specific legal right to a stop

work directive aimed at Silfab. For one thing, by

definition, one cannot claim entitlement to a discretionary act. For another, Plaintiff has not cited any

case law demonstrating it has a clearly established

right to the desired act. See Charleston Cnty. Sch.

Dist. v. Charleston Cnty. Election Comm’n, 336 S.C.

174, 184, 519 S.E.2d 567, 573 (1999) (finding the school

district failed to cite any statute or case demonstrating

an established right to force the county election commission to distribute a supplemental ballot handout).

Finally, other remedies were available to Plaintiff

in his pursuit of stopping the County-approved development, including the appeal procedures of the Zoning

Code, but he did not avail himself of those administrative remedies.

D.

Writ of Prohibition

Lastly, the County moves to dismiss the claim for

writ of prohibition based on case law holding that a

writ of prohibition cannot lie against the County. The

Court agrees. (“A writ of prohibition may issue in a

proper case to restrain a judicial act; and, on the other

hand it will, according to the weight of authority,

App.29a

ordinarily issue only to restrain the exercise or performance of judicial functions or acts, or acts which

are quasi-judicial in their character.” Holladay v.

Hodge, 84 S.C. 91, 95, 65 S.E. 952 (1909); see also

State Bd. of Bank Control v. Sease, 188 S.C. 133, 198

S.E. 602 (1938) (stating the writ is primarily used to

“prevent the assumption and exercise of jurisdiction

by a lower tribunal in cases where wrong, damage,

and injustice are liable to follow such action”). The

County neither acts as a court, court official, or officer,

nor does it exercise any manner of judicial or quasijudicial powers; therefore, it is not subject to a writ of

prohibition.

Moreover, the subject matter of the acts complained

of by Plaintiff, namely, approving zoning classifications,

issuing zoning compliance verifications, issuing permits,

issuing stop work orders, and revoking permits, are

inherently legislative functions that reside exclusively

within the jurisdiction of the County and its officials.

72A C.J.S. Prohibition § 7 (“In the absence of a statute

providing otherwise, prohibition will not lie to prevent

legislative acts, or those of a ministerial nature, nor to

prevent those of an administrative, prosecutorial,

political, governmental, or executive character.”).

Therefore, any error in the exercise of the County’s

legislative functions is one for which a writ of prohibition

cannot lie. See Berry v. Lindsay, 256 S.C. 282, 292, 182

S.E.2d 78, 83 (1971) (holding that actions challenged

were a quasi-legislative function for which “it is clear

that the Writ [of Prohibition] sought here will not

lie.”); see also State v. Price, 441 S.C. 423, 456, 895

S.E.2d 633, 650 (2023) (“A writ of prohibition will not

lie to correct the procedural irregularities in this case,

App.30a

nor will such a writ lie to prevent an erroneous

result. . . . ”).

III. The County’s Remaining Arguments

Because the foregoing issues are dispositive, the

Court respectfully denies County’s motion alternatively

seeking dismissal pursuant to Rules 12(b)(7) and (8),

SCRCP.

CONCLUSION

For the foregoing reasons, Defendants’ Motion to

Dismiss Plaintiff’s complaint is GRANTED IN PART

and DENIED IN PART.

IT IS SO ORDERED.

So Ordered

/s/ G.D. Morgan Jr.

Judge

App.31a

JUDGMENT IN CITIZENS ALLIANCE

FOR GOVERNMENT INTEGRITY NONPROFIT

v. SILFAB SOLAR INC. ET AL.,

YORK COUNTY COURT OF COMMON PLEAS

(JANUARY 29, 2025)

STATE OF SOUTH CAROLINA

COUNTY OF YORK, IN THE COURT

OF COMMON PLEAS

________________________

CITIZENS ALLIANCE FOR

GOVERNMENT INTEGRITY NONPROFIT,

Plaintiff(s),

v.

SILFAB SOLAR INC. ET AL.,

Defendant(s).

________________________

Case No. 2024CP4603532

Before: Hon. Martha M. RIVERS, Judge.

JUDGMENT IN A CIVIL CASE

DISPOSITION TYPE (CHECK ONE)



DECISION BY THE COURT. This action came to

trial or hearing before the court. The issues have

been tried or heard and a decision rendered.

IT IS ORDERED AND ADJUDGED: Statement of

Judgment by the Court:

App.32a

This matter was heard before the Court on

December 18th, 2024, in York County, South Carolina.

The parties are also involved in an appeal from the

York County Board of Zoning.

Upon review of the issues, this court stays this

action until such time a decision is issued with finality

in the administrative action involving the board of

zoning appeals.

Counsel also requested a stay of construction

permits. Based upon the stay of proceedings, the court

declines to issue that relief at this time. This court has

issued a stay in discovery without prejudice.

IT IS SO ORDERED.

ORDER INFORMATION

 does not end the case.

Type: Order/Electronic Form 4

/s/ Martha M. Rivers

Judge [2788]

App.33a

BUCHANAN NOTICE OF APPEAL

(FEBRUARY 14, 2025)

STATE OF SOUTH CAROLINA

In The Court of Appeals

________________________

WALTER BUCHANAN,

Appellant,

v.

SOUTH CAROLINA DEPARTMENT OF

ENVIRONMENTAL SERVICES,

AND SILFAB SOLAR, INC.,

Respondents.

________________________

Appeals Case No.

Administrative Law Court Case No. 24-ALJ-07-0367-CC

Hon. Ralph King Anderson, III

Chief Administrative Law Judge

NOTICE OF APPEAL

Pursuant to Rule 202 of the South Carolina

Appellate Court Rules, Walter Buchanan here Provides

Notice of Appeal of the Order of the Administrative

Law Court dated January 17, 2025 Hon. Ralph King

Anderson, III. Appellant here certifies that the Order

was received December 23, 2024, with denial by the

court of Motion to Reconsider January 17, 2025,

attached as Exhibit-A to this Notice of Appeal. Peti-

App.34a

tioner’s Rule 59(e) motion was denied by the ALC on

January 17, 2025, appellant counsel receiving e-mail

delivery of the order same date.

Respectfully submitted this 14th day of January.

2025.

J. Cameron Halford, Esq.

/s/ J Cameron Halford

95 Allen Street

Post Office Box 172

Barnwell, South Carolina 29812

Email: cam@halfordlaw.net

ATTORNEY FOR APPELLANT

WALTER BUCHANAN

App.35a

BUCHANAN MEMORANDUM SUPPORTING

MOTION TO INTERVENE, FILED IN

YORK COUNTY COURT OF COMMON PLEAS

(OCTOBER 3, 2024)

IN THE COURT OF COMMON PLEAS SIXTEENTH

JUDICIAL CIRCUIT, STATE OF SOUTH

CAROLINA COUNTY OF YORK

________________________

SILFAB SOLAR, INC. and

EXETER 7149 LOGISTICS, L.P.,

Appellants,

v.

YORK COUNTY BOARD OF ZONING APPEALS,

Respondent.

________________________

Case No. 2024-CP-46-02641

TO: HON. MARVIN DUKES, PRESIDING JUDGE

BRANDON GASKINS, ATTORNEY FOR

APPELLANT SILFAB SOLAR, INC.

STEVEN D. WEBER, ATTORNEY FOR

EXETER 7149 LOGISTICS, L.P.

MICHAEL K. KENDREE, ATTORNEY FOR

YORK COUNTY

LAURA DOVER, ATTORNEY FOR YORK

COUNTY

Pursuant to Rule 24 of the South Carolina Rules

of Civil Procedure, Walter Buchanan, individually

App.36a

and on behalf of those similarly situated, hereby files

Motion to Intervene in this Appeal pertaining to

Zoning Project 202404468, and would show there exist

no error of law, abuse of discretion, arbitrary or

capricious interpretation by the Board of Zoning Appeals

(“BZA”) as to the Reversal of York County Planning

and Development zoning administrator on May 9,

2024. The BZA reversal is attached as Exhibit-D. In

support, Intervenor(s) show the court the following:

FACTUAL BACKGROUND

Appellant corporations Silfab Solar, Inc. and

Exeter 7149 Logistics, L.P., have appealed a unanimous

5-0 determination of the Board of Zoning Appeals

Reversing the Zoning Administrator decision that

Silfab Solar operations are permitted upon property

zoned light industrial (LI) in Fort Mill. The property

is located upon TMS 719-00-00-201 7149 Logistics

Lane, Fort Mill, South Carolina 29715. Silfab is a

leassor not owner of the property. Petitioners came to

the York County zoning administrator without any

evidence of environmental impact study where the

planned construction of a Heavy Industrial operations

upon a Light Industrial zoned property lies adjacent

to the family property of Intervenor, Walter Buchanan

(“Buchanan”) and hundreds of other residential homes.

Buchanan therefore asserts he is a party with substantial interest in the decision of the York County

Board of Zoning Appeals decision. Likewise, Intervenor asserts that in review of the BZA decision, this

should take notice of possible Silfab plant emissions

and the high density residential district in which the

Silfab project seeks construction, lying adjacent to or

within proximity to numerous schools, and hundreds

App.37a

of Fort Mill residents and Six Flags Over Carowinds®

theme park.

STANDARD OF REVIEW

On appeal, the findings of fact by the Board of

Zoning Appeals (BZA) shall be treated in the same

manner as findings of fact by a jury, and the court may

not take additional evidence. S.C. Code Ann. § 6-29840(A) (Supp. 2003); see also Heilker v. Zoning Bd. of

Appeals City of Beaufort, 346 S.C. 401, 405, 552 S.E.2d

42, 44 (Ct. App. 2001). In reviewing the questions

presented by the appeal, the court shall determine

only whether the decision of the board is correct as a

matter of law. Id. Furthermore, “[a] court will refrain

from substituting its judgment for that of the reviewing

body, even if it disagrees with the decision. Restaurant

Row Assocs. v. Horry County, 335 S.C. 209, 216, 516

S.E.2d 442, 446 (1996). “However, a decision of a municipal zoning board will be overturned if it is arbitrary,

capricious, has no reasonable relation to a lawful

purpose, or if the board has abused its discretion.” Id.

ORDINANCE INTERPRETATION

“Issues involving the construction of ordinances

are reviewed as a matter of law under a broader standard of review than is applied in reviewing issues of

fact. Dewberry 334 Meeting St., LLC v. City of

Charleston, 2021-UP-360, Appellate Case 2018000378 (S.C. App. October 20, 2021) (citing Mitchell v.

City of Greenville, 411 S.C. 632, 770 S.E.2d 391 (S.C.

2015). “The cardinal rule of statutory interpretation

is to ascertain and effectuate the legislative intent

whenever possible”. Id. “An ordinance must receive a

practicable, reasonable, and fair interpretation con-

App.38a

sonant with purpose, design. and policy of the lawmakers”. Id. “The statutory language must be construed in light of the intended purpose of the statute.”

Id. (citing Florence Cnty. Democratic Party v. Florence

Cnty. Republican Party, 398 S.C. 124, 128, 727 S.E.2d

418, 420 (2012)). “It is well settled that statutes

dealing with the same subject matter are in pari

materia and must be construed together, if possible,

to produce a single, harmonious result.” Id. (citing

Beaufort County v. S.C. State Election Comm’n, 395

S.C. 366, 371, 718 S.E.2d 432, 435 (2011). Thus, the

record before the BZA should to the fullest extent

possible and necessarily involve the zoning code, its

procedures, and the subject property’s Light Industrial

(LI) zoning.

DISCUSSION

It is not disputed that the property that is the

subject of this action is a Light Industrial (LI) zone.

The Silfab Solar, Inc. Notice of Appeal and Request for

court-ordered Mediation does not even state why or

how the Board of Zoning Appeals is an error of law,

arbitrary, capricious, or has no reasonable relation to

ordinances of York County. It simply seeks court

ordered mediation where the matter involves a strict

question of law involving ordinance interpretation.

The appeal states should mediation not be fruitful,

that Silfab says it will thereafter set forth its allegations

of why the BZA is in error. See, Appellants’ Appeal.

This puts the proverbial horse before the cart. This

court should defer to and Affirm the BZA decision of

May 9, 2024. There is no allegation of abuse of discretion by the BZA board. If anything, it is the opposite.

The BZA citizens board of York County correctly and

lawfully did its job, and this court should Affirm the

App.39a

BZA ruling, confirm that it expressly applies to Silfab,

and stay this appeal.1 Heavy Industrial operations

are not permitted under the zoning code at 7149

Logistics Lane in Fort Mill. The Board of Zoning

Appeals Reversed erroneous ruling of the administrator

that solar panel manufacturing is permitted in a district zoned light industrial (LI). The administrator

found permitted use was under a classification of

Computer and Electronic Products Manufacturing

use. This was patent error, as Silfab’s operation will

involve manufacture of solar cells and solar panels.

Petitioner’s operation is chemical process method

manufacturing of solar cells and panels. Because petitioners / appellants at no time presented (1) an Environmental Impact Statement, nor (2) conclusive evidence that the use was not — in fact — Light Industrial,

there was no abuse of discretion nor error of law by

the Board of Zoning Appeals in its 5-0 Reversal. It is

a strict question of law. This court should AFFIRM

the BZA ruling and that the ruling applies to Appellant Silfab, thus construction permits issued after the

BZA ruling should be Revoked. See, Exhibit-E,

§ 155.1095 “any development that occurs after the

Zoning Code interpretation has been issued is subject

to all applicable requirements of this chapter, as

revised by the interpretation (emphasis added). As to

the 12/27/2022 letter of zoning verification [Exhibit-4

York County Planning & Development expressly makes

clear “This letter does not constitute a permit”. Why

then are further construction permits issuing to Silfab

1 Pending before the South Carolina Administrative Law Court

(“ALC”) is request for contested hearing involveing air emission

permits issued by SCDES to Silfab, which to date has not been

heard by the ALC.

App.40a

for physical alteration of its building and site ? See,

Exhibit-C; Exhibit-D; Exhibit-E.

ARGUMENT

1.

The BZA correctly denied Silfab Solar, Inc.

predicated on correct ordinance zoning

interpretation where Silfab Solar, Inc. had at

no time petitioned for a change of use for its

physical location from Light Industrial to

Heavy Industrial.

The burden was on Silfab to be forthcoming and

transparent. In effect, the BZA has determined the

Silfab Solar, Inc. and Exeter project to be Heavy

Industrial, by default. A June 25, 2024 statement by

York County Management on Silfab Solar somehow

indicates that the subsequent May 9, 2024 BZA

Reversal would “only apply to future projects in the

light industrial district” citing ordinance § 155.1095

Scope of Approval arising from an improperly issued

zoning verification letter issued in December 27, 2022

by a Zoning Technician, not the Zoning Administrator.

The zoning code confirms that the BZA ruling is law,

yet inexplicably the county and Silfab take the position

the BZA reversal is not applicable to Silfab. Appellant

in writing communicated with the BZA on May 9,

2024. Exhibit-E. York County executive and administrative department interpretation now conflict, if not

entirely disregard the law of the BZA reversal. The

ordinance and code is plain and unambiguous, however:

§ 155.1095 SCOPE OF APPROVAL. (A) A

Zoning Code interpretation (*sic) will become

effective upon execution by the Zoning

Administrator. (B) Zoning Code interpretation

App.41a

does not authorize development. Any development that occurs after the Zoning Code

interpretation has been issued is subject to all

applicable requirements of this chapter, as

revised by the interpretation (emphasis added).

Noteworthy is there has been no petition for

change of use by Appellants. Inexplicably, the zoning

interpretation by York Couty Management implies

that Silfab Solar, Inc. is somehow exempt or “grandfathered” (without so using this term expressly in and

entirely ignores the definitions within the York County

Ordinance including, inter alia, no change of use

petition or variance for the property) which delineate

as between Heavy Industrial and Light Industrial.

Heavy Industrial. Exhibit-E. § 155.301 Defined Terms

within the ordinance are as follows:

INDUSTRIAL, HEAVY. The assembly, fabrication,

finishing, manufacturing, packaging, processing, or

distribution of goods and materials by any means that

ordinarily have greater than average impacts on the

use and enjoyment of adjacent property in terms of

noise, fumes, odors, glare, health, and safety hazards, or

that otherwise does not constitute “light manufacturing”.

INDUSTRIAL, LIGHT. The assembly, fabrication,

or processing of goods and materials by means that

ordinarily do not create noise, smoke, fumes, odors,

glare, or health and safety hazards outside of the

building or lot where the assembly, fabrication, or

processing takes place; where the processing is housed

entirely within a building. LIGHT INDUSTRIAL does

not include hazardous material treatment and storage

facilities, plating or enameling, or petroleum and gas

refining.

App.42a

The de facto interpretation by York County Zoning

Administrator, Planning and Development Services

department is heavy industrial use is permitted at a

Light Industrial zoned zone, when at no time has a

petition for change of use reclassified the property

under the zoning code. Neither Silfab or Exeter have

done so. Thus, court ordered mediation would be futility.

The existing 500,000 sq. foot warehouse at the Silfab

grounds was for distribution, not manufacturing or

heavy industrial chemical storage and or processes.

Moreover, no court-imposed mediation can change the

zoning classification. Zoning for the subject property

has always been Light Industrial. variance has never

ever been sought by Appellants. No review of other

restrictions or declarations were presented to the

zoning administrator. The result is a decision issued

in the blind, and blatantly ignoring consequences of

the use and methods Silfab proposes which may affect

Intervenor and the communities near the site of

Silfab’s proposed operations site. An appeal and request

for contested case is likewise now pending before the

Administrative Law Court as to air emission permits.

The fact that Silfab proposes exhaust stacks

evidences the business operation of Silfab is not entirely contained indoors of its planned facility when

retrofitted. See, “Industrial Light” definition, supra.

§ 155.1301 defined terms, ordinance. Moreover, Silfab

proposes that its exhaust will be mere “water vapor”,

yet evades the true facts that chemicals like Silane

(SiH4), Hydroflouric Acid (HF) and over a million

gallons of water will be required to dilute chemical

processes being performed on site as to wastewater.

Silfab will require a water treatment plant on site to

treat toxic wastewater and would ultimately produce

App.43a

toxic air emissions, which cannot exist on the Light

Industrial site inside or outside the warehouse building.

The use constitutes heavy industrial operations.

“THE SOLUTION TO POLLUTION IS DILUTION’

— Author Unknown2.

Absence of Environmental Impact Statement.

The BZA correctly interpreted the ordinance, and

there is no error of law. The BZA properly reversed

the York County zoning administrator in Planning

and Development Services. Petitioner Silfab Solar, Inc.

does not own the property in question. Silfab is to be

a tenant. It seeks to retrofit and construct upon an

existing distribution 500,0000 square foot warehouse a

facility that will manufacture solar cells and panels

using chemical etching methods and processes. It is

the first such operation by Silfab, and it is the first

such operation within the state. The BZA Reversed the

Zoning Administrator and was absolutely correct in

doing so where Appellants at no time petitioned York

Planning and Development Services for change of use, or

variance. Appellants have only themselves to blame.

Again, how can a multi-million dollar corporation (or

York County) omit something so elementary? There is

simply no legally justifiable excuse.

Pursuant to § 155.948, the ordinance identifies

performance standards ignored by the generic zoning

letter of December, 2022. Production and manufacture

of Solar Panels is a heavy industrial use if involving

outside (vs inside) emissions generated from heavy

industrial operation. It is not manufacture which strictly

limits production to inside activity, as evidenced by

need for planned exhaust towers on site and water

treatment infrastructure (yet to be constructed) that

App.44a

does not currently exist. Should the activity involve

emission of any fumes, vapor, or noxious gas that is

toxic or corrosive in nature, of which can cause

damage or irritation to health, animals, vegetation, or

to any form of property, the use is not Light Industrial.

In fact, this type “use” is not permitted in any

residential district in York County near homes and

schools, and for good reason. Therefore, the BZA by 50 decision is not in error in any way. If Silfab Solar,

Inc. and/or Exeter 7149 Logistics, LP disagree their

remedy would be against the zoning administrator, or

at best their own imprudence in failing to petition the

Planning and Development Services department of

York County for change in use for the property. This

was, inexplicably, never done. The 5-0 Reversal by the

BZA is not incorrect as a matter of law, taking into

account sheer absence of environmental impact statement and the fact the Appellants have never petitioned

York County for variance or change of use. To permit

otherwise is a grotesque violation of substantive and

procedural due process involving both Silfab and York

County government personnel. The court should stop

this in its tracks now by Affirming the BZA.

3.

Due Process of Law.

At no time prior to this appeal have petitioners

sought a change in use or classification. Rather, Appellants sought to argue that their intended purpose was

Light Industrial, and failed to prove their case; at

worst Silfab misrepresented or concealed their planned

use to York County. Their declared use violates existing

zoning. It is not proper for a Light Industrial (LI) district. Intervenor(s) now seek this court permit intervention by affected parties in addition to Walter

Buchanan. A secondary suit by Community Alliance

App.45a

for Government Integrity (“CAGI”) has already filed

seeking injunctive relief before this court consisting of

over 2,000 Fort Mill residents. However, the court is

confined to the record below.

In reviewing the questions presented by this

appeal, the court shall determine only whether the

decision of the Board is correct as a matter of law. Id.

Furthermore, court will refrain from substituting its

judgment for that of the reviewing body, even if it

disagrees with the decision.” Restaurant Row Assocs.

v. Horry County, 335 S.C. 209, 216, 516 S.E.2d 442,

446 (1999). As stated by York County Management on

Silfab Solar June 25, 2024 letter “ . . . In fact, for any

business choosing to locate in York County, verifying

zoning (*sic) is the very first step taken before a major

development can begin” according to York County

Planning and Development Service. To the degree

there was any erroneous mischaracterization of zoning

use, misinformation provided by Silfab, or worse yet

omissions not to York County, then Silfab Solar, Inc.

did so at their own peril. At minimum, their recourse

would be against York County, which they know to be

protected by the Tort Claims Act. The BZA board

would likewise be a quasi-judicial body of York County,

and the BZA ruling is law and should be complied with

by zoning officials in the Planning and Development

Services department.

4.

The Circuit Court should not only Affirm but

should treat this appeal punitively as against

Silfab Solar, Inc. and York County. See,

Exhibit-A and See, Exhibit-E.

As set forth above, the BZA findings are that of a

jury. The real issue becomes how can a multi-million

dollar solar panel business (and York County Planning

App.46a

and Development or the zoning administrator) miss

something so patently elementary. How can York County

have missed something so rudimentary as the zoning

code use classification of the site as Light Industrial,

and not Heavy Industrial. It frankly defies logic. It

simply does not pass the smell test, where an administrative official has acted in a legislative or quasi

legislative capacity without being an elected official,

thus attempting to permit a Heavy Industrial operation

to impose upon Fort Mill citizenry and a Light Industrial

zoned tract property the will of Appellants. It thus required a quasi-judicial board (the BZA) to Reverse the

zoning interpretation, which occurred May 9, 2020 by

5 to 0 vote of the Board of Zoning Appeals. It is now

binding law.

5.

Is the Board of Zoning Appeals determination

binding upon Silfab and York Planning and

Development Services.?

Yes. See, Exhibit-C. Despite the 5 to 0 Reversal

by the BZA, Silfab and York County inextricably have

declared the BZA determination does not apply to

Silfab. In defiance of the BZA board ruling, construction

permits continue to issue by York County Planning

and Development for erection of Silfab’s heavy industrial

improvements like exhaust stacks, internal boilers,

and inside and outside storage of heavy industrial

chemical tanks. York County Planning and Development Services are legally bound by the BZA determination and the zoning code, yet are recalcitrant that

the BZA unanimous reversal somehow is inapplicable

to Silfab Solar, Inc. Exhibit-E. The court should issue

a Cease and Desist and declare all permits since the

BZA May 9, 2020 Reversal REVOKED. Within the

record transcript below “Silfab” is expressly listed by

App.47a

name Fifty Four (54) designated times. See, also

Exhibit-A; See, also Exhibit-C. The BZA determination absolutely applies to Silfab Solar, Inc. and York

County Planning and Development Services department. There is concrete evidence supporting the findings of the Board which should be deferred to, left

undisturbed, and Affirmed by the circuit court. Again,

Silfab’s appeal absolutely articulates no error at law,

arbitrary conduct, or capricious factors which would

justify this appeal at this stage.

More importantly, the circuit court should treat

punitively the Appellants’ attempt to now seek this

court confirm a person not elected to office to permit a

multi-million dollar corporation impose its methods

upon Fort Mill residents and into a Light Industrial

property, where York County somehow ignores or

treats with nothing short of recalcitrance by continued

permit issuance after the BZA ruling. The site is

zoned Light Industrial. This will not change by virtue

of a court—ordered mediation. Appellant’s appeal raises

no abuse of discretion, arbitrary conduct, capricious

conduct pertaining to the unanimous reversal which

was supported by credible evidence. Instead, in futility,

it seeks the Circuit Court impose court ordered mediation where both parties — the zoning administrator

and the Appellant-failed to exhaust administrative

remedies entirely under the zoning code. Thus, Appellants should have no standing before this court. This

could should thus defer to the BZA and Affirm the

BZA decision of May 9, 2024 and revoke all permits

issued after the BZA Reversal and issue a Cease and

Desist, or temporary restraining order and revoke

permits issued after May 9, 2024.

App.48a

6.

Public Policy Considerations involving

location of the Silfab Solar, Inc. proposed

heavy industrial operation in Fort Mill.

The Circuit Court should take judicial notice the

Heavy Industrial nature and location of the project,

which lies near the home of Intervenor Walter

Buchanan. The project site also lies within less than

five (5) miles of Six Flags over Carowinds 0 theme park,

and is adjacent to numerous Planned Unit developments

and high density residential neighborhoods, not to

mention existing and planned schools and playgrounds.

All of the above rely on the stability of the Light

Industrial (LI) zoning at issue in the Appeal. Thus, the

court should not permit Appellants nor York County

management to sacrifice even the most remote health

and safety threat to citizenry in favor of immediate

“development”, given petitioners have known of the

zoning classification of the parcel as light industrial

since year 2022. Moreover, at no time did Silfab

petition for re-hearing of the May 9, 2024 hearing. It

is now the law of the case unless Reversed by the

Circuit Court. Silfab and York County are not above

the law. Both parties should be compelled by this

court to obey the BZA determination with permits

issued after the BZA May 9, 2024 determination as

error and this court should issue a Cease and Desist.

Moreover, as to air emission permits, an appeal and

request for contested hearing is now pending before

the South Carolina Administrative Law Court, whereby if not Affirmed the court should Stay the appeal

pending resolution of the ALC case Walter Buchanan

v. South Carolina Department of Environmental

Services and Silfab Solar, Inc.

App.49a

CONCLUSION AND PRAYER FOR RELIEF

Intervenor requests that this court permit Walter

Buchanan2 to Intervene in this Appeal, participate in

Mediation (if Ordered by the Court), and otherwise Require Appellant now (not later) to demonstrate why

the May 9, 2024 decision of the Board of Zoning

Appeals is incorrect as a matter of law. If Silfab and

York County cannot do so, the decision of the Board of

Zoning Appeals should STAND be AFFIRMED by this

Circuit Court, with all Heavy Industrial construction

permits issued after the May 9, 2024 decision being

revoked immediately under order of this court.

Respectfully submitted,

J. CAMERON HALFORD, LLC

/s/ J Cameron Halford

95 Allen Street

Post Office Box 172

Barnwell, South Carolina 29812

(803) 524-8659

email: cam@halfordlaw.net

App.50a

RESPONDENTS’ RETURN TO PETITION FOR

MANDAMUS PETITION, FILED IN THE

SOUTH CAROLINA SUPREME COURT

(NOVEMBER 20, 2025)

THE STATE OF SOUTH CAROLINA

In the Supreme Court

________________________

CITIZENS ALLIANCE FOR

GOVERNMENT INTEGRITY,

Petitioner,

v.

YORK COUNTY BY AND THROUGH

ITS MANAGER JOSHUA EDWARDS; JOSEPH [Sic:

JOSH] REINHARDT, MANAGER OF YORK COUNTY

DEVELOPMENT SERVICES DEPARTMENT; AND

JONATHAN BUONO, DIRECTOR OF YORK

COUNTY PLANNING AND DEVELOPMENT,

Respondents.

________________________

IN THE ORIGINAL JURISDICTION

Appellate Case No. 2025-002174

RESPONDENTS’ RETURN TO PETITION FOR

ORIGINAL JURISDICTION SEEKING WRITS

OF MANDAMUS AND PROHIBITION

Pursuant to Rule 245(c) of the South Carolina

Appellate Court Rules (SCACR), Respondents York

App.51a

County, by and through Joshua Edwards, Josh

Reinhardt, and Jonathan Buono, collectively serving

in their official capacities (Respondents or the County),

respectfully submit this Return in opposition to the

Petition of Citizens Alliance for Government Integrity,

Inc. (Petitioner or CAGI), a South Carolina non-profit.

Petitioner seeks the exercise of this Court’s original

jurisdiction in furtherance of the issuance of extraordinary writs of mandamus and prohibition of Respondents to issue cease and desist and/or stop work

orders against non-party Silfab Solar, Inc. (Silfab), a

company specifically—and legislatively—induced, authorized and incrementally permitted by the York

County Council to locate, develop, and ultimately

operate within a designated industrial park in the

County. As more fully explained below, Respondents

submit that denial of the Petition is appropriate for

the following reasons:

I.

The actions Petitioner seeks to require of

Respondents through mandamus are both

inherently and explicitly discretionary in

nature, and Respondents have exercised

that discretion in declining to take the action

sought by Petitioner in this and other fora.

Consequently, there is no duty for Respondents to act pursuant to Petitioner’s conflicting

desires and demands. Moreover, without a

duty, the action sought cannot be ministerial

in nature. Petitioner has no specific legal

right to the action sought, and other legal

remedies exist to attempt to effectuate Petitioner’s desired result, including remedies

that have been pursued and are currently

pending before lower courts.

App.52a

II.

Writs of prohibition may only be directed

against lower courts or officers that exercise

judicial or quasi-judicial powers. Because

none of Respondents are court officials or

officers, they exercise no manner of judicial

or quasi-judicial powers, and the complainedof actions of the County and its employees

are exclusively governmental or legislative

in nature, a writ of prohibition cannot lie

against Respondents.

STATEMENT OF THE CASE

I.

Introduction

Like its recently denied sister petition for original

jurisdiction (discussed below), this Petition presents a

litany of misapprehensions, misstatements, rumors,

and false assignations of ill-intent and malfeasance.1

The Petition presents a bleak picture of the relevant

events, and of the County in particular, which are in

stark contrast to the facts and law of this case. The

issues surrounding the County processes and approvals

associated with Silfab’s current development, as well

as Silfab’s proposed operations, have evoked a significant amount of passion by certain vocal members of

the public interested in the type of development that

1 Respondents do not intend on addressing each of the many

mischaracterizations of fact appearing in the Petition regarding

the underlying dispute and the merits of the claims tangential to

the relief sought herein but currently pending in other cases and

venues. In not identifying or rebutting every such occurrence, Respondents expressly do not admit or acknowledge the truth or

accuracy of any such statements, assertions, or arguments by

Petitioner, and Respondents specifically deny and contest any

assertion or claim not specifically addressed herein.

App.53a

occurs in their community. A County cannot be governed

or persuaded by passion alone, and the fate of many

governing decisions is that they often result in a

divided state of public opinion. However, a divide in

public opinion does not, alone, warrant extraordinary

court intervention.

The Court should dismiss the Petition on two

threshold bases. First, the Petition is duplicative of

both an action pending in the circuit court and a

petition (Appellate Case No. 2025-001325) already

disposed of by this Court.2 Second, the Petition has

not offered a reason sufficient to justify the Court’s

exercise of its original jurisdiction, and the issues

presented by the Petition can be, and more appropriately would be, decided by a lower court in the first

instance. In fact, the issues and claims underlying

Petitioner’s request for these extraordinary writs are

currently pending before the circuit court in three

pending civil matters, including the one that is

duplicative of the Petition.3

2 This Court issued an order declining to entertain the matter in

its original jurisdiction on July 21, 2025.

3 (1) 2024-CP-46-02641, Silfab Solar, Inc., et al. v. York County

Board of Zoning Appeals; (2) 2024-CP-46-03532, Citizens Alliance

for Government Integrity, Inc., a South Carolina Non-Profit v.

Silfab Solar, Inc., Exeter 7149 Logistics, L.P., and York County by

and through its Planning and Development Services and Zoning

Administrator, a body politic and political subdivision of York

County and the State of South Carolina; and (3) 2025-CP-4604007,

Dennis Floyd Bivins v. York County Management by and through

Joshua Edwards, Manager, Josh Reinhardt, Manager York

County Development Services Department, and Jonathan Buono,

Direct, York County Planning and Development. All are actions

App.54a

As to the merits, the “facts” presented by the

Petition do not meet the elements and standards

established by the Court for exercising its discretion

to issue the requested extraordinary writs of mandamus

and prohibition. At base, the Petition seeks to have

this Court step into the role of County governance,

substituting its judgment and discretion for that of

the County, where the limited question of whether a

stop work order should issue is expressly left to the

discretion of the County and its officials. To date, the

County has evaluated the situation and repeated calls

for action under the standards established by the York

County Code of Ordinances and has declined to exercise its discretion to revoke Silfab’s permits or issue a

permanent stop work order, save for the (unrelated)

exceptions seized upon by Petitioner. See note 6, infra.

Where there is discretion, no duty or right can exist.

And where there is no duty to act, a task is not—and

cannot be— ministerial. For those and other reasons

discussed below, mandamus is improper.

Moreover, the Petition’s request for a writ of

prohibition is misplaced, as such writ is limited to

directing the actions of court officials or officers, which

Respondents are not. Nor do Respondents exercise any

manner of judicial or quasi-judicial powers. Accordingly, the Petition’s request for writ of prohibition is

likewise improper.

For those reasons and as outlined below, the

Petition should be denied.

pending in the Court of Common Pleas, Sixteenth Judicial Circuit,

York County.

App.55a

II. Factual and Procedural Background

A.

Zoning Compliance Verification

In late 2022, Silfab sought zoning compliance

approval under subchapter E, part 13 of the York

County Zoning Code (§§ 155.1120 et seq.) for proposed

solar panel manufacturing operations on a parcel located

at 7149 Logistics Lane, Fort Mill, South Carolina

(Parcel). The Parcel is located in a multi-county

industrial park developed by York and Chester Counties

under South Carolina Code section 4-1-170 and is

zoned Light Industrial. On December 27, 2022, the

County’s zoning office,4 a division of the County’s

Planning and Development Services Department, issued

a letter to Silfab verifying that Silfab’s proposed

operations were compatible and compliant with the

4 The Petition attempts to attach significance to the fact that the

Zoning Compliance Verification issued to Silfab lacked the

Zoning Administrator’s signature, arguing they alone may

approve or deny zoning compliance. Instead, a staff member of

the Zoning Division, with the title of “York County Zoning

Technician,” signed the Zoning Compliance Verification letter to

Silfab. The fact that the Zoning Compliance Verification to Silfab

was signed by the technician assigned to the request is indicative

and dispositive of nothing. The County’s Zoning Division staff is

specifically tasked with assisting the public with requests or

information associated with the use and development of property

within the County. See https://www.yorkcountygov.com/377/Zoning.

Among the staff’s responsibilities is to “[r]eview and approve

subdivision plats and non-residential site plans for compliance

with York County development regulations.” Id. Compliance

reviews and approvals are evaluated collectively by the staff,

including the Zoning Administrator, prior to responding to the

requesting person or entity. Therefore, the letter was the Zoning

Division’s official position on the inquiry, and it continues to

stand by that determination.

App.56a

Parcel’s Light Industrial zoning district (Zoning Compliance Verification). See Return Ex. A. No challenge

or appeal of the Zoning Compliance Verification was

timely—or untimely, for that matter—instituted.

B.

Fee in Lieu of Tax and Incentive Agreement

During that same period, Silfab and the County

began negotiating a fee in lieu of tax (FILOT) and

incentive agreement to induce Silfab to locate its

operations in the County. To that end, Ordinance No.

6623, a proposed inducement and incentive ordinance

(Inducement Ordinance) that would authorize the

execution of the FILOT agreement, was introduced

and given first reading by County Council on March

6, 2023. See Return Ex. B, at 4. Second reading, along

with a public hearing, occurred on August 21, 2023.

Id. On September 18, 2023, the County Council held a

third reading of the Inducement Ordinance and enacted

the same. Id. In pertinent part, the Inducement

Ordinance authorized and directed County representatives to execute the FILOT agreement. Id. at 2, Section

2. Significantly, the Inducement Ordinance states that

“[a]ll ordinances, resolutions, and parts thereof in

conflict herewith are, to the extent of such conflict,

hereby repealed.” Id. at 3, Section 5.

In accordance with the Inducement Ordinance,

also on September 18, 2023, the County and Silfab

executed the FILOT agreement. See Return Ex. C. The

FILOT is a binding agreement between the County and

Silfab to pursue development of the Silfab project at

the Parcel. Among other terms, Recital 4 of the FILOT

states that “[t]he Project is located, or if not so located

as of the date of this Agreement, the County intends

App.57a

to use its best efforts to locate the Project, in a MultiCounty Park.”5 Id. at 1. Recital 5 further provides that:

The County has determined that it is in the

best interests of the County to enter into this

Agreement with [Silfab], subject to the terms

and conditions set forth herein, and, by

Ordinance No. [6623] enacted by the Council

on September 18, 2023 . . . approved the form,

terms and conditions of this Agreement and

ratified all prior actions taken with respect to

the Project.

Id. at 1–2 (emphasis added). Thus, the County, through

formal legislative action of its County Council, has

approved and has specifically induced Silfab to locate

in the County at the site in question. Further, based

on the FILOT agreement’s finding that “all prior

actions taken with respect to the Project” were ratified,

as authorized by official action taken by the County

Council in the Inducement Ordinance, the Zoning

Compliance Verification issued by the County’s zoning

office specific to both Silfab and the Parcel was legislatively approved.

Thereafter, Silfab began undertaking steps to

develop the identified Parcel, including seeking relevant

permits and authorizations from the County and

5 Multi-County Park is defined in the FILOT agreement as “the

joint county industrial park (York County and Chester County)

established pursuant to the terms of the [November 11, 2002

Agreement for Development of Joint County Industrial and Business Park].” Id. at 5.

App.58a

other relevant regulatory entities, site work, and

construction on the site.6

C.

Zoning Interpretation and Subsequent

Appeal

On February 1, 2024, Walter Buchanan, a resident

of Fort Mill, requested a zoning interpretation (Zoning

6 Since it began developing, to date, Silfab has had two buildingrelated violations at the Parcel. First, during a routine meeting

onsite on May 20, 2025, the County discovered that three support

buildings within the bulk storage area were partially constructed

prior to building permits being issued. As each of these buildings

required a separate building permit, three individual stop work

orders were issued on May 21, 2025, for construction without

building permits. Conditions to rectify the orders included

submittal of the appropriate permit documents, licensed contractor information, as well as a letter from an engineer in order

to verify that construction had been completed according to

building code requirements. Upon completion of the aforementioned

requirements, the stop work orders were lifted on June 27, 2025.

Second, on June 20, 2025, the County was notified that nonconstruction employees of Silfab were present at the facilities

constructed on the Parcel and conducted a site visit on June 23,

2025. During that site visit, the County observed non-construction

employees on site conducting certain educational training. In

addition, the County discovered that other violations related to

egress, exit lighting, sprinkler systems, and fire alarm systems

not being fully operable, liquid fuel equipment being operated

within the building, and fuel tanks being stored in an incorrect

location. No formal operations were taking place. Because Silfab

had not yet received a certificate of occupancy for the facilities

for non-construction personnel, in addition to the other noted violations, the County issued a stop work order to Silfab on June 24,

2025. Upon adequate assurances that the non-construction personnel were not and would no longer be present at the site, and

demonstration of correction of the other noted violations, the

County lifted the stop work order on June 27, 2025. No other

formal corrective action has been taken by the County.

App.59a

interpretation Request) from the County Planning

and Development Services Department under Subchapter E, Part 11 of the York County Zoning Code

(§§ 155.1090 et seq.). Return Ex. D. Zoning Code

section 155.1090 states the purpose of a zoning interpretation is “to clarify ambiguities in the Zoning Code

and to resolve any ambiguities in future amendments.” Although intended to address ambiguities

within the Zoning Code itself, the Zoning interpretation

Request submitted seven inappropriate questions directed specifically at the approval of Silfab’s development of the Parcel. Id.

On February 16, 2024, the County Zoning and

Development Standards Administrator provided a

response to the Zoning interpretation Request (Zoning

interpretation). Return Ex. E. Therein, the County

declined to address the requests, consistent with its

authority under section 155.1093(B), as it did not

perceive the referenced code sections to be ambiguous,

and provided certain “clarifications” as to other

tangentially-related issues. Id. Thereafter, on March

14, 2024, Mr. Buchanan appealed the Zoning interpretation and certain of his submitted questions to the

County Board of Zoning Appeals (BZA), (BZA Appeal).

Return Ex. F.

On May 9, 2024, the BZA held a hearing on the

BZA Appeal, following which it voted 5-0 to reverse

the Zoning interpretation and thereafter issued a final

decision setting forth a written record of its decision

and findings (BZA Order). See Pet. Ex. C. In pertinent

part, the BZA Order characterized the questions

presented in the appeal as: (1) whether “Solar Panel

Manufacturing is a Permitted Use within the Light

Industrial Zoning District”; and (2) whether “Solar

App.60a

Panel Manufacturing [is] considered a Heavy Industrial use.” Id. at 2. Neither question proposed by the

BZA in its order were presented by Mr. Buchanan in

his Zoning interpretation Request. Compare Pet. Ex.

C., with Return Ex. D. Ultimately, the BZA Order contained the following conclusions:

i.

The Zoning Administrator erred in determining that Solar Panel Manufacturing is a

Use under Computer and Electronic Products

Manufacturing permitted in Light Industrial;

and

ii.

Solar Panel Manufacturing is not listed as a

Use applicable for the Light Industrial

Zoning District and is therefore prohibited

pursuant to section 155.270(G),7 York County

Code of Ordinances.

Id. at 3. The BZA Order did not mention Silfab, its

specific project, or the Parcel.8

7 Section 155.270(G) of the Zoning Code provides: “Unlisted Uses

Prohibited. Any use not listed for an applicable zoning district in

the Use Table is prohibited.” (Emphasis in original).

8 Although not relevant or dispositive for this Petition, it is the

County’s position that the procedures afforded by the Code of

Ordinances for requesting a zoning interpretation may not be

used to challenge a specific project or development. See York

County Zoning Code § 155.1090. That is particularly the case

where the project is relying on a zoning compliance verification

from the County that predates the zoning interpretation request

and is being relied upon for development or operating. Opening

the door to that type of after-the-fact challenge is not only legally

unsustainable under the Code of Ordinances, but would wreak

havoc on County business, undermine the legislative authority

of the County Council, and give voice to a heckler’s veto that

would grind development to a halt.

App.61a

Thereafter, Silfab and its landlord, Exeter 7149

Logistics, L.P. (Landlord), as parties with substantial

interest in the decision, appealed the BZA Order to

the circuit court.9 See supra note 3. Consistent with

South Carolina Code section 6-29-820(B)(2), Silfab

requested pre-litigation mediation of the BZA Appeal,

and on April 21, 2025, the parties unsuccessfully

mediated the case. As a result, the matter is ongoing

and, thus, the BZA’s determination as to the Zoning

interpretation is not final, despite being relied upon

extensively as having preclusive effect by Petitioner.

D.

Related Litigation

Preceding this Petition, in addition to the BZA

Appeal, three other pending challenges have been

mounted against Silfab’s County-approved andregulated operations, involving substantially similar

(or identical) arguments.10

9 On October 22, 2024, Mr. Buchanan was granted intervention

in the pending BZA Appeal circuit court action. In that matter,

counsel representing Mr. Buchanan is the same as Petitioner’s

counsel in this matter.

10 In addition to those listed in note 3, supra, Mr. Buchanan,

again represented by Mr. Halford, also attempted to collaterally

challenge the air quality permit issued to Silfab by the South

Carolina Department of Environmental Services (SCDES) by

way of a request for contested case stemming from a July 30,

2024 acknowledgment letter of SCDES regarding certain air

modeling updates conducted by Silfab. Buchanan v. SCDES and

Silfab; Docket No. 24-ALJ-07-0367-CC. SCDES had issued an air

quality permit to Silfab on March 1, 2024, which went unchallenged. Mr. Buchanan’s contested case request was dismissed by

Order of Chief Judge Anderson for failure to file a response to

the motion to dismiss, see Rule 19, SCALC, and for lack of jurisdiction based on the timeliness of the challenge. Id., Order dated

App.62a

First, on September 5, 2024, Petitioner filed a

Complaint in circuit court against Silfab, Landlord,

and the County. See supra note 3. That lawsuit purports to be a putative class action but seeks only

declaratory and injunctive relief, arguing that the

subsequently-issued BZA Order and general Zoning

interpretation controls over the prior, specific Zoning

Compliance Verification issued to Silfab for the Parcel.

The defendants there, including the County, moved to

dismiss the action on a number of grounds. While the

motions to dismiss were pending, Petitioner sought a

preliminary injunction to stay or revoke all permits

issued by the County to Silfab. On December 18, 2024,

The Honorable Martha M. Rivers held a hearing on the

pending motions. Thereafter, on January 29, 2025, Judge

Rivers issued a Form-4 Order declining to rule on Petitioner’s motion to stay or revoke all permits and stayed

the lawsuit pending final resolution of the BZA

Appeal.11

December 23, 2024. Reconsideration was likewise denied. Id.,

Order dated January 17, 2025.

11 Judge Rivers correctly determined that an action seeking a

declaratory judgment as to impact of the BZA Order could not be

decided where the BZA Order is on appeal and therefore not

final. See Zoning Code § 155.982(C) (“Effect on Other Proceedings. An appeal stays all legal proceedings by the County relating

to the action appealed from, unless the Zoning Administrator

certifies to the Board of Zoning Appeals, after the appeal application has been filed, that a stay would cause an imminent peril to life

and property.”). Petitioner has since twice moved for reconsideration of Judge Rivers’ order staying the action. Both motions

were summarily denied before Respondents could even respond.

App.63a

Second, on July 2, 2025, Merlyn Bivens12 petitioned

this Court to invoke its original jurisdiction to issue

writs of mandamus and prohibition (Bivins Petition),

requesting that the Court require the County to revoke

permits issued to Silfab and ultimately halt its project.

On July 21, 2025, before the undersigned could file its

Return on behalf of the County, the Court declined to

entertain the matter in its original jurisdiction.

Then, Dennis Floyd Bivins filed a lawsuit (Bivins

Action) on October 24, 2025, seeking a declaratory

judgment that the BZA Order, despite its lack of

finality, prevents Silfab from continuing its development. The action also sought a permanent injunction,

and—identical to the within Petition—writs of mandamus and prohibition similarly aimed at revoking

Silfab’s permits and ultimately ceasing its operations.13

See supra note 3.

***

12 On information and belief, and based on the County’s publicly

available online property data, the correct spelling of Ms. Bivins’

last name is with an “i”, rather than an “e”, despite what

appeared in the July 2, 2025 filing in this Court; thus, Respondents will refer to the prior petition for original jurisdiction by Ms.

Bivins’ correct last name herein. On further information and

belief, Merlyn Bivins is Dennis Bivins’ mother, and Mr.

Buchanan is Merlyn Bivins’ son-in-law.

13 Respondents emphasize that counsel for Petitioner (in this

Court and the circuit court), Merlyn Bivins, Dennis Bivins, and

Walter Buchanan are all the same, Mr. Halford. Petitioner’s

membership list, cited in the Petition as comprising approximately 7,076 residents of York County, is neither publicly available nor has been provided to Respondents; therefore, the County

has no way of verifying whether the Bivinses or Mr. Buchanan

are members of CAGI.

App.64a

Finally, on October 28, 2025, Petitioner duplicatively petitioned the Court in its original jurisdiction,

pursuing writs of mandamus and prohibition on the

same bases as was in the Bivins Petition and is currently pending in the Bivins Action. This Return

follows.

ARGUMENT

The Court should decline to exercise its discretion

to entertain the Petition for several reasons. First, the

Petition is duplicative. Second, as evidenced by the

identical and related pending circuit court action, the

underlying facts of this case do not warrant the

sparing exercise of this Court’s original jurisdiction.

Finally, writs of mandamus and prohibition are both

legally improper.14

I.

The Petition should be dismissed as

duplicative.

As an initial matter, the Petition is duplicative of

both the Bivins Action currently pending in circuit

court and the Bivins Petition already rejected by the

Court and, therefore, should be dismissed. See Rule

12(b)(8); Capital City Ins. Co. v. BP Staff, Inc., 382

S.C. 92, 105, 674 S.E.2d 524, 531 (Ct. App. 2009)

(explaining dismissal under Rule 12(b)(8), SCRCP is

“proper when there is (1) another action pending, (2)

between the same parties, (3) for the same claim.”).

14 While not specifically raised herein, Respondents reserve and

do not waive their right to challenge Petitioner’s associational

standing to bring this action. Should the Court elect to entertain

this matter in its original jurisdiction, Respondents reserve the

right and intend to challenge Petitioner’s standing in its answer

to the complaint.

App.65a

As in the Petition, the Bivins Action involves the

pursuit of writs of mandamus and prohibition to ultimately halt Silfab’s development. Those same claims

were sought—and declined to be entertained by this

Court—in the Bivins Petition just months ago. While

the plaintiff and the petitioner in those matters,

respectively, and Petitioner are distinct parties, they

are all represented by the same attorney. In other

words, the Petition amounts to counsel’s third attempt

at advancing the same legal arguments, seeking the

same relief, to achieve the same result: to enjoin

Silfab’s development of the Parcel. Respectfully, Petitioner’s counsel should not be allowed to evade the

consequences of Rule 12(b)(8), SCRCP, merely because different—but related—litigants agreed to

advance identical arguments all pursuing the same

goal.15

For those reasons, the Court should dismiss the

Petition.

15 Although addressed via the legitimate concern of the constitutionality of associational standing, Justice Clarence Thomas

recently highlighted the practical preclusion problems that are

before the Court today. See Food & Drug Admin. v. Alliance for

Hippocratic Medicine, 602 U.S. 367, 403 (2024) (Thomas, J.,

concurring) (“Associational standing might allow a member two

bites at the apple—after an association’s claims are rejected, the

underlying members might be able to assert the exact same

issues or claims in a suit in their own names. In short, our associational-standing doctrine appears to create serious problems,

both constitutional and otherwise.”).

App.66a

II. The circumstances of this case do not

warrant the Court’s exercise of its original

jurisdiction.

The South Carolina Constitution vests this Court

with the authority to issue extraordinary writs and

entertain actions in its original jurisdiction. S.C.

Const. art. V, § 5. However, “this Court’s primary

function is to act as an appellate court to review

appeals from the trial courts.” Key v. Currie, 305 S.C.

115, 116, 406 S.E.2d 356, 357 (1991). “The Supreme

Court will not entertain matters in its original jurisdiction when the matter can be determined in a lower

court in the first instance. . . . ” Rule 245, SCACR. Consistent with Rule 245, the Court has indicated it will

not entertain matters in its original jurisdiction where

the matter can be entertained in the trial courts of this

State. See Key, 305 S.C. at 116, 406 S.E.2d at 357

(“Only when there is an extraordinary reason such as

a question of significant public interest or an emergency will this Court exercise its original jurisdiction.”). Here, this is not a hypothetical exercise, nor can

Petitioner assert that seeking such relief in the lower

courts would prove an undue burden, as the Bivins

Action—asserting these same claims—is currently

pending before the circuit court.

No extraordinary reason justifies the Court’s

exercise of its original jurisdiction. In short, to secure

the Court’s swift intervention, Petitioner manufactures

an emergency and a jeopardized significant public

interest. For instance, Petitioner accuses Silfab of

improperly locating at the Parcel and operating without

duly-issued permits. This is patently incorrect. See

supra note 4. As set forth above, the County, by and

through its governing body the County Council, has

App.67a

taken official legislative action inducing Silfab to

locate its operations at the Parcel. See Return Ex. C,

Recitals 4 and 5. Additionally, Petitioner asserts

Silfab has “transformed” its “distribution warehouse

to a chemical manufacturing plant,” thereby exceeding

the scope of its authorization from the County and

“threaten[ing] adjacent schools and residents surrounding the site.” Pet. at 4. However, this too is unwarranted

hyperbole. Although given scant mention in the Petition,

Silfab intends to produce solar panels at the facility.

The production process for these panels does involve

the use of certain chemicals; however, Silfab has

acquired the necessary permits for their storage, use,

and wastewater disposal, as well as coordinated

emergency response procedures and plans with the

appropriate County personnel. In addition, contrary

to the suppositions made by the Petition’s affiants,

consisting of an apparently disgruntled former employee, as well as a CAGI member who works in the

shipping industry but who has no first-hand knowledge of the Silfab’s facility or its operations, County

inspectors have visited the Parcel multiple times

during its development, including recently after the

allegations of chemical storage were made, finding no

evidence of Silfab’s storage of chemicals as alleged.

Moreover, through those multiple site visits, and

other than the unrelated issues noted above, the

County has verified Silfab’s construction activities

and have not found any cause to permanently revoke

or suspend the duly-issued permits. Though these are

only a few examples, the Petition’s parade of horribles

rests on assumptions and misstatements and thus

fails to present a scenario warranting the Court’s

limited exercise of its original jurisdiction. Indeed, the

App.68a

Court has already (correctly) rejected these claims of

significant public interest and perceived emergency in

its handling of the Bivins Petition. It should do the

same here.16

Without any emergency or significant public

interest at stake, the issues presented by the Petition

can be, and more appropriately would be, decided by

a lower court in the first instance. In fact, as discussed,

the issues and claims underlying Petitioner’s request

for these extraordinary writs are currently pending

before the circuit court in three pending civil matters.

Therefore, the standard for the exercise of the Court’s

original jurisdiction cannot be met.

III. Mandamus is improper in this case.

Petitioner hopes this Court will require Respondents to issue a stop work order to Silfab because it

believes Silfab is operating without a valid permit and

is exceeding the scope of the approved use of the

property. As explored above, these accusations are

baseless. Beyond that, issuing a stop work order is an

inherently governmental—not judicial—function that

is discretionary; therefore, Respondents have no duty

to act in the manner desired by Petitioner, rendering

the request non-ministerial in nature. For that reason

and more, mandamus cannot lie against Respondents.

It is axiomatic that “the primary purpose or

function of a writ of mandamus is to enforce an estab16 Even assuming the validity Petition’s claims of public interest

and perceived emergency, and the same to have been adequately

articulated, it should not give rise to the Court exercising its original jurisdiction, where the underlying requests for extraordinary writs cannot be legally satisfied, which Respondents set

forth below.

App.69a

lished right, and to enforce a corresponding imperative

duty created or imposed by law. . . . Its principal function

is to command and execute, and not to inquire and

adjudicate.” Willimon v. City of Greenville, 243 S.C.

82, 86–87, 132 S.E.2d 169, 170–71 (1963). Accordingly, to obtain a writ of mandamus requiring the performance of an act, the applicant must show (1) a duty

of the opposing party to perform the act, (2) the

ministerial nature of the act, (3) the applicant’s specific legal right for which discharge of the duty is

necessary, and (4) a lack of any other legal remedy.

Redmond v. Lexington Cnty. Sch. Dist. No. 4, 314 S.C.

431, 437, 445 S.E.2d 441, 445 (1994) (citing Willimon,

243 S.C. at 86–87, 132 S.E.2d at 170–71). In analyzing

these factors, it must be emphasized that “[w]here for

any reasons the duty to perform the act is doubtful,

the obligation is not regarded as imperative, and the

applicant will be left to his other remedies. So when

the statute prescribing the duty does not clearly and

directly create it, the writ will not lie. . . . Mandamus

will not issue to enforce doubtful rights.” Gardner v.

Blackwell, 167 S.C. 313, 321, 166 S.E. 338, 341 (1932).

First, Respondents have no duty to issue stop

work orders. Section 155.1237(B)(5) of the York County

Zoning Code states,

Stop Work. With or without revoking permits,

the County may issue a stop work order on

any development, building, or structure on

any land on which there is an uncorrected

violation of a provision of this Chapter or a

violation of a condition or qualification of a

permit, certificate, approval, or other authorization previously granted by the County.

App.70a

(Emphasis added). Therefore, the decision to halt

Silfab’s development is within the County’s discretion—

it has no duty to do so.17 Indeed, in this case, the

County has exercised that discretion: as detailed

above, the County has, in fact, acted to ensure that

Silfab’s development is in compliance with its

ordinances, but the County, again in its discretion,

has determined that the conditions set forth in section

155.1237(B)(5), justifying a permanent stop work

order, have not been met in regard to the accusations made in the Petition. At its core, the Petition

challenges the manner in which the County’s has exercised its discretion, seeking an order compelling Respondents to cater to Petitioner’s preferred outcome.18

Second, because Respondents have no legal duty

to pause Silfab’s project via a stop work order, it

cannot be one that is ministerial. See Edwards v.

State, 383 S.C. 82, 96, 678 S.E.2d 412, 419 (2009) (“A

ministerial act or duty is one which a person performs

because of a legal mandate which is defined with such

precision as to leave nothing to the exercise of

discretion.” (emphasis added)); Sanford v. S.C. State

Ethics Comm’n, 385 S.C. 483, 495 n.4, 685 S.E.2d 600,

606 n.4 (2009) (“Discretionary authority, however, is

insufficient for mandamus.” (citing Redmond, 314

17 Despite Petitioner’s repeated statements to the contrary, nor

does the County have an obligation to stop Silfab’s project based

on the BZA Order, for it is not final and pending in the circuit

court and its import on the prior specific approval Silfab received

is dubious.

18 Such a result would improperly entangle the judiciary in the

legislative and governmental decision-making of the County,

offending foundational separation of powers principles. See S.C.

Const. art. I, § 8.

App.71a

S.C. at 438, 445 S.E.2d at 445 (stating a writ of

mandamus is inappropriate for a discretionary authority))).

Third, Petitioner has no specific legal right to a

stop work directive aimed at Silfab. For one thing, by

definition, one cannot claim entitlement to a discretionary act. For another, Petitioner has not cited any

case law demonstrating it has a clearly established

right to the desired act. See Charleston Cnty. Sch.

Dist. v. Charleston Cnty. Election Comm’n, 336 S.C.

174, 184, 519 S.E.2d 567, 573 (1999) (finding the

school district failed to demonstrate a clearly

established right to force the county election commission to distribute a supplemental ballot handout when

the district failed to cite any statute or case

demonstrating such a right). An interest in a desired

outcome does not equate to a legally cognizable right

to that outcome.

Finally, other remedies are available to Petitioner

in its continued pursuit of stopping the Countyapproved development. In fact, it is already availing

itself to one. That is, Petitioner has a pending

declaratory judgment action ultimately challenging

Silfab’s development.19 Cf. Charleston Cnty. Sch. Dist.,

336 S.C. at 184, 519 S.E.2d at 573 (finding that because the case could have been resolved under the

Uniform Declaratory Judgments Act, the school district

had another legal remedy such that mandamus was

19 See supra note 3. Specifically, in that action, Petitioner seeks a

determination as to whether a subsequent zoning interpretation

controls over a specific prior zoning verification. However, again,

that matter has been stayed pending resolution of the BZA

Appeal currently in the circuit court.

App.72a

improper). Not to mention the other two pending

circuit court actions each seeking that same goal. See

supra note 3.

All in all, the circumstances presented here fall

far short of those meriting such extraordinary relief

as mandamus.

IV. A writ of prohibition cannot lie against

Respondents.

Respondents neither act as a court, court officials,

or officers, nor do they exercise any manner of judicial

or quasi-judicial powers; therefore, a writ of prohibition

cannot lie against them.

“A writ of prohibition may issue in a proper case

to restrain a judicial act; and, on the other hand it

will, according to the weight of authority, ordinarily

issue only to restrain the exercise or performance of

judicial functions or acts, or acts which are quasijudicial in their character.” Holladay v. Hodge, 84 S.C.

91, 95, 65 S.E. 952 (1909) (emphasis added). “The

ancient prerogative writ of prohibition . . . should be

used with forebearance [sic] and caution, and only in

cases of necessity.” Ex Parte Jones, et al., 160 S.C. 63,

158 S.E. 134, 137 (1931); see also New S. Life Ins. Co.

v. Lindsay, 258 S.C. 198, 187 S.E.2d 794 (1972). The

writ’s principal modern use, generally, “is to prevent

the assumption and exercise of jurisdiction by an

inferior court or tribunal in cases where wrong,

damage, and injustice are liable to follow such action.”

Jones, 160 S.C. 63, 158 S.E. 134 (emphasis added).

With regard to the function and scope of the

writ, it has been settled in this state from an

early period that it will only lie to prevent an

encroachment,

excess,

usurpation,

or

App.73a

improper assumption of jurisdiction on the

part of an inferior court or tribunal, or to

prevent some great outrage upon the settled

principles of law and procedure; but, if the

inferior court or tribunal has jurisdiction of the

person and subject-matter of the controversy, the writ will not lie to correct errors

and irregularities in procedure, or to prevent

an erroneous decision or an enforcement of

an erroneous judgment, or even in cases of

encroachment, usurpation, and abuse of

judicial power or the improper assumption of

jurisdiction, where an adequate and applicable remedy by appeal, writ of error, certiorari, or other prescribed methods of review

are available.

Id. (emphasis added); see Lindsay, 258 S.C. 198, 187

S.E.2d 794. Therefore, the writ is primarily used to

“prevent the assumption and exercise of jurisdiction

by a lower tribunal in cases where wrong, damage,

and injustice are liable to follow such action.” State

Bd. of Bank Control v. Sease, 188 S.C. 133, 198 S.E.

602 (1938) (emphasis added).

In other words, it is well settled that the context

in which a writ of prohibition may conceivably lie is

that which involves lower courts, court officials, or

officers that exercise judicial or quasi-judicial powers.

That context is absent here. Despite this being the

third time that counsel has sought a writ of prohibition

against these parties in a matter of months, it is

apparent that this base level of research has not been

undertaken. Cf. Rule 11, SCRCP (“The written or

electronic signature of an attorney or party

constitutes a certificate by him that he has read the

App.74a

pleading, motion or other paper; that to the best of his

knowledge, information and belief there is good

ground to support it; and that it is not interposed for

delay.”). Again, Respondents—performing governmental

functions—neither act as courts, court officials, or

officers, nor do they exercise any manner of judicial or

quasi-judicial powers. That being the case, Petitioner’s misguided pursuit of a writ of prohibition must

fail.

CONCLUSION

To stop a county-approved development it disfavors, Petitioner misleadingly crafts a scenario

designed to secure the Court’s intervention. A review

of the complete story here reveals a much different

picture. Challenges to county actions must be based on

legal or constitutional grounds—not mere disagreement with policy and duly adopted legislative action.

Neither basis is present in the Petition. Therefore,

Respondents respectfully urge the Court to deny the

Petition.

Respectfully submitted,

/s/ Chad N. Johnston

Chad N. Johnston

(S.C. Bar No. 73752)

Samantha J. Dorward

(S.C. Bar No. 106310)

Burr & Forman LLP

1221 Main Street, Suite 1800 (29201)

P.O. Box 11390

Columbia, SC 29211

(803) 799-9800

cjohnston@burr.com

sdorward@burr.com

App.75a

Jonathan M. Robinson

(S.C. Bar No. 68285)

Austin T. Reed

(S.C. Bar No. 102808)

Smith Robinson, LLC

3200 Devine Street

Columbia, South Carolina 29205

(803) 254-5445

jon.robinson@smithrobinsonlaw.com

austin.reed@smithrobinsonlaw.com

Attorneys for Respondents York

County Management by and through

Joshua Edwards, Manager; Josh

Reinhardt, York County Development

Services Department; and Jonathan

Buono, Director of York County

Planning & Development

November 20, 2025

Columbia, South Carolina

App.76a

RESPONDENTS’ EXHIBITS

EXHIBIT A

YORK COUNTY LETTER DESCRIBING THE

LIGHT INDUSTRIAL DISTRICT (LI)

[Logo: York County South Carolina]

[Logo: Planning & Development Services – York

County, SC]

December 27, 2022

Judi Quinby

3343 Peachtree Rd NE Suite 1600

Atlanta GA 30326

Ref: Zoning Verification for 7190000201

To whom it may concern,

This letter is written to inform you that the laws

and regulations of York County, South Carolina

govern the referenced property, tax map parcel

7190000201. The property is located 7149 Logistics

Lane in the Fort Mill community. It is currently

owned by RG Baxter Lane LLC. The property zoned

Light Industrial District (LI).

The intent of the Light Industrial District (LI) is

to create and protect industrial areas for light

manufacturing and distribution. LI is intended to

accommodate less intensive industrial uses with

operations primarily conducted indoors. The district’s

less intensive uses protect nearby residential areas

from the encroachment of heavy industrial uses.

Whenever possible, this district should be separate

from residential districts by natural or structural

boundaries such as drainage channels, sharp breaks

in topography, strips of vegetation, traffic arteries,

App.77a

and similar features. LI is generally appropriate for

areas designated as Industrial, Employment Center,

or I-77 Corridor Employment on the Future Land Use

Map.

Within the Light Industrial District (LI) zoning

district Electrical Equipment, Appliance, And

Component Manufacturing as defined below is a permitted use.

Electrical Equipment, Appliance, And Component

Manufacturing: Establishments that manufacture

products that generate, distribute, and use electrical

power, such as electric lamp bulbs, lighting fixtures,

and parts; small and major electrical appliances and

parts; electric motors, generators, transformers, and

switchgear apparatus; and batteries, wire, and wiring

devices.

The use as described in your request

(manufacturing of photovoltaic cells and PV modules)

is considered electrical equipment, appliance, and

component manufacturing and is therefore principally

permitted. Please be advised that establishment of

this use at the site will require civil site plan review.

This letter does not constitute a permit. This

letter only states that the site can, with the proper

permits, be used for the aforementioned use. All of

this information is determined by the York County,

South Carolina Code of Ordinance. If you need any

additional information regarding this, please feel free

to contact me at (803) 909-7235.

App.78a

Best Regards,

/s/ Emily Stephens

York County Zoning Technician

18 W. Liberty Street, PO Box 96, York,

South Carolina 29745-0096

Phone: (803) 909-7200 Toll Free: (800) 922-7271

Fax: (803) 909-7227

EXHIBIT B

Ordinance No. 6623

Ordinance No. 6623

Date Adopted: September 18, 2023

ORDINANCE NO. _______________

AN ORDINANCE AUTHORIZING THE

EXECUTION AND DELIVERY OF A FEE IN

LIEU OF TAX AND INCENTIVE

AGREEMENT BY AND BETWEEN YORK

COUNTY, SOUTH CAROLINA (THE

“COUNTY”), SILFAB SOLAR CELLS SC

INC., AND SILFAB SOLAR PV SC INC.,

COMPANIES PREVIOUSLY AND

COLLECTIVELY IDENTIFIED AS

“PROJECT MOUNTAINE”, WITH RESPECT

TO CERTAIN PROPERTY, INCLUDING,

WITHOUT LIMITATION, ECONOMIC

DEVELOPMENT PROPERTY, IN THE

COUNTY, WHEREBY SUCH PROPERTY

WILL BE SUBJECT TO CERTAIN

PAYMENTS IN LIEU OF AD VALOREM

TAXES; AND OTHER MATTERS RELATED

App.79a

THERETO.

WHEREAS, YORK COUNTY, SOUTH CAROLINA, a

political subdivision of the State of South Carolina

(the “County”), acting by and through its County Council

(the “County Council”), is authorized and empowered

under and pursuant to the provisions of the Code of

Laws of South Carolina 1976, as amended (the

“Code”), particularly Title 12, Chapter 44 of the Code

(the “Negotiated FILOT Act”) and Title 4, Chapter 1

of the Code (the “Multi-County Park Act”) (collectively,

the “Act”), and by Article VIII, Section 13(D) of the

South Carolina Constitution: (i) to enter into agreements

with qualifying industry to encourage investment and

projects constituting economic development property

to which the industrial development of the State of

South Carolina (the “State”) will be promoted by

inducing new and existing manufacturing and commercial enterprises to locate and remain in the State

and thus utilize and employ manpower and other

resources of the State; (ii) to covenant with such

industry to accept certain payments in lieu of ad valorem

taxes (“FILOT”) with respect to such investment; and,

(iii) to create, in conjunction with one or more other

counties in the State, a multi-county industrial or

business park (a “Multi-County Park”), in order to

afford certain enhanced income tax credits to such

industry; and

WHEREAS, Silfab Solar Cells SC Inc. and Silfab

Solar PV SC Inc., both South Carolina corporations

previously identified collectively as Project Mountaine,

and each acting for itself, one or more affiliates, and/or

other project sponsors (each, a “Company” and collectively, the “Companies”), is considering the establishment and/or expansion of certain manufacturing and

App.80a

related facilities at one or more locations in the County

(the “Project”), and anticipates that, should its plans

proceed as expected, the Companies will invest, or

cause to be invested, at least $150,000,000, in the

aggregate, in the County at the Project site and will

create, or cause to be created, at least 800 net, new

full-time jobs, in the aggregate, in connection therewith, all within a period commencing on the first day

that Project expenses have been, or will be, incurred

and ending on the eighth anniversary of the last day of

the property tax year in which any portion of the

Project is first placed in service; and

WHEREAS, pursuant to the authority of Section

4-1-170 of the Multi-County Park Act and Article VIII,

Section 13 of the South Carolina Constitution, the

County intends to cause the site on which the Project

is or will be located, to the extent not already therein

located, to be located in a Multi-County Park such

that the Project will receive the benefits of the MultiCounty Park Act; and

WHEREAS, the County has determined on the

basis of the information supplied to it by the Companies

that the Project would qualify as a “project” and

“economic development property” as such terms are

defined in the Negotiated FILOT Act and the Project

would meet all other requirements of the Act and

serve the purposes of the Act; and

WHEREAS, in accordance with such findings and

determinations, and in order to induce the

Companies to locate the Project in the County, the

County Council is enacting this Ordinance, which

Ordinance is also intended to serve as an “inducement

resolution” for purposes of Section 12-44-30(11) of the

Negotiated FILOT Act, whereby the County agrees to

App.81a

provide the benefits of a FILOT and a Multi-County

Park with respect to the Project, all as set forth in

greater detail in a Fee in Lieu of Tax and Incentive

Agreement (the “Fee Agreement”) by and between the

County and the Companies; and

WHEREAS, the County Council has caused to be

prepared and presented to this meeting the form of

the Fee Agreement which the County proposes to

execute and deliver; and

WHEREAS, it appears that the document above

referred to, which is now before this meeting, is in

appropriate form and is an appropriate instrument to

be executed and delivered or approved by the County

for the purposes intended.

NOW, THEREFORE, BE IT ORDAINED, by the

County Council as follows:

Section 1. Based on information supplied by the

Companies, it is hereby found, determined and declared

by the County Council, as follows:

(a) The Project will constitute a “project” and

“economic development property” as said

terms are referred to and defined in the

Negotiated FILOT Act, and the County’s

actions herein will subserve the purposes

and in all respects conform to the provisions

and requirements of the Negotiated FILOT

Act;

(b) The Project is anticipated to benefit the general public welfare of the County by providing services, employment, recreation or other

public benefits not otherwise provided locally;

App.82a

(c) The Project will give rise to no pecuniary

liability of the County or any incorporated

municipality or a charge against the general

credit or taxing power of either;

(d) The purposes to be accomplished by the

Project, i.e., economic development, creation

of jobs and addition to the tax base of the

County, are proper governmental and public

purposes; and

(e) The benefits of the Project are anticipated to

be greater than the costs.

Section 2. The form, terms and provisions of the

Fee Agreement presented to this meeting are hereby

approved and all of the terms and provisions thereof

are hereby incorporated herein by reference as if the

Fee Agreement was set out in this Ordinance in its

entirety. The Chairman of County Council and/or the

County Manager are hereby authorized, empowered

and directed to execute, acknowledge and deliver the

Fee Agreement in the name of and on behalf of the

County, and the Clerk to County Council is hereby

authorized and directed to attest the same, and

thereupon to cause the Fee Agreement to be delivered

to the Companies and cause a copy of the same to be

delivered to the York County Auditor, Assessor and

Treasurer. The Fee Agreement is to be in substantially

the form now before this meeting and hereby approved,

or with such minor changes therein as shall be

approved by the County Manager, upon advice of

counsel, his execution thereof to constitute conclusive

evidence of his approval of any and all changes or

revisions therein from the form of Fee Agreement now

before this meeting.

App.83a

Section 3. The Chairman of County Council, the

County Manager and the Clerk to County Council, for

and on behalf of the County, are hereby authorized and

directed to do any and all things necessary to effect the

execution and delivery of the Fee Agreement and the

performance of all obligations of the County

thereunder.

Section 4. The provisions of this ordinance are

hereby declared to be separable and if any section,

phrase or provisions shall for any reason be declared

by a court of competent jurisdiction to be invalid or

unenforceable, such declaration shall not affect the

validity of the remainder of the sections, phrases and

provisions hereunder.

Section 5. All ordinances, resolutions, and parts

thereof in conflict herewith are, to the extent of such

conflict, hereby repealed. This ordinance shall take

effect and be in full force from and after its passage by

the County Council.

[End of Ordinance]

ENACTED in meeting duly assembled this 18th

day of September, 2023.

YORK COUNTY, SOUTH CAROLINA

By: /s/ Christi Cox

Chairwoman of County Council

York County, South Carolina

ATTEST:

By: /s/ David Hudspeth

County Manager

York County, South Carolina

App.84a

First Reading: March 6, 2023

Second Reading: August 21, 2023

Public Hearing: August 21, 2023

Third Reading: September 18, 2023

STATE OF SOUTH CAROLINA

COUNTY OF YORK

I, the undersigned Clerk to County Council of

York County, South Carolina, do hereby certify that

attached hereto is a true, accurate and complete copy

of an ordinance which was given reading, and received

unanimous approval, by the County Council at its

meetings of March 6, 2023, August 21, 2023, and September 18, 2023, at which meetings a quorum of members of County Council were present and voted, and

an original of which ordinance is filed in the

permanent records of the County Council.

{signature not legible}

Clerk to County Council,

York County, South Carolina

Dated: 12-19, 2023

App.85a

EXHIBIT C

FEE IN LIEU OF TAX AND

INCENTIVE AGREEMENT

FEE IN LIEU OF TAX AND INCENTIVE

AGREEMENT

By and Between

YORK COUNTY, SOUTH CAROLINA,

SILFAB SOLAR CELLS SC INC. and

SILFAB SOLAR PV SC INC.

________________________

Dated as of September 18, 2023

________________________

[TOC Omitted]

As permitted under Section 12-44-55(B), Code of

Laws of South Carolina 1976, as amended (the “Code”),

the parties have agreed to waive the requirements of

Section 12-44-55 of the Code. The following is a summary of the key provisions of this Fee in Lieu of Tax

and Incentive Agreement. This summary is inserted

for convenience only and does not constitute a part of

this Fee in Lieu of Tax and Incentive Agreement or a

summary compliant with Section 12-44-55 of the

Code.

Company Name(s): Silfab Solar Cells SC Inc.

and Silfab Solar PV SC Inc.

Project Name: Project Mountie

Projected Investment: $150,000,000

Projected Jobs: 800

App.86a

Location (Street): 7149 Logistics Lane, Fort

Mill, SC 29715

Tax Map No.: 7190000201

1.

FILOT

Required Investment: $150,000,000 (if create

125 jobs) or, alternatively,

$400,000,000 (for 4% assessment ratio)

Required Jobs

125 (if required for 4% assessment ratio)

Investment Period

Ends, initially, eight (8) years from the Commencement Date (as defined herein)

Ordinance No./Date:

No. [___], September 18, 2023

Assessment Ratio: 4%

Term (Years): 30 years for each annual

Phase (as defined herein)

Adjustable Millage: Five (5) year adjustable

Net Present Value (*If yes, discount rate): N/A

Clawback Information: See Section 4.03

2.

MCIP

Included in an MCIP: Yes

If Yes, Name and Date: Agreement for Development of Joint County Industrial and Business Park (York and Chester Counties)

dated as of November 11, 2002, as supplemented, modified, amended, or replaced from

App.87a

time to time.

3.

SSRC

Percentage of Fees: N/A

No. of Years: N/A

Clawback Information: N/A

4. Other information: N/A

FEE IN LIEU OF TAX

AND INCENTIVE AGREEMENT

THIS FEE IN LIEU OF TAX AND INCENTIVE

AGREEMENT (the “Agreement”) is made and entered

into as of September 18, 2023 by and between YORK

COUNTY, SOUTH CAROLINA (the “County”), a body

politic and corporate and a political subdivision of the

State of South Carolina (the “State”), acting by and

through the York County Council (the “Council”) as

the governing body of the County, SILFAB SOLAR

CELLS SC INC., and SILFAB SOLAR PV SC INC.,

both South Carolina corporations previously identified

collectively as Project Mountie, and each acting for itself,

one or more affiliates, and/or other project sponsors

(each, a “Company” and collectively, the “Companies”).

RECITALS

1. The County, acting by and through the Council,

is authorized and empowered under and pursuant to

the provisions of the Code of Laws of South Carolina

1976, as amended (the “Code”), particularly Title 12,

Chapter 44 of the Code (the “Negotiated FILOT Act”)

and Title 4, Chapter 1 of the Code (the “MCIP Act”),

and together with the Negotiated FILOT Act, the

“Act”) and by Article VIII, Section 13(D) of the South

App.88a

Carolina Constitution: (i) to enter into agreements

with certain investors to construct, operate, maintain,

and improve certain projects through which the

economic development of the State of South Carolina

(the “State”) will be promoted and trade developed by

inducing manufacturing and commercial enterprises

to locate and remain in the State and thus utilize and

employ manpower, agricultural products, and natural

resources of the State; (ii) to covenant with such

investors to accept certain fee in lieu of ad valorem tax

(“FILOT”) payments, including, but not limited to,

negotiated FILOT payments made pursuant to the

Negotiated FILOT Act, with respect to a project; and

(iii) to place property in a joint county industrial or

business park (a “Multi-County Park”) created with an

adjoining county in the State pursuant to an agreement

entered into pursuant to Section 4-1-170 of the Code

and Article VIII, Section 13(D) of the South Carolina

Constitution in order to allow for certain enhanced

income tax credits to investors.

2. The Companies are considering the establishment and/or expansion of certain manufacturing and

related facilities at one or more locations in the

County (the “Project”), and anticipate that, should

their plans proceed as expected, the Companies will

invest, or cause to be invested, in the aggregate, at

least $150,000,000 in the Project and will create, or

cause to be created, in the aggregate, at least 800 new,

full-time jobs within the County, all by the end of the

Enhanced Investment Period (as defined herein) and as

set forth in greater detail in this Agreement.

3. Based on information supplied by the

Companies, the Council has evaluated the Project

based on certain criteria including, but not limited to,

App.89a

the purposes of the Project, the anticipated dollar

amount and nature of the investment, the employment

to be created or maintained, and the anticipated costs

and benefits to the County. Pursuant to Section 12-4440(11) of the Negotiated FILOT Act, the County finds

that: (a) the Project is anticipated to benefit the general public welfare of the County by providing

services, employment, recreation, or other public

benefits not otherwise adequately provided locally; (b)

the Project will give rise to no pecuniary liability of the

County or any incorporated municipality therein and to

no charge against their general credit or taxing

powers; (c) the purposes to be accomplished by the

Project are proper governmental and public purposes;

and (d) the benefits of the Project are greater than the

costs.

4. The Project is located, or if not so located as of

the date of this Agreement, the County intends to use

its best efforts to locate the Project, in a Multi-County

Park.

5. The County has determined that it is in the

best interests of the County to enter into this

Agreement with the Companies, subject to the terms

and conditions set forth herein, and by Ordinance No.

[___] enacted by the Council on September 18, 2023

(the “Ordinance”), which Ordinance also serves as an

“inducement resolution” for the purposes of Section

12-44-30(11) of the Negotiated FILOT Act, approved

the form, terms and conditions of this Agreement and

ratified all prior actions taken with respect to the

Project.

NOW, THEREFORE, in consideration of the

premises, the mutual covenants contained herein, the

above recitals which are incorporated herein by refer-

App.90a

ence, the potential investment to be made, or caused

to be made, and the potential jobs to be created, or

caused to be created, by the Companies which

contributes to the tax base and the economic welfare

of the County, the respective representations and

agreements hereinafter contained, and for other good

and valuable consideration, the receipt and sufficiency

of which are hereby acknowledged, the County and the

Companies agree as follows:

ARTICLE I

DEFINITIONS

Section 1.01 Definitions

The terms that this Article defines shall for all

purposes of this Agreement have the meanings herein

specified, unless the context clearly requires otherwise:

“Act” shall mean, collectively, the Negotiated

FILOT Act and the MCIP Act.

“Administration Expenses” shall mean the reasonable and necessary expenses incurred by the

County with respect to this Agreement including,

without limitation, reasonable attorneys’ fees and

costs; provided, however, that no such expense shall

be considered an Administration Expense until the

County has furnished to the Companies a statement

in writing indicating the amount of such expense and

the reason it has been or will be incurred.

“Affiliate” shall mean any corporation, limited

liability company, partnership or other entity which

owns all or part of any Company (or with respect to a

Sponsor Affiliate(s), such Sponsor Affiliate(s)) or which

is owned in whole or in part by any Company (or with

App.91a

respect to a Sponsor Affiliate(s), such Sponsor Affiliate(s)), or by any partner, member or owner of any

Company (or with respect to a Sponsor Affiliate(s), such

Sponsor Affiliate(s)), as well as any subsidiary, affiliate,

individual or entity who bears a relationship to any

Company (or with respect to a Sponsor Affiliate(s), such

Sponsor Affiliate(s)), as described in Section 267(b) of

the Internal Revenue Code of 1986, as amended.

“Agreement” shall mean this Fee in Lieu of Tax

and Incentive Agreement, as originally executed and

from time to time as supplemented or amended, as

permitted herein.

“Cell Company” shall mean Silfab Solar Cells SC

Inc., a South Carolina corporation previously identified,

together with the Module Company, as Project Mountie,

and any surviving, resulting or transferee entity in

any merger, consolidation, or transfer of assets, or any

other person or entity which may succeed to the rights

and duties of the Cell Company, subject to the

Transfer Provisions (defined below) and any and all

other notice and approval rights of the County, if any,

as provided herein or under the Negotiated FILOT

Act.

“Code” shall mean the Code of Laws of South

Carolina 1976, as amended, unless the context clearly

requires otherwise.

“Commencement Date” shall mean the last day of

the Property Tax Year during which the Project or the

first Phase thereof is placed in service, which date

shall not be later than the last day of the Property Tax

Year which is three (3) years from the year in which the

County and the Companies enter into this Agreement.

App.92a

“Company” shall mean each of the Cell Company

and the Module Company, each with respect to its

respective portion of the Project.

“Companies” shall mean the Cell Company and

the Module Company collectively.

“Condemnation Event” shall mean any act of

taking by a public or quasi-public authority through

condemnation, reverse condemnation or eminent

domain.

“County” shall mean York County, South Carolina,

a body politic and corporate and a political subdivision

of the State, its successors and assigns, acting by and

through the Council as the governing body of the

County.

“County Manager” shall mean the York County

Manager, or the person holding any successor office of

the County.

“County Assessor” shall mean the York County

Assessor, or the person holding any successor office of

the County.

“County Auditor” shall mean the York County

Auditor, or the person holding any successor office of

the County.

“Council” shall mean York County Council, the

governing body of the County.

“County Treasurer” shall mean the York County

Treasurer, or the person holding any successor office

of the County.

“Defaulting Entity” shall have the meaning set

forth for such term in Section 6.02(a) hereof.

App.93a

“Deficiency Amount” shall have the meaning set

forth for such term in Section 4.03 hereof.

“Department” shall mean the South Carolina

Department of Revenue.

“Diminution in Value” in respect of the Project

shall mean any reduction in the value, using the

original fair market value (without regard to

depreciation) as determined in Step 1 of Section

4.01(a) of this Agreement, of the items which constitute

a part of the Project and which are subject to FILOT

Payments which may be caused by any Company’s or

any Sponsor Affiliate(s)’s removal and/or disposal of

equipment pursuant to Section 4.04 hereof, or by its

election to remove components of the Project as a

result of any damage or destruction or any Condemnation Event with respect thereto.

“Economic Development Property” shall mean

those items of real and tangible personal property of

the Project which are eligible for inclusion as economic

development property under the Negotiated FILOT

Act and which are placed in service during the

Investment Period, as selected and identified by any

Company or any Sponsor Affiliate(s) in its annual

filings of a SCDOR PT-300S or comparable form with

the Department (as such filing may be amended from

time to time).

“Enhanced Investment Period” shall mean the

period commencing with the first day that Economic

Development Property is purchased or acquired,

whether before or after the date of this Agreement,

and ending eight (8) years after the Commencement

Date, all as specified in Section 12-44-30(13) of the

Negotiated FILOT Act.

App.94a

“Enhanced Investment Minimum Requirement”

shall mean, by the end of the Enhanced Investment

Period, either (a) aggregate investment by the

Companies and any Sponsor Affiliate(s) in the Project

of at least $400,000,000, or (b)(i) aggregate investment

by the Companies and any Sponsor Affiliate(s) in the

Project of at least $150,000,000 and (ii) the creation of

at least 125 new, full-time jobs at the Project.

“Equipment” shall mean machinery, equipment,

furniture, office equipment, and other tangible personal

property, together with any and all additions,

accessions, replacements, and substitutions thereto or

therefor.

“Event of Default” shall mean any event of

default specified in Section 6.01 hereof.

“Exemption Period” shall mean the period

beginning on the first day of the Property Tax Year

after the Property Tax Year in which an applicable

portion of Economic Development Property is placed

in service and ending on the Termination Date. In

case there are multiple Phases of the Project, the

Exemption Period applies to each such Phase.

“Existing Property” shall mean property which

will not qualify for the negotiated FILOT pursuant to

Section 12-44-110 of the Negotiated FILOT Act,

including, without limitation, property which has

been subject to ad valorem taxes in the State prior to

commencement of the Investment Period and property

included in the Project as part of the repair, alteration,

or modification of such previously taxed property; provided, however, that Existing Property shall not

include: (a) property acquired or constructed by or on

behalf of any Company or any Sponsor Affiliate(s)

App.95a

during the Investment Period which has not been

placed in service in this State prior to the

commencement of the Investment Period notwithstanding that ad valorem taxes have heretofore been

paid in respect to such property; or (b) property which

has been placed in service in the State pursuant to an

inducement agreement or other preliminary approval

from the County, including the Ordinance, prior to

execution of this Agreement, pursuant to Section 1244-40(E) of the Negotiated FILOT Act, which property

shall qualify as Economic Development Property; (c)

property purchased by or on behalf of any Company or

any Sponsor Affiliate(s) during the Investment Period

in a transaction other than between any of the entities

specified in Section 267(b) of the Internal Revenue

Code, as defined under Chapter 6 of Title 12 of the

Code as of the time of the transfer, to the extent that

such Company or such other Sponsor Affiliate(s)

invests at least an additional $45,000,000 in the

Project, exclusive of the property identified in this

subsection (b); or (d) modifications which constitute

an expansion of the real property portion of Existing

Property.

“FILOT” or “FILOT Payments” shall mean the

amount paid or to be paid in lieu of ad valorem property taxes as provided herein, whether pursuant to

the Negotiated FILOT Act or the MCIP Act.

“FILOT Act Minimum Investment Requirement”

shall mean, with respect to the Project, an investment

of at least $2,500,000 by each Company and any

Sponsor Affiliate(s), as the case may be, or, alternatively, of at least $5,000,000 by the Companies and any

Sponsor Affiliate(s), in the aggregate, in Economic

Development Property.

App.96a

“Improvements” shall mean improvements to the

Land, including buildings, building additions, building

upfit and renovations, roads, sewer lines, and infrastructure, together with any and all additions,

fixtures, accessions, replacements, and substitutions

thereto or therefor.

“Investment Period” shall mean, and shall be

equal to, the Enhanced Investment Period, unless the

provisions of Section 4.03(a) shall apply, in which case

the Investment Period shall be equal to the Standard

Investment Period.

“Land” means the land upon which the Project

will be located, as described in Exhibit A attached

hereto, as Exhibit A may be supplemented from time

to time in accordance with Section 3.01(c) hereof.

“MCIP Act” shall mean Title 4, Chapter 1, of the

Code, and all future acts successor or supplemental

thereto or amendatory thereof.

“MCIP Agreement” shall mean the Agreement for

Development of Joint County Industrial and Business

Park (York and Chester Counties) dated as of November 11, 2002, as supplemented, modified, amended, or

replaced from time to time.

“Module Company” shall mean Silfab Solar PV SC

Inc., a South Carolina corporation previously identified,

together with the Cell Company, as Project Mountie,

and any surviving, resulting, or transferee entity in

any merger, consolidation, or transfer of assets, or any

other person or entity which may succeed to the rights

and duties of the Module Company, subject to the

Transfer Provisions (defined below) and any and all

other notice and approval rights of the County, if any,

as provided herein or under the Negotiated FILOT Act.

App.97a

“Multi-County Park” shall mean: (i) the joint

county industrial park (York County and Chester

County) established pursuant to the terms of the

MCIP Agreement; and, (ii) any joint county industrial

park created pursuant to a successor park agreement

delivered by the County and a partner county in

accordance with Section 4-1-170 of the MCIP Act, or

any successor provision, with respect to the Project.

“Negotiated FILOT Act” shall mean Title 12,

Chapter 44, of the Code, and all future acts successor

or supplemental thereto or amendatory thereof.

“Non-Qualifying Property” shall mean that portion

of the real and personal property located on the Land,

which does not qualify as Economic Development Property, such property to include: (i) Existing Property; (ii)

except as to Replacement Property, property which any

Company or Sponsor Affiliate(s) places in service after

the end of the Investment Period; and (iii) any other

property which fails or ceases to qualify for FILOT

Payments under the Negotiated FILOT Act or under

this Agreement, including without limitation property

as to which any Company or Sponsor Affiliate(s) has

terminated the FILOT as provided herein.

“Phase” or “Phases” in respect of the Project shall

mean that the components of the Project are placed in

service during more than one year during the Investment Period, and the word “Phase” shall therefore

refer to the applicable portion of the Project placed in

service in a given year during the Investment Period.

“Project” shall mean the Land and all the

Improvements and equipment that any Company or

any Sponsor Affiliate(s) determines to be necessary,

suitable or useful for the purposes described in Sections

App.98a

2.02(b) and 2.03(b) hereof, to the extent determined

by any Company and any Sponsor Affiliate(s) to be a

part of the Project, and any Replacement Property,

but excluding Non-Qualifying Property, all to the

extent, other than with respect to Replacement Property, such real and personal property is placed in

service within the Investment Period.

“Property Tax Year” shall mean, with respect to

any Company or any Sponsor Affiliate(s), the annual

period which is equal to the fiscal year of such Company or such Sponsor Affiliate(s), as the case may be,

i.e., with respect to the Cell Company, the annual

period ending on December 31 of each year, and, with

respect to the Module Company, the annual period

ending on December 31 of each year.

“Removed Components” shall mean components

of the Project or portions thereof which any Company

or any Sponsor Affiliate(s) elects to remove from the

Project pursuant to Section 4.04 hereof or as a result

of any Condemnation Event.

“Replacement Property” shall mean any property

which is placed in service as a replacement for any

item of equipment or any Improvements previously

subject to this Agreement regardless of whether such

property serves the same functions as the property it

is replacing and regardless of whether more than one

piece of property replaces any item of equipment or

any Improvements to the fullest extent that the

Negotiated FILOT Act permits, all as set forth in

Section 12-44-60 of the Negotiated FILOT Act.

“Sponsor Affiliate(s)” shall mean an entity that

joins with the Companies and that participates in the

investment in, or financing of, the Project and which

App.99a

meets the requirements under the Negotiated FILOT

Act to be entitled to the benefits of this Agreement

with respect to its participation in the Project, all as

set forth in Section 5.13 hereof. As of the original

execution and delivery of this Agreement, there are no

Sponsor Affiliates.

“Standard Investment Period” shall mean the

period commencing with the first day that Economic

Development Property is purchased or acquired,

whether before or after the date of this Agreement,

and ending five (5) years after the Commencement

Date, all as specified in Section 12-44-30(13) of the

Negotiated FILOT Act.

“State” shall mean the State of South Carolina.

“Termination Date” shall mean, with respect to

each Phase of the Project, and subject to the provisions

of Section 4.03(d) hereof, the end of the last day of the

Property Tax Year which is the twenty-ninth (29th)

year following the first Property Tax Year in which

such Phase of the Project is placed in service, provided

that in such event, and subject to the provisions of

Section 4.03(d) hereof, the intention of the parties is

that the Companies will make at least thirty (30)

annual FILOT Payments under Article IV hereof with

respect to each Phase of the Project, and provided further, that if this Agreement is terminated earlier in

accordance with the terms hereof, the Termination

Date shall mean the effective date of such

termination.

“Transfer Provisions” shall mean the provisions

of Section 12-44-120 of the Negotiated FILOT Act, as

amended or supplemented from time to time, concerning, among other things, the necessity of obtaining

App.100a

County consent to certain transfers and such other

provisions contained herein which may grant the

County any notice or approval rights including, but

not limited to, the provisions contained in Sections

5.05 and 5.09 below.

“Weighted Average Wage Requirement” shall

mean the creation of at least 125 new, full-time jobs

at the Project by the end of the Enhanced Investment

Period with an aggregate weighted average hourly

wage of at least $22.00/hour, when utilizing a 2000hour work year.

Any reference to any agreement or document in

this Article I or otherwise in this Agreement shall

include any and all amendments, supplements, addenda, and modifications to such agreement or document.

Section 1.02 Project-Related Investments

The term “investment” or “invest” as used herein

shall include not only investments made by the

Companies and any Sponsor Affiliate(s), but also to

the fullest extent permitted by law, those investments

made by or for the benefit of the Companies or any

Sponsor Affiliate(s) with respect to the Project through

federal, state, or local grants, to the extent such

investments are subject to ad valorem taxes or FILOT

Payments by the Companies or any Sponsor Affiliate(s).

ARTICLE II

REPRESENTATIONS, WARRANTIES,

AND AGREEMENTS

Section 2.01 Representations, Warranties, and

Agreements of the County

App.101a

The County hereby represents, warrants, and

agrees as follows:

(a) The County is a body politic and corporate and

a political subdivision of the State and acts through

the Council as its governing body. The County has duly

authorized the execution and delivery of this Agreement and any and all other agreements described

herein or therein and has obtained all consents from

third parties and taken all actions necessary or that

the law requires to fulfill its obligations hereunder.

(b) Based upon representations by the Companies,

the Project constitutes a “project” within the meaning

of the Negotiated FILOT Act.

(c) The County has agreed that each item of real

and tangible personal property which is selected for

inclusion in the Project by any Company or any

Sponsor Affiliate(s) and which is eligible to be Economic

Development Property, including, without limitation,

each item of real and tangible personal property

comprising the Project which is placed in service

during the Investment Period and which meets the

requirements of Sections 12-44-30(6) and 12-44-40(C)

of the Negotiated FILOT Act, together with all

Replacement Property (but excluding any Non-Qualifying Property and any Removed Components) shall

be considered Economic Development Property.

(d) The millage rate set forth in Step 3 of Section

4.01(a) hereof is 414.2 mills, which is the millage rate

in effect with respect to the location of the proposed

Project as of June 30, 2022, as permitted under

Section 12-44-50(A)(1)(d) of the Negotiated FILOT

Act, which millage rate shall be adjusted every five (5)

years in accordance with Section 12-44-50(A)(1)(b)(ii)

App.102a

of the Negotiated FILOT Act, during the Exemption

Period to determine the amount of the FILOT Payments due during the Exemption Period on the

applicable payment dates.

(e) The County will use its best efforts to ensure

that the Project will be included, if not already

included, and will remain, within the boundaries of a

Multi-County Park pursuant to the provisions of the

MCIP Act and Article VIII, Section 13(D) of the State

Constitution on terms which allow the Companies and

any Sponsor Affiliate(s) to seek from the State any

additional jobs creation tax credits for the Project

afforded by the laws of the State for projects located

within multi-county industrial parks.

Section 2.02 Representations, Warranties, and

Agreements of the Cell Company

The Cell Company hereby represents, warrants,

and agrees as follows:

(a) The Cell Company is a corporation organized

and in good standing under the laws of the State of

South Carolina, is duly authorized to transact business

in the State, has power to enter into this Agreement,

and has duly authorized the execution and delivery of

this Agreement.

(b) The Cell Company intends to operate the

Project as a “project” within the meaning of the

Negotiated FILOT Act as in effect on the date hereof.

The Cell Company intends to operate the Project for

the purpose of manufacturing solar cells, solar modules,

and related activities, and for such other purposes

that the Negotiated FILOT Act permits as the

Companies may deem appropriate.

App.103a

(c) The execution and delivery of this Agreement

by the County has been instrumental in inducing the

Cell Company to locate the Project in the County.

(d) The Cell Company, together with the Module

Company and any Sponsor Affiliate(s), will use commercially reasonable efforts to meet, or cause to be

met, the Enhanced Investment Minimum Requirement within the Enhanced Investment Period.

Section 2.03 Representations, Warranties, and

Agreements of the Module Company

The Module Company hereby

warrants, and agrees as follows:

represents,

(a) The Module Company is a corporation organized

and in good standing under the laws of the State of

South Carolina, is duly authorized to transact business

in the State, has power to enter into this Agreement,

and has duly authorized the execution and delivery of

this Agreement.

(b) The Module Company intends that the Project

be operated as a “project” within the meaning of the

Negotiated FILOT Act as in effect on the date hereof.

The Module Company intends that the Project be

operated for the purpose of manufacturing solar cells,

solar modules, and related activities, and for such

other purposes that the Negotiated FILOT Act

permits as the Companies may deem appropriate.

(c) The execution and delivery of this Agreement

by the County has been instrumental in inducing the

Module Company to locate the Project in the County.

(d) The Module Company, together with the Cell

Company and any Sponsor Affiliate(s), will use commercially reasonable efforts to meet, or cause to be

App.104a

met, the Enhanced Investment Minimum Requirement within the Enhanced Investment Period.

ARTICLE III

COMMENCEMENT AND

COMPLETION OF THE PROJECT

Section 3.01 The Project

(a) The Companies intend and expect, together

with any Sponsor Affiliate(s), to: (i) construct and

acquire the Project as shall be determined in their sole

discretion; and, (ii) meet the Enhanced Investment Minimum Requirement by the end of the Enhanced

Investment Period. The Companies anticipate that

the first Phase of the Project will be placed in service

during the calendar year ending December 31, 2024.

(b) Pursuant to the Negotiated FILOT Act and

subject to Section 4.01 hereof, the Companies and the

County hereby agree that the Companies and any

Sponsor Affiliate(s) shall identify annually those

assets which are eligible for FILOT Payments under

the Negotiated FILOT Act and which any Company or

any Sponsor Affiliate(s) elects for such treatment by

listing such assets in its annual PT-300S form (or

comparable form) to be filed with the Department (as

such may be amended from time to time) and that by

listing such assets, such assets shall automatically

become Economic Development Property and therefore

be exempt from all ad valorem taxation during the

Exemption Period. Anything contained in this Agreement to the contrary notwithstanding, the Companies

and any Sponsor Affiliate(s) shall not be obligated to

complete the acquisition of the Project; provided, however, if the Companies, together with any Sponsor

App.105a

Affiliate(s), do not meet the Enhanced Investment Minimum Requirement within the Enhanced Investment

Period, the provisions of Section 4.03 hereof shall

control.

(c) Any Company may add to the Land such real

property, located in the same taxing district in the

County as the Land designated as of the original

execution and delivery of this Agreement, as such

Company, in its discretion, deems useful or desirable.

In such event, such Company, at its expense, shall

deliver an appropriately revised Exhibit A to this

Agreement, in form reasonably acceptable to the

County.

Section 3.02 Diligent Completion

The Companies agree to use their reasonable

efforts to cause the completion of the Project, as shall

be determined in their sole discretion, as soon as

practicable, but in any event on or prior to the end of

the Investment Period.

Section 3.03 Filings and Reports

(a) Each year during the term of the Agreement,

each Company and any Sponsor Affiliate(s) shall

deliver to the County, the County Auditor, the County

Assessor and the County Treasurer a copy of its most

recent annual filings with the Department with respect

to its re

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