OPINION OF THE COURT

Simons, J.

This appeal requires us to interpret the provisions of recently enacted Town Law § 267-b (3) regulating area variances. Specifically, the question is whether the provisions of the statute are exclusive or whether an applicant for an area variance must make a showing of "practical difficulties.” The Appellate Division came to the latter conclusion that, the provisions of the statute notwithstanding, an applicant must show "practical difficulties” before being entitled to an area variance. We disagree, and reverse the order of that Court.

I

In 1989, intervenor Gerald Speach purchased a waterfront parcel of land situated on Graham’s Creek, a man-made canal in the Town of Henderson. The creek is located on the eastern end of Lake Ontario near the mouth of the St. Lawrence River and is lined with commercial and private boathouses. Speach’s property, undeveloped but for an existing single slip boathouse, is located within a "lakefront district” as designated by local ordinances adopted in 1991 and is a "special permit” use. It has an area of 5,200 square feet and is approximately 50 feet wide along the road that is its northern border and 72 feet wide at the waterfront. The Town of Henderson zoning ordinances require a minimum lot area of 12,000 square feet and minimum lot width of 100 feet. Thus Speach’s property is substandard in both area and width.

*379In 1990, Speach applied to the Town of Henderson Zoning Board of Appeals for area variances to allow him to demolish the existing structure and build a larger boathouse. At that time, the local ordinances required a minimum lot size of 7,500 square feet. Petitioners Sasso and Edney, who own adjacent lots developed with boathouses and residences, objected to the application. They contended that Speach’s proposed boathouse would obstruct their access to light, air and view, and that the foundations of their structures and their septic systems would be damaged by construction and altered water drainage patterns. The Zoning Board granted the variances, and petitioners commenced a CPLR article 78 proceeding to annul that determination. Supreme Court dismissed the petition, but on appeal, the Appellate Division reversed and granted it. The Appellate Division determined that Speach had failed to demonstrate "practical difficulties sufficient to justify an area variance” primarily because he had not shown that " 'strict enforcement of the [zoning] ordinance will cause him a significant economic injury’ ” (Matter of Sasso v Gamble, 181 AD2d 988).

In 1993, Speach submitted a new application for area variances to the Zoning Board based on changed circumstances since his 1990 application. Speach had altered the design of the boathouse and its method of construction to address the concerns of petitioners, and he argued that local redistricting of the property in 1991 supported his application. Speach also relied on newly enacted Town Law § 267-b (3) which, he contended, no longer required him to show economic hardship or practical difficulties. Applying the criteria set forth in the new statute, the Zoning Board granted Speach’s application for a variance. Supreme Court denied petitioners’ ensuing article 78 petition to annul the determination of the Zoning Board, but on appeal to the Appellate Division, that Court annulled the determination of the Zoning Board and granted the petition. The Court noted that the standards for granting area variances under the former test of practical difficulties and the new statutory criteria are not appreciably different, and held that "an applicant still must demonstrate that strict compliance with the zoning ordinance will result in practical difficulties” (Matter of Sasso v Osgood, 206 AD2d 837, 838). We granted intervenor’s motion for leave to appeal to this Court.

II

Prior to July 1, 1992, the authority of Town Zoning Boards of Appeal to grant variances from local zoning ordinances was *380defined in Town Law former § 267. The boards were authorized to grant variances "[w]here there are practical difficulties or unnecessary hardships in the way of carrying out the strict letter of [local] ordinances” provided that "the spirit of the ordinance shall be observed, public safety and welfare secured and substantial justice done” (Town Law former § 267 [5]). Although the former statute did not distinguish between "use” and "area” variances or assign the specific tests to them, court decisions generally applied the "unnecessary hardship” test in use variance cases, while requiring a demonstration of "practical difficulties” in area variance cases (see, Matter of Village of Bronxville v Francis, 1 AD2d 236, 238, affd 1 NY2d 839; see also, Matter of Hoffman v Harris, 17 NY2d 138, 144; Dauernheim, Inc. v Town Bd., 33 NY2d 468, 471; Matter of Off Shore Rest. Corp. v Linden, 30 NY2d 160, 168).

A three-pronged test of "unnecessary hardship” was clearly articulated more than 50 years ago (see, Matter of Otto v Steinhilber, 282 NY 71, 76) and that test, now embodied in Town Law § 267-b (2), has been applied in use variance cases without substantial difficulty (see, e.g., Matter of Village Bd. v Jarrold, 53 NY2d 254; see also, Holy Sepulchre Cemetery v Board of Appeals, 271 App Div 33; Matter of Fasani v Rappaport, 30 AD2d 588; Matter of Swartz v Wallace, 87 AD2d 926; Matter of Varley v Zoning Bd. of Appeals, 131 AD2d 905; Matter of Dwyer v Polsinello, 160 AD2d 1056; Matter of Drake v Zoning Bd. of Appeals, 183 AD2d 1031). The definition and application of the "practical difficulties standard” has proven far more troublesome.

Lacking a statutory definition, we have recognized the existence of "practical difficulties” where the unusual topography of the subject parcel interfered with construction of a building (see, Matter of Wilcox v Zoning Bd. of Appeals, 17 NY2d 249, 255), and where area variances were required to build a house on an amply sized but oddly shaped parcel that did not meet frontage and side yard requirements (Conley v Town of Brookhaven Zoning Bd. of Appeals, 40 NY2d 309, 316). We have also suggested that an area variance could be granted upon a showing of "significant economic injury” (Matter of Fulling v Palumbo, 21 NY2d 30, 33; see also, Matter of Cowan v Kern, 41 NY2d 591, 596). In Matter of National Merritt v Weist (41 NY2d 438) we considered both unique topography and economic injury relevant to the application for an area variance. *381These cases are only illustrative. We have noted several times that there is no precise definition of the term "practical difficulties” (Matter of Doyle v Amster, 79 NY2d 592, 595; Matter of Fuhst v Foley, 45 NY2d 441, 445), observing that "[t]he basic inquiry at all times is whether strict application of the ordinance in a given case will serve a valid public purpose which outweighs the injury to the property owner” (Matter of De Sena v Board of Zoning Appeals, 45 NY2d 105, 108).

Without any legislative guidance defining the requirements for an area variance, the courts began to develop a list of considerations to be applied under Town Law former § 267 (see, Matter of Wachsberger v Michalis, 19 Misc 2d 909, affd 18 AD2d 921; see also, Matter of Friendly Ice Cream Corp. v Barrett, 106 AD2d 748; Human Dev. Servs. v Zoning Bd. of Appeals, 110 AD2d 135, affd 67 NY2d 702). Although originally offered as guidance for determining whether "the spirit of the ordinance [is] observed, public safety and welfare secured and substantial justice done” (see, Matter of Wachsberger v Michalis, 19 Misc 2d, at 912 [Meyer, J.], supra), these criteria came to be known as the "practical difficulties” test (see, 2 Anderson, New York Zoning Law and Practice § 23.34, at 208-209 [3d ed]). The criteria notwithstanding, however, precise and concise definition of "practical difficulties” never emerged from the case law. In particular, it remained unclear whether a showing of "significant economic injury” was part of the "practical difficulties” test (see, e.g, Matter of Doyle v Amster, 79 NY2d 592, supra; Matter of Orchard Michael, Inc. v Falcon, 65 NY2d 1007; Matter of Children’s Hosp. v Zoning Bd. of Appeals, 181 AD2d 1056; Matter of Stengel v Town of Woodstock Zoning Bd. of Appeals, 155 AD2d 854; Matter of Salierno v Briggs, 141 AD2d 547).

Effective July 1, 1992, the Legislature repealed former section 267 of the Town Law, and enacted comprehensive provisions governing Zoning Boards of Appeals (L 1991, ch 692).1 Unlike the former section 267, the new statute defines "use” and "area” variances, as well as the criteria to be evaluated in determining applications for each. Use variances may be granted upon an applicant’s showing "that applicable zoning regulations and restrictions have caused unnecessary hardship,” expressly incorporating that phrase as it existed in *382former section 267 of the Town Law. The statute defines the elements of proof necessary to establish unnecessary hardship, essentially codifying the criteria originally set forth in Matter of Otto v Steinhilber (282 NY 71, 76, supra), with the added requirement that the applicant prove that "the alleged hardship has not been self-created” (Town Law § 267-b [2] [b] [4]).

The standard for area variances is contained in section 267-b (3) of the Town Law in a provision that does not expressly require the applicant to prove "practical difficulties”. It states:

"In making its determination [whether to grant an area variance], the zoning board of appeals shall take into consideration the benefit to the applicant if the variance is granted, as weighed against the detriment to the health, safety and welfare of the neighborhood or community by such grant. In making such determination the board shall also consider: (1) whether an undesirable change will be produced in the character of the neighborhood or a detriment to nearby properties will be created by the granting of the area variance; (2) whether the benefit sought by the applicant can be achieved by some other method, feasible for the applicant to pursue, other than an area variance; (3) whether the requested area variance is substantial; (4) whether the proposed variance will have an adverse effect or impact on the physical or environmental conditions in the neighborhood or district; and (5) whether the alleged difficulty was self-created, which consideration shall be relevant to the decision of the board of appeals, but shall not necessarily preclude the granting of the area variance.” (Town Law § 267-b [3] [b] [emphasis added].)

The five factors listed parallel the criteria previously used by the lower courts and identified by Professor Anderson as the "practical difficulties” test (2 Anderson, New York Zoning Law and Practice § 23.34, op. cit.; see, e.g., Matter of Friendly Ice Cream Corp. v Bennett, 106 AD2d 748, supra; Human Dev. Servs. v Zoning Bd. of Appeals, 110 AD2d 135, supra; Matter of Wachsberger v Michalis, 19 Misc 2d 909, affd 18 AD2d 921, supra).

Ill

The precise question posed on this appeal is whether by failing to include the phrase "practical difficulties” in the new *383statute, the Legislature has eliminated the requirement that the applicant for an area variance make that showing.

Intervener Speach argues that the court may look only to the plain and unambiguous language of the statute when construing it (see, Sega v State of New York, 60 NY2d 183, 190-191). He asserts that while Town Law former § 267 required a showing of practical difficulties or unnecessary hardship before an area or use variance was granted, the new statute incorporates only unnecessary hardship for use variances (Town Law § 256-b [2]) and fails to incorporate the old practical difficulties standard in subdivision (3), the provision which now regulates area variances. Thus, he maintains, a showing of "practical difficulties” is not an element of an application for an area variance. Notwithstanding the absence of any explicit reference to "practical difficulties” in Town Law § 267-b (3), however, the subdivision is ambiguous because it requires the Zoning Board to consider whether "the alleged difficulty was self-created” (Town Law § 267-b [3] [b] [5] [emphasis added]). Accordingly, we must examine the Legislature’s intent in amending the statute.

Reference to the Bill Jacket for chapter 692 of the Laws of 1991 supports intervenor’s contention that an applicant for an area variance need not show "practical difficulties” as required under Town Law former § 267 and prior case law. Documents in the Bill Jacket make clear that the statute was enacted to clarify existing law by setting forth readily understandable guidelines for both Zoning Boards of Appeal and applicants for variances and to eliminate the confusion that then surrounded applications for area variances. Thus one memorandum states:

"The rules governing the granting of area variances that have been established by the courts are not nearly as clear as those governing use variances, and the result has been a great deal of confusion by boards of appeals, with a high degree of potential exposure to litigation. The new Town Law, section 267-b (3) and Village Law, section 7-712-b (3) resolve this problem by establishing a statutory test for the issuance of area variances which is flexible and which incorporates what we believe are the best features of the court decisions in order to protect the community” (Bill Jacket, L *3841991, ch 692, at 26, Mem of Executive Deputy Secretary of State James Baldwin).

The same intent may be found in several other memoranda and establish that the legislation was enacted to aid laypersons — both applicants and lay members of Zoning Boards of Appeal — in understanding and implementing the existing case law; it was intended to have "little impact on existing laws since the main thrust of the legislation is to clarify and establish, in statute, the powers of the Zoning Board as already defined by jurisprudence” (Bill Jacket, op. cit, at 20, Mem of NY State Conference of Mayors and Other Municipal Officials ["(t)his legislation does not substantially change the existing law, but, clarifies the present statute”]; see also, id., at 23, Mem of Assembly Sponsor Magee; id., at 33, Mem of NY State Conference of Mayors and Other Municipal Officials; id., at 35, Mem of Association of Towns).

We conclude Town Law § 267-b (3) (b) requires the Zoning Board to engage in a balancing test, weighing "the benefit to the applicant” against "the detriment to the health, safety and welfare of the neighborhood or community” if the area variance is granted, and that an applicant need not show "practical difficulties” as that test was formerly applied.

IV

Applying the new statute we conclude that the action of the Henderson Zoning Board was rational and not arbitrary and capricious (see, Matter of Cowan v Kern, 41 NY2d 591, 599, supra; McGowan v Cohalan, 41 NY2d 434, 438).2 As required by Town Law § 267-b (3) (b), the Zoning Board addressed five specific criteria. First, it determined that no undesirable change would be produced in the character of the neighborhood, because Graham’s Creek serves primarily as a *385site for boathouses and commercial marinas, and that the addition of intervenor’s proposed three-slip boathouse will not result in a significant increase in boat traffic or noise. The Zoning Board’s conclusion that the variance will have minimal impact on nearby properties is supported by evidence that intervenor’s boathouse will comply with all setback and height restrictions imposed by local ordinances. In making this finding, the Board had before it and considered the conditions imposed on intervenor’s construction by the Town Planning Board which mitigated concerns voiced by petitioners (see, Town Law § 267-b [3] [b] [1]).

Next, the Zoning Board concluded that no alternatives other than the grant of area variances existed, because intervenor’s lot is of substandard size, and no improvement to the property could be made without the requested lot size and width variances (id,., subd [3] [b] [2]). The Zoning Board then acknowledged that the variances sought were substantial, but that there was no available adjacent land for intervenor to purchase so that he could meet the zoning requirements, and granting the variances would merely permit intervenor to use his property for a permitted use equal to all other neighboring lots (id., subd [3] [b] [3]). The Zoning Board’s conclusion under subdivision (3) (b) (4) that granting the variances would lead to no adverse effect or impact on the neighborhood other than the previously discussed effect on petitioners is also supported by the record.

The only determination of the Zoning Board not supported by the record is its conclusion that intervenor’s difficulty was not self-created. The record reveals that the parcel was of substandard lot size when intervenor purchased it in 1989 and it is well established that, in such circumstances, the variance applicant’s difficulty or hardship is self-created (see, Matter of Doyle v Amster, 79 NY2d 592, 597, supra; Conley v Town of Brookhaven Zoning Bd. of Appeals, 40 NY2d 309, 315, supra). Nevertheless, the statute expressly states that the fact that the applicant’s difficulty was self-created does not necessarily preclude the granting of the area variance (Town Law § 267-b [3] [b] [5]). Under all the circumstances presented, the Board did not act arbitrarily in granting a variance notwithstanding the applicant’s self-created difficulty.

In sum, the Zoning Board weighed the benefit to intervenor —the opportunity to fully use his property for a permitted use —against any detriment to the health, safety and welfare of *386the neighborhood or community, and determined to grant the variance. Its conclusions find ample support from the photographs and other materials in the record, and its determination was not irrational, arbitrary or capricious. Thus, the Appellate Division erred in reversing the order of Supreme Court confirming the determination.

Accordingly, the order of the Appellate Division should be reversed, with costs to intervenor against petitioners, and the judgment of Supreme Court, Jefferson County, reinstated.

Chief Judge Kaye and Judges Titone, Bellacosa, Smith, Levine and Ciparick concur.

Order reversed, etc.

Milkey, J.

On December 8, 1998, defendant zoning board of appeal of Boston (board) granted five variances to defendant Robert K. McGarrell to build a single-family home of a certain size and configuration on a lot he owned in the South Boston section of Boston. Plaintiff Alison Sheppard, an immediate abutter, filed an action challenging these variances pursuant to § 11 of the Boston zoning enabling act, St. 1956, c. 665, as amended through St. 1993, c. 461, § 5. She now appeals a decision by a Superior Court judge affirming the board’s actions. We reverse and remand for further proceedings consistent with this opinion.

Background. We summarize the facts from the record.2 In 1997, McGarrell purchased a 2,600-square-foot lot at 65 P Street in South Boston. The lot is only twenty-six feet wide by one hundred feet deep, a size and shape that is typical of the neighborhood. As the judge found, “all the lots in the neighborhood are long and narrow, with insufficient frontage or width to build a conforming structure.”

When McGarrell purchased the property, there was an existing single-family, bungalow-style home there. The construction of that house (the old house) predated the Boston zoning code. A portion of the old house was one story tall, another portion was two stories, and a portion was effectively three stories (given that the lot sloped significantly from front to back, and the basement floor opened at ground level to the back yard). McGarrell knew that the old house was dilapidated, and he intended to tear it down to the studs and rebuild it. However, after he obtained a building permit and began his renovation project, he discovered that the house was in worse shape than *396he had thought and that its foundation was crumbling. As a result, the old house had to be razed and a new house built from scratch.

Given the size and shape of the lot, any replacement home would necessarily violate existing dimensional zoning requirements in various respects. Nevertheless, as the parties stipulated, McGarrell could have reconstructed the old house as of right, because it was a preexisting nonconforming structure. As Sheppard acknowledged at oral argument, this could have been accomplished through reliance on the preexisting, nonconforming structure provisions of the Boston zoning code (included in what is known as article 9). In fact, according to the board, article 9 potentially allows for some expansions of existing prior nonconforming structures, subject to certain limitations.3 However, apparently because the house was tom down, the board took the position that McGarrell could not make use of article 9 (even if he simply wanted to reconstruct the old house), but instead needed to pursue variances.

Without obtaining any additional approvals, McGarrell began building a new house that was larger than the old one. After Sheppard complained, the city of Boston enjoined constmction, and McGarrell sought approval for the larger house. The Boston inspectional services department denied approval (given that the proposal did not meet existing zoning requirements), and in accordance with the board’s instructions, McGarrell then applied for five variances to allow his proposed house to be built. Although the board granted the requested variances for his submitted plans, McGarrell eventually abandoned those plans and revised them to respond to some of the concerns that Sheppard had raised. Under the revised plans, the house would still be larger in certain respects than the old house. The maximum width of the house would be the same as before, but more of the house would now be of that width (given a change of con*397figuration of the house).4 The front of the new structure would be approximately three or four feet closer to the front property line, and the house would extend approximately four feet deeper into the lot (bringing it closer to Sheppard’s three-decker house, which abuts the southwestern comer of the McGarrell house). The main respect in which the new house would be larger was its mass, with the new, townhouse-style home having a full second story (under a flat roof) over virtually its entire footprint (with a basement floor opening up to the back yard, as before).

The board again granted McGarrell the variances he sought, and Sheppard brought the current action. After she unsuccessfully sought a preliminary injunction to enjoin construction, McGarrell built his proposed house.5 Following a three-day trial in 2004, the judge concluded that Sheppard lacked standing and issued a judgment dismissing her appeal. We reversed and remanded for a decision on the merits. Sheppard v. Zoning Bd. of Appeal of Boston, 74 Mass. App. Ct. 8 (2009). Relying on the existing trial record, the judge upheld the decision of the board after concluding that all of the variance requirements had been met.

Discussion. Standing. Based upon the Supreme Judicial Court’s recent decision in Kenner v. Zoning Bd. of Appeals of Chatham, 459 Mass. 115 (2011) (Kenner), McGarrell urges us to revisit our decision on standing in the earlier appeal. We decline to do so. In sum, especially in light of the fact that the standing issues in Kenner arose in a different context,6 this is not one of those rare instances where reopening an issue resolved in a prior *398appeal is necessary to prevent “manifest injustice.” See King v. Driscoll, 424 Mass. 1, 7-8 (1996), quoting from United States v. Rivera-Martinez, 931 F.2d 148, 151 (1st Cir.), cert. denied, 502 U.S. 862 (1991). See also Reilly v. Local 589, Amalgamated Transit Union, 31 Mass. App. Ct. 633, 641-642 (1991).

Merits. Under the applicable section of the Boston zoning code, a variance may be granted only if three conditions have all been met.7 Steamboat Realty, LLC v. Zoning Bd. of Appeal of Boston, 70 Mass. App. Ct. 601, 603 n.5 (2007). As the party who had sought the variances, McGarrell bore the burden at trial of proving his entitlement to them. 39 Joy St. Condominium Assn. v. Board of Appeal of Boston, 426 Mass. 485, 488 (1998). In reviewing the trial judge’s decision, we are mindful that “[n]o person has a legal right to a variance and they are to be granted sparingly,” since if they “are granted with undue *399frequency or liberality, and without strict compliance with the prescribed statutory criteria, zoning regulations can become a matter of administrative whim.” Damaskos v. Board of Appeal of Boston, 359 Mass. 55, 61-62 (1971).

The size and shape of McGarrell’s lot present its principal limitations. However, as the judge below recognized, those “conditions” are not “peculiar to McGarell’s lot” but are instead shared by all the other lots “in the neighborhood.” Therefore, under the express terms of the Boston zoning code, the lot’s dimensional limitations cannot serve as the basis for a variance. See Feldman v. Board of Appeal of Boston, 29 Mass. App. Ct. 296, 297 (1990) (variances typically not available due to a failure to meet dimensional requirements).

The “peculiar” condition on which the judge relied was the dilapidated condition of the old house.8 This type of condition would not justify a variance pursuant to G. L. c. 40A, § 10, but as the judge recognized, the provisions of the Boston zoning code are somewhat more forgiving as to what sorts of “peculiar” circumstances or conditions would qualify.9 However, assuming *400that the condition of the house would qualify as the basis for a variance, McGarrell still needs to prove that “for reasons of practical difficulty and demonstrable and substantial hardship . . . the granting of the variance is necessary for the reasonable use of the land or structure and that the variance as granted by the Board is the minimum variance that will accomplish this purpose.” Boston Zoning Code, art. 7, § 7-3(b). By definition, proposed construction would require the “minimum” variances needed to allow for a reasonable use, only if it caused the least divergence from applicable zoning requirements necessary to allow for such a use.

It is uncontested that McGarrell purchased the property for the very purpose of living there in a home of the size and configuration of the old house. This establishes a baseline for reasonable use of the property, absent proof of what change in circumstances rendered the former intended use of the property no longer reasonable. See Steamboat Realty, LLC v. Zoning Bd. of Appeal of Boston, 70 Mass. App. Ct. at 606 (upholding denial of variance where “Steamboat does not assert that the building, in its preexisting condition, was inadequate for reasonable uses such that failure to grant an exception could be considered unreasonable”).10 McGarrell offered no such proof, nor did he make any showing that building a larger house was necessitated by his having to tear down the old one.11 Instead, the record reflects only his understandable preference for a larger home.

*401In light of McGarrell’s failure to demonstrate that he could make a reasonable use of the property only by building a larger house, the construction of the larger house would require more than the “minimum variance” needed for a reasonable use if it would increase noncompliance with the zoning code. The judge recognized that the larger house would in fact increase the existing nonconformities. However, he ultimately deemed these increases inconsequential, because he concluded that the new house was only “slightly larger in size” and that “the expansion is not significant.” In coming to that conclusion, the judge accurately referred to the increased average height of the building as “the most significant area of expansion in the new structure.” Nevertheless, he discounted this vertical expansion because he concluded that — given that the new house still did not exceed the maximum height allowed under the zoning code — it “could have been accomplished as a matter of right under the code.” With regard to the expanded footprint of the house,12 the judge concluded that “[a]s these extensions of the footprint have relatively no impact on the surrounding neighborhood, I find them to be de minimis.'”

The judge committed an error of law when he concluded that McGarrell could expand the house vertically as matter of right. Because the lot was undersized, any house there violated the minimum lot size requirement. In such a circumstance, an increase in the size of an existing building could “intensify” the nonconformity (regardless of the extent to which the new house complied with setback or height requirements). See Bjorklund v. Zoning Bd. of Appeals of Norwell, 450 Mass. 357, 360-361 (2008) (Bjorklund). 13 A property owner may not intensify an existing nonconformity as of right.

To be sure, the Supreme Judicial Court has recognized that *402some changes, such as the construction of a dormer, are so slight that they “could not reasonably be found to increase the nonconforming nature of a structure.” Bjorklund, 450 Mass, at 362-363.14 The increased height and mass of the building here cannot fairly be characterized in that light. This is true not only with regard to the building’s height, but also with regard to its expanded footprint. Pointing to the plans submitted in evidence, Sheppard maintains that the footprint of the foundation has increased by some thirty percent.15 Although there is some room for debate as to how such a calculation should be done, even the calculation most favorable to McGarrell appears to show an increase in the house’s footprint of more than ten percent. Moreover, the changes that McGarrell made did not merely “intensify” noncompliance with the lot size requirement; they directly increased the building’s noncompliance with applicable setback and sideyard requirements. For example, whereas almost one-half of the south side of the old house came close to meeting the sideyard setback requirement (eight and one-half feet instead of the required ten), the entirety of that side of the new house now extends all the way to the lot line.16 Regardless of whether such changes might ultimately be approvable,17 they cannot be ignored as “de minimis.”18 See Arrigo v. Planning Bd. of Franklin, 12 Mass. App. Ct. 802, 804 (1981) *403(rejecting argument that a 6.68 percent deviation from a frontage requirement was de minimis). See also Steamboat Realty, 70 Mass. App. Ct. at 602 n.4, 606 (height differential of “at least four feet” not de minimis).

In sum, the judge erred in concluding that the variances the board granted were the “minimum” necessary to allow for a reasonable use of the property, and the board therefore acted in excess of its authority when it granted the variances.

Alleged discrimination. McGarrell has chronic emphysema, and when he applied to the board for his variances, he asserted that the requested relief would allow “a dwelling suitable to [his] medical needs.” The board did not rely on his health issues in granting the variances, but it did note that the proposed home “meets the special medical needs of [McGarrell].” At trial, McGarrell offered some evidence that the new house was better suited to his medical condition than the old house, e.g., testimony by McGarrell’s wife that the open floor plan of the new house made it easier for him to navigate the house with his oxygen tank. The judge did not reference such testimony in his findings, nor did he rely on McGarrell’s medical issues in ruling that the variances were properly issued. Whether such silence *404was intended or not, the judge’s declining to justify the variance based on a personal hardship of the property owner is consistent with the case law. See note 8, supra. On appeal, Mc-Garrell argues that such cases are no longer good law, because they fail to take into account the 1989 enactment of language now appearing in G. L. c. 40A, § 3, that prohibits municipalities from discriminating against those with disabilities.19

Viewed in its best light, McGarrell’s argument appears to be that, if construction of the larger home was necessary to accommodate a disability, then insisting on strict compliance with the zoning requirements would amount to unlawful “discrimination” under c. 40A, § 3. Such an argument finds some support in case law under the analogous Federal statute. See, e.g., Howard v. Beavercreek, 276 F.3d 802, 806 (6th Cir. 2002) (Federal Fair Housing Act “creates an affirmative duty on municipalities ... to afford [their] disabled citizens reasonable accommodations in [their] municipal zoning practices if necessary to afford such persons equal opportunity in the use and enjoyment of their property”).20 In this manner, McGarrell’s argument is not really that the board could have taken his medical condition into account in assessing whether the specified requirements for obtaining variances had been met; rather, it is that the board could not deny him the relief he requested without violating its obligations under G. L. c. 40A, § 3.

Wherever the boundaries of the protections offered by G. L. c. 40A, § 3, may lie (something we need not and should not resolve here), McGarrell cannot in any event make out a claim *405for “discrimination” based on the trial record.21 When he purchased the property, McGarrell intended to live in the old house after it was renovated. Although there was testimony that certain aspects of the new house’s interior were designed with an eye toward McGarrell’s condition, there was no testimony that the house’s extended footprint and increased height were necessary to enable him to live there. Under these circumstances, McGarrell cannot make out a claim that he was denied an equal opportunity to enjoy the housing of his choice as a result of a disability. Compare Howard v. Beavercreek, 276 F.3d at 806 (“In order to prove that an accommodation is ‘necessary,’ plaintiffs must show that, but for the accommodation, they likely will be denied an equal opportunity to enjoy the housing of their choice”).

Remedy. With McGarrell having failed to prove his entitlement to the variances he had sought, Sheppard urges us to remand this case with a directive that the house be tom down. We decline to do so.

The case law recognizes that tear down orders do not necessarily follow every determination of a zoning violation, and that a court may consider equitable factors and the potential availability of money damages as an appropriate alternative remedy. See Marblehead v. Deery, 356 Mass. 532, 537-538 (1969); Kelloway v. Board of Appeal of Melrose, 361 Mass. 249, 256-257 (1972). See also Cottone v. Cedar Lake, LLC, 61 Mass. App. Ct. 464, 472 (2006); Steamboat Realty, LLC v. Zoning Bd. of Appeal of Boston, 70 Mass. App. Ct. at 605-606. The particular trajectory of this case makes deferring a decision on remedy especially appropriate. Notably, this is not a case where the public entity administering the applicable zoning requirements is seeking enforcement. Instead, the board has consistently supported the construction of McGarrell’s new house, which replaced a dilapidated home that the board determined was both an eyesore and a health hazard. In addition, as noted above, Sheppard has acknowledged that McGarrell could have rebuilt the old house as of right under article 9. Moreover, the defend*406ants assert that article 9 potentially allows for some expansion of preexisting nonconforming structures, and Sheppard actually does not appear to argue to the contrary. Instead, she maintains that — with McGarrell having gone so far down the variance path — it is too late for him to change theories now. See Warren v. Board of Appeals of Amherst, 383 Mass. 1, 8-9 (1981) (party who had sought approval for a project only through a variance cannot be heard to argue for first time on appeal that he could have built project “as of right”).

There are two problems with Sheppard’s position. First, this is not a case where a party is being allowed for the first time on appeal to raise an alternative argument to try to justify the zoning relief he seeks on the merits; instead, we consider the potential availability of an alternative path here only with respect to Sheppard’s request that we order the house to be torn down. Second, this is not a case where an owner freely chose the variance path. Rather, it was the board that insisted that McGarrell seek variances despite the obvious ill fit between that option and McGarrell’s situation. That insistence was apparently based on the board’s position that property owners cannot invoke article 9 where they are razing existing structures. The validity of the board’s position on this issue is not currently before us, but we do note that in the analogous context of G. L. c. 40A, § 6, the Supreme Judicial Court has implicitly recognized “that a single family residence may be constructed in replacement of a pre-existing nonconforming residence, even if it increases or intensifies the nonconformities, upon a finding that the new structure will not be substantially more detrimental to the neighborhood.” Eastern Point, LLC v. Zoning Bd. of Appeals of Gloucester, 74 Mass. App. Ct. 481,491 (2009) (Green, J., concurring), citing to Bransford v. Zoning Bd. of Appeals of Edgar-town, 444 Mass. 852, 862-863 (2005) (Greaney, J. concurring). Bjorklund, 450 Mass, at 360-361. In any event, for all we know based on the current record, it might be possible for the board to approve the defendant’s house under a different provision of the zoning code (with or without some physical changes).22 Under these circumstances, we agree with McGarrell that a tear *407down order would be premature. In the event that McGarrell seeks relief from the board pursuant to a different provision of the Boston zoning code, we leave it to the discretion of the Superior Court judge whether to stay further proceedings in the current litigation while the board considers such a request.

Conclusion. For the reasons set forth above, we reverse the judgment affirming the board’s grant of the variances and remand for further proceedings consistent with this opinion.

So ordered.

NEELY, Justice:

G. Samuel Skeen and Jeanne C. Skeen appeal from a 9 November 1992 order of the Circuit Court of Mercer County affirming the decision of the Zoning Board of Adjustment for the City of Bluefield that denied their application for a special use exemption to operate a babysitting service in their Blue-field home.

Mrs. Skeen operated the babysitting service in her home on Marmont Drive in Mercer County from 1981 through fall 1991. The service was properly licensed and supervised by both the State of West Virginia and the Mercer County Economic Opportunity Corporation. When the Skeens’s house was purchased and destroyed to construct a new shopping center complex in fall 1991, the Skeens purchased their present residence on Ridgecrest Road in the City of Bluefield.

*650The Ordinances of the City of Bluefield classify Ridgecrest Road as an R-l residence district. Pursuant to the ordinance, no business may be located or prosecuted in an R-l residence district without application and permission by city zoning authorities. At the suggestion of an official from the City of Bluefield, the Skeens applied for a permit to have a babysitting service in their new home on 21 November 1991. That application was refused on the same day.

Pursuant to the provisions of W.Va.Code 8-24-51 through 8-24-65 [1969], the City of Bluefield maintains a Zoning Board of Adjustment (“the Board”) whose function is to hear appeals from the strict application of the City’s zoning ordinance and authorize special exceptions or conditional uses1 to the ordinance. One such special exception listed in section 23-32 of the Code of Ordinances of the City of Bluefield (City Code) is for a “home occupation.”

The Board heard the Skeens’ appeal on 27 January 1992. Notice of such hearing, by letter and by publication, was given to all adjoining landowners and interested persons as required by law. Following an extensive hearing, the Board made findings of fact and conclusions of law denying the Skeens’ application. From the Board’s denial, the Skeens sought a writ of certiorari to the Circuit Court of Mercer County to reverse the Board’s decision. By order entered on 9 November 1992, the Circuit Court affirmed the Board’s decision. On 21 December 1992, the Circuit Court denied the Skeens’ motion to alter or amend its order affirming the Board’s decision.

Section 23-30 of the City Code divides residence districts into four classes varying as to the number of family dwellings allowable on each separate lot. An R-l residence district provides minimum standards for the development and use of single-family detached housing built on separate lots. Section 23-31 of the Code sets out the “permitted uses” for land and structures in each residential district. Although section 23-31 does not include babysitting services as one of the “permitted uses” in an R-l residence district, section 23-32 lists certain “special exceptions” allowed within an R-l residence district upon authorization by the Board. Special exception number 12 provides that “home occupations” are allowable as a special exception. Section 23-3 of the Code defines “home occupation” as “an occupation conducted in a dwelling unit” and sets out the requisite elements of a “home occupation.” Such elements, in summary, are as follows:

(a) no person other than members of the family are engaged in the occupation;

(b) the home occupation is subordinate to and incidental to home use for residential purposes and uses not more than 25% of the floor area;

(c) there is no change in the outside appearance of the building- or premises;

(d) the home occupation is not conducted in any accessory building;

(e) no excess traffic or any need for parking is generated by the conduct of the home occupation;

(f) no equipment or process is used creating noise, vibration, glare, fumes, odors and like nuisances.

At the Board’s hearing on 27 January 1992, the Skeens demonstrated that their babysitting service fully complies with the requirements set forth for a “home occupation.” The Skeens’ satisfaction of these requirements notwithstanding, the Board denied the application. The Skeens contend that the Circuit Court erred in affirming the Board’s denial of their application because the Board failed to apply the principle of law appropriate to finding whether a special exception or conditional use exists.

*651In Syllabus point 1 of Harding v. Bd., etc., City of Morgantown, 159 W.Va. 73, 219 S.E.2d 324 (1975), this Court distinguished between a special exception or conditional use and a variance:

“A special exception or conditional use, unlike a variance, does not involve the varying of an ordinance, but rather compliance with it. When it is granted, a special exception or conditional use permits certain uses which the ordinance authorizes under stated conditions.”2

In other words, whereas a variance relates primarily to the allowance of a use of a particular property prohibited in the particular zone, the right to a special exception or conditional use automatically exists if the Board finds compliance with the standards or requisites set forth in the ordinance. Id.

In order for this Court to determine whether the conditional use sought by the applicant before the Board violated any of the conditions required before the granting of such a conditional use, the Board must make written findings of fact. Id. at 82, 219 S.E.2d 324. Such facts determine whether the particular conditional use applied for is consistent with the spirit, purpose and intent of the ordinance. Id. at 83, 219 S.E.2d 324. On appeal a board of zoning appeals is presumed to have acted correctly. However, a reviewing court should reverse the administrative decision where the board has applied an erroneous principle of law, was plainly wrong in its factual findings, or has acted beyond its jurisdiction. Wolfe v. Forbes, 159 W.Va. 34, 217 S.E.2d 899 (1975).

No evidence was introduced at the hearing that the requirements for a home occupation special exception set forth in City Code section 23-3 were not met. Indeed, the Board based its denial on -a ground wholly separate from the requirements set out in section 23-3, namely the virtual unanimous opposition of the neighboring landowners.3 Pursuant to the rule articulated in- Harding, swpra, if the Board finds compliance with the standards or requisites set forth in the ordinance, the right to. the exception exists. Because the Board was plainly wrong in failing to apply its factual findings to the Harding standard, the Circuit Court’s affirmation of its decision must be reversed.

We note that the Board’s finding that no unnecessary hardship will redound to the Skeens in being deprived of the opportunity to conduct a babysitting service within their home was also in error. Mrs. Skeen depends on the service to maintain herself both financially and emotionally. Her service is substantially funded by the State of West Virginia, which has been endorsing this service for the benefit of underprivileged citizens within the City of Bluefield since 1981 and is currently conducting the service in 63 other residential locations.4

Furthermore, as admitted by the Board, refusal of the Skeens’ application will set a precedent based on which the Board can refuse other home occupation applications for babysitting services in other neighborhoods. Such a precedent not only undermines the *652good intentions of the Skeens and future applicants for such home occupation permits; it also adds further financial strain to other families in the City of Bluefield with two working parents who rely on such babysitting services.

Accordingly, for the foregoing reasons, we reverse.

Reversed.

HORTON, Justice.

This case arises from 917 Lusk, LLC’s (Lusk) petition for judicial review of the Boise City Council’s (City Council) decision granting a conditional use permit for Royal Boulevard Associates, LP (Royal) to build an apartment complex. The Ada County district court affirmed the City Council’s decision and Lusk timely appealed. We reverse the decision of the district court.

I. FACTUAL AND PROCEDURAL BACKGROUND

In the fall of 2011, Royal’s predecessor in interest applied for permission to build a 352,000 square foot, five-story, multi-family apartment complex called River Edge Apartments (River Edge) at 1004 West Royal Boulevard in Boise. The site of the proposed construction is near Boise State University, adjacent to the Boise River, east of Ann Morrison Park, and west of property owned by Lusk. The site is zoned Residential Office with a Design Review Overlay (R-OD). Multi-family housing is an allowed use for this location. However, the Boise City Code (BCC) requires a conditional use permit (CUP) in order to construct a building more than 35 feet tall in an R-OD zone. If constructed as planned, River Edge will be between 59 and 63 feet tall.

Lusk was entitled to notice of the application for a CUP due to the proximity of its property to the proposed project. Lusk owns the Keynetics, Inc., building located immediately east and south of River Edge’s proposed building site.

On March 5, 2012, the Boise Planning and Zoning Commission (Commission) held a hearing on the River Edge application, receiving testimony from City staff, the applicant team, and members of the public. The Commission unanimously approved granting the River Edge application for a CUP and variance allowing the height exception. The following day, the Commission provided a written explanation for its decision as to the variance and the CUP. This document set forth the conditions of approval, including twelve site-specific conditions.

Lusk appealed the Commission’s decision to the City Council, contending that the Commission’s decision failed to address the requirements for a CUP. In a 15-page letter, Lusk outlined its claims of error. Lusk asserted multiple errors in the Commission’s approval, including claims that the proposed building was incompatible with buildings in the immediate vicinity due to its height and design aesthetics. Of particular importance to this appeal is the focus that Lusk placed on the impact of constructing a 622-bedroom apartment complex with 280 automobile parking spaces, given that River Edge’s plans were to lease the bedrooms on an individual basis to students. Lusk asserted that “the proposed project will place an undue burden on transportation and other public facilities in the vicinity” and “the proposed project will adversely affect other property in the vicinity.”

On April 17, 2012, the City Council upheld the Commission’s approval of the River Edge CUP and denied Lusk’s appeal.1 In addition *14to adopting the Commission’s reasons for its decision, the City Council directly addressed Lusk’s concern regarding parking: “The Council also found that the public record from the Planning and Zoning Commission meeting revealed a robust discussion regarding parking. The Commission determined that the project was correctly designated as multi-family and that the level of provided automobile parking was sufficient.”

Lusk appealed to the district court, which affirmed the City Council’s decision. Lusk timely appealed to this Court.

II. STANDARD OF REVIEW

The Local Land Use Planning Act (LLU-PA) allows an affected person to seek judicial review of an approval or denial of a land use application, as provided for in the Idaho Administrative Procedure Act (IDAPA). I.C. § 67-6521(l)(d); Dry Creek Partners, LLC v. Ada Cnty. Comm’rs, ex rel. State, 148 Idaho 11, 16, 217 P.3d 1282, 1287 (2009).

When a district court acts in its appellate capacity pursuant to IDAPA, “we review the district court’s decision as a matter of procedure.” Williams v. Idaho State Bd. of Real Estate Appraisers, 157 Idaho 496, 502, 337 P.3d 655, 661 (2014) (quoting Jasso v. Camas Cnty., 151 Idaho 790, 793, 264 P.3d 897, 900 (2011)). When doing so, we conduct an independent review of the agency record. Dry Creek Partners, 148 Idaho at 16, 217 P.3d at 1287 (2009). This Court will affirm a district court’s decision upholding a zoning board’s action unless the party contesting the zoning board’s decision demonstrates that (1) the board erred in a manner specified in Idaho Code section 67-5279(3), and (2) the board’s action prejudiced its substantial rights. Id. Idaho Code section 67-5279(3) provides that a board’s decision will only be overturned where its findings, inferences, conclusions, or decisions are:

(a) in violation of constitutional or statutory provisions; (b) in excess of the statutory authority of the agency; (c) made upon unlawful procedure; (d) not supported by substantial evidence on the record as a whole; or (e) arbitrary, capricious, or an abuse of discretion.

I.C. § 67-5279(3).

This Court applies its well-established standard of review to evaluate whether there has been an abuse of discretion. The decision-maker must have “ ‘perceived the issue in question as discretionary, acted within the outer limits of its discretion and consistently with the legal standards applicable to the available choices, and reached its own decision through an exercise of reason.’ ” Krempasky v. Nez Perce Cnty. Planning & Zoning, 150 Idaho 231, 237, 245 P.3d 983, 989 (2010) (quoting Haw v. Idaho State Bd. of Med., 143 Idaho 51, 54, 137 P.3d 438, 441 (2006)).

The interpretation of a city’s zoning ordinance is a question of law over which this Court exercises free review. Dry Creek Partners, 148 Idaho at 18, 217 P.3d at 1289. However, there is a strong presumption that the actions of the City Council are valid when it has interpreted and applied its own zoning ordinances. Evans v. Teton Cnty., 139 Idaho 71, 74, 73 P.3d 84, 87 (2003).

III. ANALYSIS

Lusk appeals the City Council’s decision affirming the Commission’s grant of a CUP *15allowing Royal, the intervenor in this appeal, to construct a building taller than the applicable zoning height limitation. Lusk does not appeal the variance granted to Royal also allowing the height exception.2 Lusk argues that because the Commission did not follow the correct procedure for granting a CUP, the City Council erred in affirming the Commission’s decision. Lusk contends that the City Council’s decision violated its substantial rights, and asks this Court to remand this case back to the Commission for a new public hearing to fully consider all of the criteria required for conditional use approval under the BCC.

A. The City Council erred by affirming the Commission’s decision.

Lusk argues that the district court erred by affirming the City Council’s decision because the Commission’s approval was made upon unlawful procedure, not supported by substantial evidence in the record, and arbitrary, capricious and an abuse of discretion. Because we agree with the final claim, we do not address Lusk’s other claims of error.

Lusk argues that the BCC “clearly and unambiguously” requires any request for a height increase to only be granted when all of the BBC’s criteria governing a CUP application are considered and met. Lusk argues that BCC sections 11-06-04.13 and 11 — 06— 04.14 require the Commission to make a thorough review to determine whether parking will be adequate for the proposed project before granting a CUP. Royal responds that the plain language of these ordinances does not require consideration of parking requirements beyond those in the Parking Chapter of the BCC and that the City Council’s interpretation of them was reasonable.

The BCC provides that height exceptions in an R-OD district “require a commission-level conditional use permit in accordance with the provisions of [BCC] section 11 — 06— 06.13.”3 BCC § 11-04-05.06(0). BCC section 11-06-06.13 requires the Commission to consider the criteria set forth in BCC section 11-06-04.13 before approving a height exception. BCC § 11-06-06.13. However, this section says nothing about considering BCC section 11-06-04.14 when granting a height exception. Accordingly, we will only consider Lusk’s arguments regarding whether BCC section 11-06-04.13 required the Commission to consider additional parking requirements beyond those contained in the *16Parking Chapter of the BCC. BCC section 11-06-04.13 states in relevant part:

The Commission, following the procedures outlined below, may approve a conditional use permit when the evidence presented at the hearing is such as to establish:

C. That the site is large enough to accommodate the proposed use and all yards, open spaces, pathways, walls and fences, parking, loading, landscaping and other features as are required by this title; and

D. That the proposed use, if it complies with all conditions imposed, will not adversely affect other property of the vicinity; —

BCC § 11-06-04.13.

Lusk argues that Section 11-06-04.13 requires the Commission to make a thorough review to determine whether planned parking is adequate for the proposed project before granting a conditional use permit. Lusk argues that the parking standards laid out in BCC section 11-10-01.01 apply to “allowed uses” and that compliance with the parking standards does not automatically satisfy the parking requirements for a conditional use.

The plain language of BCC section 11 — 06— 04.13.C does not compel consideration of parking requirements beyond those contained -within the Parking Chapter of the BCC. This section states that the Commission must find that “the site is large enough to accommodate the proposed use and all ... parking, loading, landscaping and other features as are required by this title.” BCC § 11-06-04.13.C. This section simply requires the Commission to determine whether the proposed site is of sufficient size to satisfy BCC minimum standards for parking, as well as the other items identified in this subsection. The plain meaning of the ordinance’s reference to “this title” is BCC Title Eleven, entitled “Boise City Zoning Ordinance.”4 Chapter 11-10 of the BCC (the Parking Chapter), establishes minimum automobile parking standards for different categories of development and states that the “number of required parking spaces is based on the primary use of the site.” BCC § 11-10-01.01(C). BCC section 11-06-04.13.C is satisfied if a site is large enough to accommodate the proposed use along with the parking required by Chapter 11-10.

This conclusion does not end our analysis. BCC section 11-06-04.13.D requires that the Commission find that “the evidence presented at the hearing is such as to establish ... [t]hat the proposed use ... will not adversely affect other property of the vicinity.” BCC § 11-06-04.13.D. Idaho Code section 67-6512(d)(7) provides that “conditions may be attached” to a CUP “[Requiring more restrictive standards than those generally required in an ordinance.” The critical inquiry is not whether there was “robust discussion” of parking issues before the Commission, as the City Council found to have occurred.5 Rather, the appropriate inquiry is whether the Commission recognized that it possessed the discretionary authority to impose parking requirements beyond the minimum established by the Parking Chapter. The record unambiguously demonstrates that the Commission failed to perceive that it had discretion to require additional parking as a condition of approval of the CUP.

On March 5, 2012, Joshua Johnson, a staff member of Boise City Planning and Development Services, provided a staff report to the Commission. In that report, he stated:

Finally, the landowner who testified in opposition to the height also brought up a perceived shortage of parking as a further *17point of opposition. The project meets City parking standards for multi-family units and this issue is not before the Commission. The only two items that should be considered are the Variance for a height exception and the Boise River System Permit.

At the March 5, 2012, hearing before the Commission, Johnson advised the Commission that Royal’s project “meets our Parking Code. This issue is not before the Commission tonight. The application tonight only concerns the additional height requested by the applicant.”6 Following substantial testimony relating to parking concerns, Commissioner Stevens informed the Commission that it lacked authority to impose additional requirements for parking beyond those found in the Parking Chapter:

I want to remind the Commissioners that the parking issue tonight is not actually before us. This Commission is not in position to make findings that require our applicant to be held to standards above that which is in our code. That would be arbitrary and would make the City be in some serious hot water, so I want to make sure that when we have our discussion tonight, that we keep the parking out of it. It is not before us. They have met code and to require that is above and beyond what tve are allowed to do.

Commissioner Story then echoed this view, stating: “Like you said parking is off the table. This complies. I can’t say our code is correct on parking and the way it should be handled, but I think the rubber meets the road where we’re talking about height and that’s really the only thing we have before us.” Thereafter, the Commission unanimously approved the CUP.

Following Lusk’s appeal to the City Council, Hal Simmons, Planning Director with Boise City Planning and Development Services, sent a memorandum to the City Council, outlining staff recommendations regarding the appeal. In that memorandum, he reiterated the erroneous legal premise advaneed in the staff report and accepted by the Commission: “While parking was discussed, the Commission correctly observed that the project meets established zoning ordinance standards and that it was not in their purview to require additional parking.”

He later stated:

The appellant states that parking problems associated with the high density project will overburden public facilities. This sentence highlights two fundamental flaws in the appeal: As proposed, the project meets density and parking requirements of Boise City Code. These standards are outlined in detail within the staff report and are discussed in the minutes from the March 5, 2012 hearing. Commissioner Stevens stated at the beginning of the deliberation, “I want to remind the Commissioners that the parking issue tonight is not actually before us. This Commission is not in position to make findings that require our applicant to be held to standards above that which is in our code. That would be arbitrary and would make the City be in some serious hot water.”

(emphasis in original). Although the record reflects the City Council’s unanimous denial of Lusk’s appeal, it is silent as to any discussion as to whether the Commission had the right to require additional parking as a condition for approving the CUP.

As previously noted, Idaho Code section 67-6512(d)(7) provides that “conditions may be attached” to a CUP “[rjequiring more restrictive standards than those generally required in an ordinance.” BCC section 11-06-04.13.D requires that the Commission determine “[t]hat the proposed use ... will not adversely affect other property of the vicinity.” BCC § 11-06-04.13.D. The testimony before the Commission related the potential for adverse effects to the vicinity due to automobile parking needs that would result from the project. The Commission failed to recognize that Idaho law and the BCC provided it with discretion to require the project to provide on-site automobile parking beyond *18the minimum required by the Parking Chapter. As a result of this failure to apply governing legal standards, the Commission refused to consider the adverse effects on property in the vicinity. Thus, we find that the decision reflected an abuse of discretion. Dunagan v. Dunagan, 147 Idaho 599, 603, 213 P.3d 384, 388 (2009) (error found when trial court failed to recognize grounds for exercise of discretion).

On judicial review, the district court found no abuse of discretion, which was likewise error. The district court noted that “[a]l-though some questioned the adequacy of the code itself, it is not within this Court’s purview in this case to tell the City what the codes should contain.” Although the district court was correct in its determination as to the scope of its authority, it failed to recognize that Idaho Code section 67-6512(d)(7) and BCC section 11-06-04.13.D authorized the Commission to impose parking requirements as a condition of approval beyond the minimum established by the Parking Chapter.

B. Lusk has demonstrated prejudice to substantial rights.

Our determination that the Commission abused its discretion requires us to consider whether Lusk identified prejudice to its substantial rights, as required by Idaho Code section 67-5279(4). Immediately following its conclusion that there was no abuse of discretion, the district court stated:

Finally, the Court concludes that Lusk has failed to demonstrate that any other of its claimed substantial rights have been violated. There is an allegation that the public parking situation may be adversely impacted by the project, but there are no allegations that Lusk’s property, the use of the property, or its business could be. Rather, Lusk appears to assert that parking by tenants of the project could impact the entire area, including Ann Morrison Park, but makes no specific argument on its own substantial rights.

Although the district court was correct in stating that Lusk identified adverse consequences to the entire area, it was incorrect in its statement that Lusk had failed to allege an impact on “its own substantial rights.” Lusk’s opening brief before the district court explained the factual basis for its contention that approval of the CUP would have a negative impact on Lusk:

The Project would contain 622 bedrooms and house at least 622 student tenants, but only provide 280 parking spaces.

Parking around the Project is already strained. Ann Morrison Park hosts a variety of high traffic events throughout the year. During the summer river floating season, soccer season, and other sports seasons, parking in Ann Morrison Park and along Royal Boulevard becomes heavily congested. The inadequate parking will make the proposed Project an undesirable place to live, adversely affect the businesses in the area, and harm the public’s ability to enjoy Ann Morrison Park and the Boise River Greenbelt. Students that cannot find parking within the housing Project will park at adjacent properties, including Petitioner’s property. As a result, Petitioner and other property owners will be forced to expend considerable time and resources policing the parking on their properties. Congested parking will drive customers away from businesses in the area.

(citations to the administrative record omitted). Lusk reiterated the impact of the decision:

The most immediate, real, significant, and anticipated adverse consequence to Petitioner and other property owners in the neighborhood (including the public who travel to and use Ann Morrison Park) is the parking crisis created by the City’s approval of an additional two stories of habitable apartments over and above the allowed height of thirty-five feet in the ROD zone — all without appropriate conditions being placed on the conditional use request to ensure that adverse impacts are mitigated. In fact, there was no discussion, no analysis, and no deliberation by the City to review the potential adverse parking impacts caused by this additional habitable apartments that are not allowed by right under the Zoning Ordinance.

*19The lack of deliberation by the City, and the failure of the City to attach appropriate conditions to this conditional use approval (assuming, solely for arguments sake, that the conditional use could even be appropriately conditioned so as to mitigate adverse impacts), will devalue Petitioner’s property, require time and expense for Petitioner to police parking on its own property, inconvenience employees and visitors to Petitioner’s building, cause similar deleterious consequences to the neighborhood around the Project, potentially drive business from the neighborhood, and cause adverse consequences for patrons of Ann Morrison Park.

In our view, Lusk has satisfied the requirement of our decision in Hawkins v. Bonneville Cnty. Bd. of Comm’rs, 151 Idaho 228, 254 P.3d 1224 (2011). There, we stated:

[Wjhen a petitioner opposes a governing board’s decision to grant a permit authorizing development, ... the petitioner must still show, not merely allege, real or potential prejudice to his or her substantial rights. I.C. § 67-5279(4). Since a party opposing a landowner’s request for a development permit has no substantial right in seeing someone else’s application adjudicated correctly, he or she must therefore show something more. The petitioner opposing a permit must be in jeopardy of suffering substantial harm if the project goes forward, such as a reduction in the opponent’s land value or interference with his or her use or ownership of the land. See Price v. Payette Cnty. Bd. of Cnty. Comm’rs, 131 Idaho 426, 431, 958 P.2d 583, 583 (1998) (vacating a board decision because it could impact property value or the petitioners’ use and enjoyment of their land).

Id. at 233, 254 P.3d at 1229. The record before the Commission sets forth substantial evidence supporting Lusk’s claim of potential prejudice to its substantial rights. The project calls for 622 bedrooms to house students at Boise State University. The Parking Chapter requires only 280 parking spaces for the project. Without even attempting to evaluate the impact of guests who arrive by automobile, if only half of the River Edge tenants have an automobile, there will be significant numbers of residents looking for parking in the vicinity. We conclude that there is sufficient evidence that Lusk is in jeopardy of economic harm from the project to satisfy the requirements set forth in Haiokins.

C. No attorney fees are awarded on appeal.

Lusk, the City, and Royal all claim entitlement to attorney fees under Idaho Code section 12-117. That statute provides, in relevant part, that:

Unless otherwise provided by statute, in any proceeding involving as adverse parties a state agency or a political subdivision and a person, the state agency, political subdivision or the court hearing the proceeding, including on appeal, shall award the prevailing party reasonable attorney’s fees, witness fees and other reasonable expenses, if it finds that the nonprevailing party acted without a reasonable basis in fact or law.

I.C. § 12-117(1). “An award of attorney fees pursuant to the section may only be made when the court is left with the abiding belief that the appeal was brought, pursued or defended frivolously, unreasonably and without foundation.” City of Boise v. Ada Cnty., 147 Idaho 794, 812, 215 P.3d 514, 532 (2009) (internal quotation and citations omitted).

The City and Royal are not entitled to attorney fees because they did not prevail in this appeal. Rowley v. Ada Cnty. Highway Dist., 156 Idaho 275, 282, 322 P.3d 1008, 1015 (2014).7 Although Lusk has prevailed in this *20appeal and is therefore entitled to recover its costs on appeal, we are unable to conclude that the defense of this appeal was frivolous. We therefore decline to award attorney fees to Lusk.

IV. CONCLUSION

We reverse the decision of the district court affirming the City Council’s approval of the Commission’s decision to grant the CUP to Royal. We award costs on appeal, but not attorney fees, to Lusk.

Justices EISMANN, J. JONES and Justice Pro Tem WALTERS concur.

Chief Justice BURDICK Dissents without opinion.

Grainger, J.

The plaintiffs, GPH Cohasset, LLC, and GGNSC Cohasset, LLC (collectively, Golden Living), appeal from a judgment of the Land Court affirming a decision of the defendant planning board of Cohasset (board) to grant defendant Conservation Wind Partners, LP (Conservation Wind), a special permit to erect a wind turbine on property owned by defendant Trustees of Reservation (trustees). On appeal, Golden Living asserts that (1) the trustees and Conservation Wind did not satisfy their burden of proof to obtain approval of the special permit and site plan, (2) the wind turbine creates public safety concerns, (3) the judge erred by precluding Golden Living’s expert witnesses from testifying, and (4) the judge erred by declining to compel the production of the wind turbine’s operating manual.

Background. We recite the facts as found by the judge following a bench trial, reserving certain details for our discussion of specific issues. On October 28, 2010, Conservation Wind filed an application for a special permit and site plan approval to erect a wind turbine on certain property (locus) owned by the trustees.3 The locus consists of two large parcels of land, which together comprise approximately 314 acres within two adjacent reservations known as Whitney and Thayer Woods (WTW) and Turkey Hill Reservation (Turkey Hill).4 The towns of Cohasset *557and Hingham (collectively, towns) own much of the land surrounding the locus, which, along with the locus, is open to the public for recreational use.

The towns granted conservation restrictions to the trustees, limiting the use of the town-owned land in Turkey Hill (the municipal restrictions). The municipal restrictions each contain several prohibited uses, including the construction of any permanent structure, cutting or removing trees, and any surface use other than agricultural, farming, forest, or recreational uses. The municipal restrictions also each contain an appendix A identifying the land burdened by the restrictions. The locus is not included or described in either town’s appendix A. The trustees’ expert, Nancy Harris, testified that the municipal restrictions do not burden any part of the locus.

In addition to appendix A, a land use and management plan (land use plan) was appended to each of the municipal restrictions as exhibit B. Harris testified that the terms of the land use plans do not restrict any part of the locus.

Before applying for site plan approval and a special permit, the trustees engaged a consulting firm to conduct a feasibility study to evaluate, among other things, the environmental impact of the wind turbine. A sound study conducted in coordination with the feasibility study found that the Vestas 90 model turbine would produce a noise level increase of no more than six decibels (expressed as dBA) above the current ambient noise level at the closest neighboring property (the Golden Living property, a nursing home).5 Noise level increases at all other neighboring locations were less than six dBA above ambient. The Department of Environmental Protection’s (DEP) noise policy provides that emissions of more than ten dBA above ambient will violate the provisions of 310 Mass. Regs. § 7.10 (2001), the DEP’s noise regulation.

The feasibility study also evaluated the stroboscopic “shadow flicker” impact at various adjacent locations. The study found that the Vestas 90 model turbine, and a more distant siting,6 *558would result in a maximum shadow flicker of fifty-five hours per year at the nearest residential property (the Golden Living property). This calculation was a maximum figure that did not take into account certain corrective factors (such as cloud cover). The shadow flicker impact at all other neighboring locations was estimated to be less than fifty-five hours per year. There are no Federal, State, or local regulations governing the maximum permissible shadow flicker impact on nearby property. However, generally accepted practice within the industrial wind turbine industry subjects an abutting owner or structure to no more than thirty hours per year of shadow flicker.

On March 10, 2011, the board issued a decision approving Conservation Wind’s application for a special permit and site plan approval to erect the wind turbine, subject to thirty-seven conditions. On March 25, 2011, Golden Living filed a complaint in the Land Court appealing the board’s decision. After a four-day bench trial, including a site view, a judge of the Land Court issued a forty-four page decision upholding the board’s approval. Golden Living filed this timely appeal.

Discussion. Golden Living asserts a litany of reasons why Conservation Wind failed to satisfy its burden for approval of the special permit; we address them seriatim. “On appellate review, the judge’s findings of fact will not be set aside unless they are ‘clearly erroneous’ or there is ‘no evidence to support them.’ ” Wendy’s Old Fashioned Hamburgers of N.Y., Inc. v. Board of Appeal of Billerica, 454 Mass. 374, 383 (2009), quoting from DiGiovanni v. Board of Appeals of Rockport, 19 Mass. App. Ct. 339, 343 (1985).

1. Zoning. Golden Living asserts that the board’s decision cannot stand because it failed to make sufficient factual findings that demonstrate the project complies with the zoning by-law. Section 12.4(l)(b) of the Cohasset zoning by-law requires that the board make “written findings certifying compliance” with the by-law before granting a special permit. The judge found that “instead of making specific findings, the Board conditioned its approval on the Trustees complying with numerous condi*559tians to ensure compliance with the Bylaw.” We have held that detailed conditions of approval “do double duty as findings.” Tebo v. Board of Appeals of Shrewsbury, 22 Mass. App. Ct. 618, 621 (1986). Moreover, we agree with the judge that the “board avoided the common vice of parroting the statutory standards for a grant of a special permit in lieu of findings.” Id. at 622. In sum, we agree with the judge’s determination that the board made sufficient findings to support its approval.

2. Noise. Golden Living asserts that Conservation Wind failed to establish that the wind turbine would comply with applicable noise regulations. Specifically, Golden Living criticizes Conservation Wind’s experts’ two sound studies, asserts that each used a different wind speed, and argues that both failed to account for changes in ambient noise levels throughout the year. The judge found that Golden Living’s claims were meritless because the sound studies were not based on different wind speeds, and determined that ambient noise levels would not exceed the allowed ten dBA threshold at any time of the year. The judge also noted that the board’s decision conditions approval on the conduct of a noise impact study after the wind turbine is erected, and requires the wind turbine to be shut down if the impact exceeds ten dBA. We agree with the judge that this condition was sufficient to address any noise concerns and to ensure compliance with the ten dBA threshold.

3. Shadow flicker. Golden Living asserts that Conservation Wind failed to show that the wind turbine would not result in excessive shadow flicker. As stated supra, while there are no Federal, State, or local regulations governing maximum acceptable levels of shadow flicker, the generally accepted industry practice limits shadow flicker to no more than thirty hours per year. The feasibility study found that, assuming one hundred percent clear skies and no shadows from trees or structures, the Vestas 90 model turbine would create a maximum of fifty-five hours of shadow flicker per year at the Golden Living property. The judge found that the Golden Living property is surrounded by large trees and that the fifty-five-hour calculation represented a maximum and conservative figure. Moreover, and similar to the noise concern, the board conditioned approval of the special permit on the requirement that the wind turbine be shut down if *560actual shadow flicker impact exceeds thirty minutes per day or thirty hours per year (condition 10).

4. Site control. Golden Living claims that the trustees cannot demonstrate proper site control over the locus. In particular, Golden Living asserts that the trustees’ legislative mandate does not permit the locus to be the site of a for-profit wind energy plant because the municipal restrictions expressly prohibit such use. As stated supra, the municipal restrictions each contain an appendix A that specifically describes the burdened land. The judge both examined appendix A and credited the testimony of the trustees’ expert, Harris, that the locus was not burdened by the municipal restrictions.7 On this record we discern no error. In addition, and contrary to the assertion that the locus was intended to be restricted in the manner described by Golden Living, the judge determined that a 2008 amendment to the trustees’ articles of organization allowed the acquisition and ownership “in land . . . and structures as [they deem] appropriate and in the public interest.” In that context the trustees also adopted a strategic plan that stated the goal of reducing the trustees’ carbon footprint. See note 3, supra. There is ample support for these findings in the record.8

5. Public safety. Golden Living asserts that the wind turbine presents safety concerns (ice throw, blade throw, turbine collapse, and fire) that were not addressed by the board.

The judge found that the board’s conditions of approval adequately addressed Golden Living’s safety concerns.9 We *561concur. The wind turbine will be set back more than 400 feet in each direction from the nearest property line. Golden Living does not dispute that the setback meets the minimum setback requirement in the zoning by-law. Golden Living puts forth no evidence to show that the wind turbine was susceptible to blade throw or turbine collapse. The record indicates that the board did not act arbitrarily with regard to safety and that it adequately addressed Golden Living’s concerns by imposing extensive conditions for approval and ongoing operation.

6. Exclusion of expert witnesses. During discovery, Golden Living did not identify any experts in their interrogatory answers, representing instead that they would supplement their answers. Discovery closed on January 13, 2012; as of that date, Golden Living had failed to supplement the interrogatory answers. In the joint pretrial memorandum, filed April 23, 2012, Golden Living identified, for the first time, two experts they expected to testify at trial. Although the experts were disclosed four months prior to trial, Golden Living concedes that the disclosure was made well after the close of discovery. The judge granted Conservation Wind’s and the trustees’ motion in limine to exclude Golden Living’s experts. Golden Living asserts that the judge abused his discretion in precluding its expert witnesses’ testimony.

“Trial judges have ‘broad discretion to make discovery and evidentiary rulings conducive to the conduct of a fair and orderly trial. . . . Within this discretion lies the power to exclude or deny expert testimony.’ ” Mattoon v. Pittsfield, 56 Mass. App. Ct. 124, 131 (2002), quoting from Nally v. Volkswagen of America, Inc., 405 Mass. 191, 197 (1989).

We conclude that the judge did not abuse his discretion in excluding Golden Living’s experts. The judge was entitled to determine that allowing the experts to testify after Golden Living’s late disclosure would have prejudiced the defendants or caused delay of the trial. See Kearns v. Ellis, 18 Mass. App. Ct. 923, 924 (1984) (“Under Mass.R.Civ.P. 26[e][l][B], 365 Mass. 776 [1974], a ‘party is under a duty seasonably to supplement his response with respect to . . . the identity of each person expected to be called as an expert witness’ ”). We cannot say that excluding the experts was an abuse of discretion in *562these circumstances. See Shaw v. Rodman Ford Truck Center, Inc., 19 Mass. App. Ct. 709, 713 (1985).

7. Vestas operating manual. Golden Living complains that the judge erred in refusing to compel Vestas, a nonparty, to produce the operating manual for the Vestas 90 model turbine. We review a trial judge’s decision to deny ordering the production of documents for abuse of discretion. Bishop v. Klein, 380 Mass. 285, 288 (1980). We discern no such abuse here.

Golden Living has neither challenged the validity of the bylaw setback requirement nor suggested that the wind turbine fails to comply with the by-law. Instead, Golden Living merely speculates that the operating manual contains a larger setback requirement than the by-law. The board was charged with determining whether the proposed wind turbine satisfied the bylaw, not the manufacturer’s operating guidelines. The judge did not err in denying Golden Living’s motion to compel the production of the operating manual.

Judgment affirmed.

Massing, J.

In denying the plaintiff developer’s request for a special permit to build a residential retirement community, the defendant zoning board of appeals of Lenox (board) was frank: “In general, Board members agreed that the proposed project was simply too dense and too out-of-character with its surroundings.” A judge of the Housing Court, sitting by designation in the permit session of the Land Court, reviewed the board’s decision under G. L. c. 40A, § 17, and after a bench trial, including a view of the project site, affirmed the denial of the special permit. We affirm.

Background. The plaintiff, Buccaneer Development, Inc. (Buccaneer), seeks to build a residential retirement community for individuals fifty-five years of age and older, consisting of twenty-*872three single-family townhouses on twenty-three acres of land in the town of Lenox (town). The parcel, which is located on East Street in a residential zoning district, is adjacent to sixty-eight acres of protected open space to the north and northeast. It is situated between four single-family homes to the west, on lots ranging from .49 to 2.75 acres, and a 1950s era cul-desac development to the east, of seventeen modest single family homes on a total of 8.2 acres. To the south lies the Cranwell resort and associated properties, including a golf course, mansions, ten condominium units on one-acre lots, and a housing development of thirty-seven units on twenty-one acres. The public high school is located approximately eight-tenths of one mile north on East Street.

On June 22, 2007, Buccaneer submitted an application for a special permit to the board.1 After a series of public hearings, the board voted 5-0 to deny the application on December 12, 2007, and its decision was filed on December 28, 2007. The decision records the board members’ reasons for denying the application. Citing various subsections of the applicable town zoning by-law (by-law), one member “noted that the proposed development was unduly dense and would be detrimental to the established ‘small town’ character of the neighborhood,” and another stated that “it was neither essential nor desirable to the public welfare at the proposed location.” A third member said “it was not in harmony with the general intent and purpose of the Bylaw, it was not desirable to the public welfare, it would be detrimental to adjacent uses and the established character of the neighborhood, and would exacerbate existing traffic hazards.” The two remaining members “concurred,” both noting that the requirements and purposes of the by-law were not satisfied.

Buccaneer sought relief from the board’s decision by filing a complaint under G. L. c. 40A, § 17, in the Land Court. As explained in Buccaneer Dev., Inc. v. Zoning Bd. of Appeals of Lenox, 83 Mass. App. Ct. 40 (2012) (Buccaneer I), on February 1, 2008, the board filed a notice of transfer, and over Buccaneer’s objections, the complaint was ultimately heard in the Housing Court. A judge of the Housing Court affirmed the board’s denial of the special permit on September 20, 2010, and a corrected judgment issued on December 14, 2010. Id. at 45. *873Buccaneer appealed from the Housing Court judge’s decision, and we vacated the judgment on the ground that the Housing Court lacked subject matter jurisdiction under G. L. c. 185, § 3A. We remanded the case for redetemnination in the permit session of the Land Court, directing that “[t]he case shall be adjudged in light of the town by-law as it existed in December, 2007.” Buccaneer I, supra at 45 n.7.

On remand, the Chief Justice of the Trial Court, acting under G. L. c. 211B, § 9, designated the same Housing Court judge who had tried the case as a justice of the permit session of the Land Court, nunc pro tunc to February 1, 2008. The trial judge then issued an order to show cause why she should reopen the case rather than go forward on a “case stated” basis. See Mastriani v. Building Inspector of Monson, 19 Mass. App. Ct. 989, 991 (1985). Buccaneer responded that it did not object to the “case stated” procedure, but reserved its objection to “this Court exercising jurisdiction over this action in the first place.” The judge then adopted her prior findings and decision and, on April 8, 2014, re-entered the judgment affirming the board’s2 denial of the special permit.3

Discussion. In an appeal from a trial court’s review of a decision of a municipal board under G. L. c. 40A, “we defer to the factual findings of the trial judge unless they are clearly erroneous. We review the judge’s determinations of law, including interpretations of zoning by-laws, de novo, but we remain ‘highly deferential’ to a board’s interpretation of its own ordinances.” Grady v. Zoning Bd. of Appeals of Peabody, 465 Mass. 725, 728-729 (2013) (citations omitted).

Buccaneer applied for a special permit to build a “retirement community,” the minimum requirements for which are set forth *874in § 9.6 of the by-law, as amended through May 4, 2006.4 The proposed project satisfied all of the special provisions set forth in that section. In this regard, we agree with the trial judge’s conclusion that “the density of the proposed project is well within the requirements of Section 9.6,” and that the board had no basis to deny the special permit under the square footage, acreage, frontage, or setback provisions included in that section.

However, “[ejven if the record reveals that a desired special permit could lawfully be granted by the board because the applicant’s evidence satisfied the statutory and regulatory criteria, the board retains discretionary authority to deny the permit.” Davis v. Zoning Bd. of Chatham, 52 Mass. App. Ct. 349, 355 (2001). “[T]he decision of the board can only be disturbed ‘if it is based “on a legally untenable ground” ... or is “unreasonable, whimsical, capricious or arbitrary.” ’ ” Subaru of New England, Inc. v. Board of Appeals of Canton, 8 Mass. App. Ct. 483, 486 (1979), quoting from Gulf Oil Corp. v. Board of Appeals of Framingham, 355 Mass. 275, 277 (1969).

Section 6.1.1 of the by-law enumerates five factors the board must consider in determining whether to grant a special permit. Two of these factors are more or less objective: the board must find that the proposed use “(d) [wjill not create undue traffic congestion, or unduly impair pedestrian safety” and “(e) [w]ill not overload any public water, drainage or sewer system” or similar municipal facilities. The board found “no significant impact to the existing sewer system,” and only one member of the board voiced concern that the proposed development “would exacerbate existing traffic hazards.” We reject the board’s argument on appeal that it properly based its denial of the special permit on traffic congestion, crash data, or pedestrian safety. The trial judge specifically found that the evidence did not “support the conclusion that the proposed project would increase traffic congestion or adversely affect pedestrian safety,” and the board has not shown that the judge’s finding in this regard was clearly erroneous.

Nonetheless, the three other criteria in § 6.1.1 of the by-law specifically require the board to consider more subjective factors and not to grant a special permit unless it finds that the proposed use “(a) [ijs ... in harmony with [the by-law’s] general intent and *875purpose; (b) [i]s essential or desirable to the public conveniences or welfare at the proposed location; [and] (c) [w]ill not be detrimental to adjacent uses or to the established or future character of the neighborhood.” The board’s denial of the special permit was firmly grounded in its assessment that the proposed use failed to meet these criteria.

The facts found by the trial judge provide support for the board’s determination. The judge found that “the proposed project would significantly alter the area in the immediate vicinity” of the project:

“[T]here now exists 23 acres of open land, abutting 68 acres of similarly open land immediately to the north; the overall impression is one of open space, pasture, and indigenous vegetation. Were the project to go forward, there would be 23 single family homes, similar in appearance, clustered around a parkway in a manicured setting.... [F]rom the perspective of the immediate neighborhood, the Buc[c]aneer project would represent a[ ] substantial change in the appearance and ‘feel’ of the area. At some point, development in an area reaches a ‘tipping point;’ the fact that past development has not been viewed as incompatible with the neighborhood does not mean that incremental additional development must always be viewed similarly.”

“particularly where the judge conducted a view,” we are reluctant to disturb her findings. Bernier v. Fredette, 85 Mass. App. Ct. 265, 275 (2014).

“We do not consider this to be one of the exceptional cases where a board can be ordered to grant a special permit.” Subaru of New England, Inc. v. Board of Appeals of Canton, 8 Mass. App. Ct. at 488. This case is unlike MacGibbon v. Board of Appeals of Duxbury, 356 Mass. 635, 639-640 (1970) (board did not provide an adequate statement of its reasons for denying the special permit and committed numerous errors of law in the process), Josephs v. Board of Appeals of Brookline, 362 Mass. 290, 298 (1972) (board’s findings inadequate, “amount[ing] to little more than a mere recitation of the statutory and by-law standards” and “indicating] that the board did not have sufficient evidence before it to make the necessary findings”), or Shirley Wayside Ltd. Partnership v. Board of Appeals of Shirley, 461 Mass. 469, 485 (2012) (board failed “to apply its own standards *876rationally”). Here, the board acted within its discretion, consistent with the facts on the ground, and conformably with the applicable by-law.

Conclusion. The judgment of the Land Court dated April 8, 2014, is modified by deleting “Planning Board” and inserting “Zoning Board of Appeals” and by deleting “dated December 21, 2007,” and inserting “filed December 28, 2007.” As so modified, the judgment is affirmed.5

So ordered.

Berry, J.

(dissenting). While I recognize full well the broad discretionary powers vested in local zoning boards to grant or deny applications for special permits, and the highly deferential nature of our review of the board’s interpretations of its own ordinances, a board’s discretion is not limitless, and as applied to this case, I do not accept, and cannot give deference to, the fatally vague and cursory decision of the Lenox zoning board of appeals (board), which, from all that appears, was tantamount to an unbridled and arbitrary conclusion that the board simply did not want this project to move forward. On this record, I find no basis in fact, and thus no support, for the board’s denial of the application of Buccaneer Development, Inc. (Buccaneer), for a special permit. Accordingly, I respectfully dissent.

I turn first to the applicable section of the town of Lenox zoning by-law (by-law). Section 6.1.1 of by-law requires as follows:

“Before granting a special permit for any use requiring such permit under the provisions of this By-law, the [bjoard [must] find that the proposed use:

“(a) Is in compliance with all provisions and requirements of this Bylaw, and in harmony with its general intent and purpose;

*877“(b) Is essential or desirable to the public conveniences or welfare at the proposed location;

“(c) Will not be detrimental to adjacent uses or to the established or future character of the neighborhood;

“(d) Will not create undue traffic congestion, or unduly impair pedestrian safety; [and]

“(e) Will not overload any public water, drainage or sewer system . . . .”

The majority seeks to uphold the board’s denial of the special permit on the basis of the first three criteria in § 6.1.1 of the by-law, or as the majority writes, the three “more subjective factors.” Ante at 874. To this end the majority opinion holds that “[t]he board’s denial of the special permit was firmly grounded in its assessment that the proposed use failed to meet these criteria,” and that “[t]he facts found by the trial judge provide support for the board’s determination.” Id. at 875.

To the contrary, based on my review of the record, I believe the board’s reasoning stood on far more untenable ground. The board gives us only the following in support of its conclusory denial of Buccaneer’s application for a special permit:

“[T]he proposed development was unduly dense and would be detrimental to the established ‘small town’ character of the neighborhood,” “violated the spirit of the Bylaw . . . because it was neither essential nor desirable to the public welfare,” “would be detrimental to adjacent uses and the established character of the neighborhood,” and “was simply too dense and too out-of-character with its surroundings.”

These specious conclusions, which, in my view, consist of merely a summary recitation of the criteria found within § 6.1.1 of the by-law, without citation to any fact, finding, or reasoned analysis, are “legally untenable.” Britton v. Zoning Bd. of Appeals of Gloucester, 59 Mass. App. Ct. 68, 73 (2003). For me, what is missing from the board’s decision, for example, is any explanation or reasoning as to why Buccaneer’s proposed project was neither essential nor desirable to the public welfare, or how the project was detrimental to the small town character of the neighborhood, or what aspects of the project would be detrimental to adjacent uses. “When a decision contains conclusions that do *878nothing more than repeat regulatory phrases, and are unsupported by any facts in the record, we are constrained to conclude that the decision is ‘unreasonable, whimsical, capricious or arbitrary,’ and therefore invalid.” Wendy’s Old Fashioned Hamburgers of N.Y., Inc. v. Board of Appeal of Billerica, 454 Mass. 374, 386 (2009) (Wendy’s), quoting from Roberts v. Southwestern Bell Mobile Sys., Inc., 429 Mass. 478, 486 (1999). That, in my view, is the correct assessment of the record and the necessary conclusion in this case.

Other reasons offered by the board for denying Buccaneer’s special permit stand in direct conflict with the specific findings of the trial judge. For example, as the majority acknowledges, one member of the board stated that the project was “unduly dense.” The trial judge, however, specifically found that “the density of the proposed project is well within the requirements . .. and were density the only issue herein, there would be no basis for denying the special permit.”

Even accepting, as I do, the “ ‘peculiar’ combination of de novo and deferential analyses,” Wendy’s, 454 Mass, at 381, involved in the lower court’s review of the board’s decision, it seems apparent, on this record, that the trial judge gave far too much deference to the board’s conclusions. As previously noted, there is an antidevelopment flavor to the board’s decision. From all that appears, the reasons provided by the board, unsupported by the evidence, and summarily accepted by the majority, could be read simply to indicate that the board preferred that the land at issue remain undeveloped. Given the speculative nature of the board’s rationale, it appears that the trial judge could have conducted, and, in my view, was indeed required to conduct, a more exhaustive review of the facts behind the board’s stated reasons for denying Buccaneer’s application for a special permit.

That is indeed why we have the important judicial function of review under G. L. c. 40A, § 17, so that a trial judge may make independent findings of fact, and then determine whether “the reasons given by the board [had a] ‘substantial basis in fact,’ [or were, on the contrary,] ‘mere pretexts for arbitrary action or veils for reasons not related to the purposes of the zoning law.’ ” Shirley Wayside Ltd. Partnership v. Board of Appeals of Shirley, 461 Mass. 469, 475 (2012), quoting from Vazza Properties, Inc. v. City Council of Woburn, 1 Mass. App. Ct. 308, 312 (1973).

I add that the board’s arbitrary denial of Buccaneer’s special permit, in my view, reflects the as-applied vague and standardless *879nature of the by-laws at issue. “[L]ocal by-laws must provide adequate standards for the guidance of the board in deciding whether to grant or withhold special permits.” Josephs v. Board of Appeals of Brookline, 362 Mass. 290, 294 (1972).

Finally, I find troublesome the summary manner in which the Housing Court judge, i.e., trial judge, sitting by special cross designation, adopted her prior findings, word for word, without conducting any further hearing in the permit session of the Land Court. Buccaneer expressly reserved objection to the Housing Court retaining jurisdiction, with the same judge sitting as the presiding trial judge on remand from this court in Buccaneer Dev., Inc. v. Zoning Bd. of Appeals of Lenox, 83 Mass. App. Ct. 40 (2012).1

It may be that this cross designation procedure between the Housing Court and the permit session of the Land Court, as in this case, is an emerging intra-court development. See Skawski v. Greenfield Investors Property Dev., LLC, 87 Mass. App. Ct. 903, further appellate review granted, 472 Mass. 1103 (2015) (holding that, under G. L. c. 185, § 3A, the Housing Court lacked subject matter jurisdiction over the abutters’ G. L. c. 40A appeal from the grant of a special permit in a case where the Housing Court judge [coincidentally, the same Housing Court judge as in the instant Buccaneer appeal] sought to have the case administratively transferred from the Housing Court to the Superior Court and also requested cross designation and assignment to the case).

It may be that adopting this practice as a common procedure, designating the Housing Court judge who had initially tried the case, to sit as a special justice in the permit session of the Land Court, is an appropriate common Trial Court transfer vehicle. Or, it may be that such cross designation should be an exceptional mode for litigation in the permit session of the Land Court. To be considered perhaps is the specialized judicial function of the Land Court permit session and the clear legislative intent in G. L. c. 185, § 3 A, to grant original jurisdiction over these matters only to the permit session of the Land Court or the Superior Court.2 These are court administration issues that may be beyond the *880scope of this dissent. And, the standards for this kind of cross designation might be appropriate for review in the Supreme Judicial Court under G. L. c. 211, § 3. But, I emphasize that Buccaneer did preserve its jurisdictional objection. See note 1, supra, and accompanying text.

The majority ultimately determines, see ante at 875-876, that what was, in effect, a “veto” of Buccaneer’s special permit is saved because there was a finding of some sort of “tipping point,” calibrated by the judge after a view of the subject property. The majority quotes as follows:

“[Tjhere now exists 23 acres of open land, abutting 68 acres of similarly open land immediately to the north; the overall impression is one of open space, pasture, and indigenous vegetation. Were the project to go forward, there would be 23 single family homes, similar in appearance, clustered around a parkway in a manicured setting.... [F]rom the perspective of the immediate neighborhood, the Buc[c]aneer project would represent a[ ] substantial change in the appearance and feel’ of the area. At some point, development in an area reaches a ‘tipping point;’ the fact that past development has not been viewed as incompatible with the neighborhood does not mean that incremental additional development must always be viewed similarly.” (Emphasis supplied.)

*881 Ibid. The problem with this purported “tipping point”-based analysis is that it is nothing more nor less than a wholly subjective commentary by the G. L. c. 40A reviewing judge that Buccaneer’s project would alter the “feel” of the surrounding area. Indeed, the vagary of the word “feel” only reinforces the entirely subjective analysis here, which is not grounded in zoning law or the requirements of G. L. c. 40A review. What does it mean to “feel” a project is not too dense in an area, or, conversely, to “feel” a development project is too dense? What we have here, at the end of the day, is a “tipping point”/“feel.” My research has discovered no other case under G. L. c. 40A in which the words “tipping point” or “feel” govern. If the future of special permit reviews were to turn on such inchoate expression, then G. L. c. 40A appeal and review would be standardless and virtually meaningless to the special permit applicant.

For the foregoing reasons, I would vacate the judgment and remand this matter once again to the Land Court, for an independent review of the board’s decision denying Buccaneer’s application for a special permit.

MEYER, Justice.

This was an action by plaintiffs for a declaratory judgment with regard to an amendment to the Guilford County, North Carolina, zoning ordinance. Specifically, plaintiffs sought a judgment declaring that the amendment to the ordinance adopted 20 December 1982 rezoning defendant Bruce Clapp’s 8.57 acres of land was unlawful and therefore void. The principal issue presented on this appeal is whether the trial court committed reversible error in affirming the validity of the rezoning in question. The Court of Appeals reversed, holding, first, that the rezoning in question constituted illegal “spot zoning” and, second, that it also constituted illegal “contract zoning.” We hold that the Court of Appeals erred in both of these conclusions, and accordingly, we reverse.

The facts underlying the case are undisputed. Defendant Bruce Clapp (who is not related to defendant Paul Clapp, a member of the Guilford County Board of Commissioners) had been operating a business on a 3.18-acre tract of property adjacent to his residence in Rock Creek Township, Guilford County, since 1948. Mr. Clapp’s business consisted, first, of buying, drying, storing, and selling grain and, second, of selling and distributing lime, fertilizer, pesticides, and other agricultural chemicals. The distinction between these two principal elements of Mr. Clapp’s business is important to the disposition of this case.

In 1964, Guilford County adopted a comprehensive zoning ordinance. The ordinance zoned Mr. Clapp’s 3.18-acre tract, as well as an extensive area surrounding his tract, as “A-l Agricultural” (hereinafter “A-l”). Under this particular zoning classification, one *614element of the business — namely, the grain drying and storing operation-constituted a permitted use. Significantly, however, the sale and distribution of the lime, fertilizer, pesticides, and other agricultural chemicals were not uses permitted by the A-l classification. However, because this latter activity pre-existed the ordinance, Mr. Clapp was allowed to continue to sell agricultural chemicals on the 3.18-acre tract adjacent to his own home. Under the ordinance, though such sales constituted a nonconforming use, the sales could be carried on, so long as they were not expanded.

In 1969, plaintiffs William and Evelyn Chrismon bought a tract of land from Mr. Clapp and built a home there. Plaintiffs’ lot is located at the south side of the intersection of North Carolina Highway 61 and Gun Shop Road. Highway 61 runs north and south, while Gun Shop Road, a small, unpaved road, begins at Highway 61 and runs east. Mr. Clapp’s residence is located on the north side of the intersection, directly across Gun Shop Road from plaintiffs’ residence. Adjacent to plaintiffs’ lot is an additional 5.06-acre tract, also owned by Mr. Clapp. Prior to 1980, that tract had been used by its owner for the growing of tobacco.

Beginning in 1980, however, Mr. Clapp moved some portion of his business operation from the 3.18-acre tract north of Gun Shop Road to the 5.06-acre tract south of Gun Shop Road, directly adjacent to plaintiffs’ lot. Subsequently, Mr. Clapp constructed some new buildings on this larger tract, erected several grain bins, and generally enlarged his operation. Concerned by the increased noise, dust, and traffic caused by Mr. Clapp’s expansion, plaintiffs filed a complaint with the Guilford County Inspections Department. The Inspections Department subsequently notified Mr. Clapp, by letter dated 22 July 1982, that the expansion of the agricultural chemical operation to the larger tract adjacent to plaintiffs’ lot constituted an impermissible expansion of a nonconforming use. The same letter informed Mr. Clapp further that, though his activity was impermissible under the ordinance, should he so desire, he could request a rezoning of the property.

Shortly thereafter, Mr. Clapp applied to have both of the tracts in question, the 3.18-acre tract north of Gun Shop Road and the 5.06-acre tract south of Gun Shop Road, rezoned from A-l to *615“Conditional Use Industrial District” (hereinafter CU-M-2).1 He also applied for a conditional use permit, specifying in the application that he would use the property as it was then being used and listing those improvements he would like to make in the next five years. Under the CU-M-2 classification, Clapp’s agricultural chemical operation would become a permitted use upon the issuance of the conditional use permit. The Guilford County Planning Board met on 8 September 1982 and voted to approve the recommendation of the Planning Division that the property be rezoned consistent with Mr. Clapp’s request.

On 20 December 1982, pursuant to appropriate notice, the Guilford County Board of Commissioners held a public hearing concerning Mr. Clapp’s rezoning application. Members of the Board heard statements from Mr. Clapp, from plaintiffs, and, also, from plaintiffs’ attorney. Several additional persons had previously spoken in favor of Mr. Clapp’s rezoning request at earlier Board meetings, stating that Mr. Clapp’s business provided a service to the farmers in the immediate vicinity. The Board had also been presented with a petition signed by eighty-eight persons favoring the rezoning. Having considered the matter, the Board members voted to rezone the tracts in question from A-l to CU-M-2, and as a part of the same resolution, they also voted to approve the conditional use permit application.

Pursuant to this decision by the County to rezone the property in question, plaintiffs brought this action seeking to have both the zoning amendment and the conditional use permit declared invalid. After a trial without a jury, the trial court found, among other things, that the sale and distribution of the agricultural chemicals were uses compatible with the agricultural needs of the surrounding area. The trial court concluded further that the rezoning was neither “spot zoning” nor “contract zoning” and also that the County had not acted arbitrarily in making its decision. The trial court made neither findings of fact nor conclusions of law with regard to the issuance of the conditional use permit.

*616As indicated above, the Court of Appeals reversed the decision of the trial court. It held, first, that the rezoning at issue in this case —namely, the rezoning of Mr. Clapp’s 8.57 acres from A-l to CU-M-2 — constituted an illegal form of “spot zoning” and was therefore void. It so held for three principal reasons: (1) the rezoning was not called for by any change of conditions on the land; (2) the rezoning was not called for by the character of the district and the particular characteristics of the area being rezoned; and (3) the rezoning was not called for by the classification and use of nearby land. The Court of Appeals further held that the mere fact that the uses actually authorized were not, in and of themselves, incompatible with the general area was not sufficient to support the trial court’s finding of no illegal spot zoning on these facts.

The Court of Appeals held, second, that the rezoning in question also constituted illegal “contract zoning” and was therefore also void for that alternative reason. Here, stated the Court of Appeals, the rezoning was accomplished upon the assurance that Mr. Clapp would submit an application for a conditional use permit specifying that he would use the property only in a certain manner. The Court of Appeals concluded that, in essence, the rezoning here was accomplished through a bargain between the applicant and the Board rather than through a proper and valid exercise of Guilford County’s legislative discretion. According to the Court of Appeals, this activity constituted illegal “contract zoning” and was therefore void.

Pursuant to N.C.G.S. § 7A-31, and because this Court was convinced that this cause involves legal principles of major significance to the jurisprudence of this State, we allowed defendants’ petition for discretionary review of the Court of Appeals’ decision. The questions plainly before us are these: first, did the rezoning of defendant Clapp’s tract from A-l to CU-M-2 by the Guilford County Board of Commissioners constitute illegal spot zoning; and second, did the same rezoning constitute illegal contract zoning. The Court of Appeals answered each question in the affirmative. We conclude that the correct answer to both questions is “no.”

I.

[1] As we stated above, in its decision in this case, the Court of Appeals voided the rezoning of the land in question on the dual *617grounds that the rezoning constituted both illegal spot zoning and illegal contract zoning. Later in this opinion, we will address, and reject, the analysis employed by the Court of Appeals in reaching its alternative specific conclusions as to the illegality of the rezoning here. As an initial matter, however, because this Court has not previously been called upon to address the legal concept of conditional use zoning, and because the decision of the Court of Appeals virtually outlaws that practice, we pause now to address its place in the jurisprudence of this state. Specifically, we hold today that the practice of conditional use zoning is an approved practice in North Carolina, so long as the action of the local zoning authority in accomplishing the zoning is reasonable, neither arbitrary nor unduly discriminatory, and in the public interest.

We note first that, as a general matter, the power to zone real property is vested in the General Assembly by article II, section 1, of the North Carolina Constitution. Keiger v. Winston-Salem Board of Adjustment, 278 N.C. 17, 178 S.E. 2d 616 (1971). This zoning power may be and has been conferred by the General Assembly upon various local governments by legislative enactment. See Jackson v. Guilford County Bd. of Adjustment, 275 N.C. 155, 166 S.E. 2d 78 (1969). This Court has held that zoning power, irrespective of who wields it, is subject to both a standard of reasonableness and a constitutional limitation on arbitrary and unduly discriminatory interference with the rights of North Carolina property owners. In re Ellis, 277 N.C. 419, 178 S.E. 2d 77 (1970).

Zoning, as a definitional matter, is the regulation by a local governmental entity of the use of land within a given community, and of the buildings and structures which may be located thereon, in accordance with a general plan. 1 A. Rathkopf & D. Rathkopf, The Law of Zoning and Planning § 1.01 (4th ed. 1987). Most zoning ordinances — including that under which Guilford County acted in this case — undertake to provide some area, usually in the form of districts, for all lawful uses within a given area while seeking simultaneously to separate uses which are incompatible. 2 R. Anderson, American Law of Zoning § 9.16 (3d ed. 1986). Comprehensive zoning systems, though effective in preserving the character of ongoing uses, are often criticized for not allowing for the degree of flexibility needed to allow local officials to respond appropriately to “constantly shifting conditions and public needs.” *618Brough, Flexibility Without Arbitrariness In The Zoning System: Observations On North Carolina Special Exception And Zoning Amendment Cases, 53 N.C.L. Rev. 925, 925 (1975).

The practice of conditional use zoning — like that used by Guilford County in this case — is one of several vehicles by which greater zoning flexibility can be and has been acquired by zoning authorities. Conditional use zoning anticipates that when the rezoning of certain property within the general zoning framework described above would constitute an unacceptably drastic change, such a rezoning could still be accomplished through the addition of certain conditions or use limitations. Specifically, conditional use zoning occurs when a governmental body, without committing its own authority, secures a given property owner’s agreement to limit the use of his property to a particular use or to subject his tract to certain restrictions as a precondition to any rezoning. D. Hagman & J. Juergensmeyer, Urban Planning and Land Development Control Law § 5.5 (2d ed. 1986); Shapiro, The Case For Conditional Zoning, 41 Temp. L.Q. 267 (1968).

It is indeed generally agreed among commentators that, because it permits a given local authority greater flexibility in balancing conflicting demands, the practice of conditional use zoning is exceedingly valuable. 1 A. Rathkopf & D. Rathkopf, The Law of Zoning and Planning § 27.05 (4th ed. 1987); 2 R. Anderson, American Law of Zoning §§ 9.17, 9.20 (3d ed. 1986). One of the early leading scholars in the area of conditional use zoning, Ronald M. Shapiro, addressed the importance of this increased flexibility in a 1968 law review article as follows;

Conditional zoning is an outgrowth of the need for compromise between the interests of the developer seeking appropriate zoning changes for his tract, and the neighboring landowner whose property interests would suffer if the most intensive use permitted by the new classification were instituted. In an attempt to reconcile these conflicting pressures, the municipality will authorize the proposed change but minimize its adverse effects by imposing conditions.

Shapiro, The Case For Conditional Zoning, 41 Temp. L.Q. 267, 280 (1968).

*619Steven E. Davenport and Philip P. Green, Jr., of our own Institute of Government, in the context of the approach employed by zoning authorities in Greensboro, North Carolina, echoed Shapiro’s observations concerning the benefits of conditional use zoning:

The City of Greensboro’s conditional-use approach to rezoning arose from the theory that of the hundreds of pieces of property in the city, many — because of particular physical or locational attributes — did not fit well into any of the classes of general zoning districts available at that time. For example, perhaps a lot zoned “residential” adjoining a “commercial area” should not reasonably be “residential,” but rezoning it commercial (with all legal uses permitted) would only aggravate the land-use problem. But if. the rezoning was accompanied by certain conditions or use limitations, or both, a rezoning could perhaps not only offer a reasonable use for the property but also solve a land-use relationship problem.

Davenport & Green, Special Use and Conditional Use Districts: A Way to Impose More Specific Zoning Controls at 13 (Institute of Government, The University of North Carolina at Chapel Hill, 1980).

Without pausing at this juncture specifically to address the propriety of the zoning action in this case, we note that the action here is consistent with the observations of Shapiro and of Davenport and Green. Before the now-disputed zoning occurred, the tracts of land in question, and all of the surrounding land for some miles, were classified under the comprehensive zoning plan as A-l. While the A-l classification allowed Mr. Clapp to engage in the storage and sale of grain, it did not allow him to store and sell agricultural chemicals, which was his desire. While the rezoning of the two tracts to M-2 Industrial would clearly allow the desired agricultural chemical operation, it would also clearly allow for activities substantially inconsistent with the surrounding A-l areas.2 Herein lies the usefulness of conditional use zoning. By rezoning these tracts CU-M-2, the desired activity becomes a con*620forming use, but by virtue of the attendant conditions, uses undesirable under these circumstances can be limited or avoided altogether.

Notwithstanding the manifest benefits of conditional use zoning, there has, over the course of time, been some divergence of opinion amongst courts and commentators alike as to the legal status of the practice. In fact, the initial judicial response to conditional use zoning was to condemn the practice as invalid per se. See, e.g., Hartnett v. Austin, 93 So. 2d 86 (Fla. 1956); V. F. Zahodiakin Eng’r Corp. v. Zoning Board of Adjustment, 8 N.J. 386, 86 A. 2d 127 (1952). Those courts falling into this category have objected to conditional use zoning on the several grounds that it constitutes illegal spot zoning; that it is not, on the specific facts, authorized by the state’s zoning enabling legislation; and that it results in an improper and illegal abandonment of the local government’s police powers. 2 A. Rathkopf & D. Rathkopf, The Law of Zoning and Planning § 27.05 (4th ed. 1987).

The benefits of the additional zoning and planning flexibility inherent in conditional use zoning have apparently not escaped the attention of jurisdictions which have addressed the issue more recently. Many jurisdictions now approve of the practice of conditional use zoning, so long as the action of the local zoning authority in accomplishing the zoning is reasonable, neither arbitrary nor unduly discriminatory, and in the public interest.3 *621These jurisdictions, which comprise a growing trend, have concluded, among other things, that zoning legislation provides ample authority for the practice; that the use under the practice of carefully tailored restraints advanced, rather than injured, the interests of adjacent landowners; and that the practice is an appropriate means of harmonizing private interests in land and thus of benefiting the public interest. Wegner, Moving Toward the Bargaining Table: Contract Zoning, Development Agreements, and the Theoretical Foundations of Government Land Use Deals, 65 N.C.L. Rev. 957, 983-84 (1987).

Today, we join this growing trend of jurisdictions in recognizing the validity of properly employed conditional use zoning. We note that, though not specifically in effect when this case initially arose, our General Statutes now explicitly enable our local jurisdictions to employ conditional use zoning. The relevant statute provides, in pertinent part, as follows:

A county may divide its territorial jurisdiction into districts of any number, shape, and area that it may consider best suited to carry out the purposes of this Part. Within these districts a county may regulate and restrict the erection, construction, reconstruction, alteration, repair, or use of buildings, structures, or land. Such districts may include, but shall not be limited to, general use districts, in which a variety of uses are permissible in accordance with general standards; overlay districts, in which additional requirements are imposed on certain properties within one or more underlying general or special use districts; and special use districts or conditional use districts, in which uses are permitted only upon the issuance of a special use permit or a conditional use permit.

N.C.G.S. § 153A-342 (1987) (emphasis added). See also N.C.G.S. § 160A-382 (1987) (providing identical authority to cities and towns).

Although not mentioning conditional use zoning by name, the predecessor statute to that excerpted above — specifically, N.C.G.S. § 153A-340 (1981) — authorized local governments, among other things, to regulate and restrict the use of land and to issue conditional use permits. It was on the basis of this predecessor statute that Guilford County enacted the zoning ordinance pur*622suant to which the conditional use zoning at issue in this case occurred. The absence of any explicit mention of the practice of conditional use zoning in the predecessor statute is, in and of itself, not an indication of a lack of authority in local jurisdictions to engage in the practice. See Collard v. Incorporated Village, 52 N.Y. 2d 594, 421 N.E. 2d 818, 439 N.Y.S. 2d 326 (1981). With regard to the County’s authority to so act, two leading commentators stated as follows:

The authors believe that the general zoning enabling act contains ample authority to support this type of zoning system. It was first put into effect in the city of Greensboro and subsequently in Guilford County and Statesville with no further statutory support.

Davenport & Green, Special Use and Conditional Use Districts: A Way to Impose More Specific Zoning Controls at 9 (Institute of Government, The University of North Carolina at Chapel Hill, 1980).

Consistent with the above, this Court holds today that conditional use zoning, when carried out properly, is an approved practice in North Carolina. Like the jurisdictions we expressly join today, we are persuaded that the practice, when properly implemented, will add a valuable and desirable flexibility to the planning efforts of local authorities throughout our state. In our view, the “all or nothing” approach of traditional zoning techniques is insufficient in today’s world of rapid industrial expansion and pressing urban and rural social and economic problems. See Bartram v. Zoning Commission, 136 Conn. 89, 68 A. 2d 308 (1949); Shapiro, The Case For Conditional Zoning, 41 Temp. L.Q. 267 (1968).

Having so stated, we hasten to add that, just as this type of zoning can provide much-needed and valuable flexibility to the planning efforts of local zoning authorities, it could also be as easily abused. We recognize that critics of the practice are to a limited extent justified in their concern that the unrestricted use of conditional use zoning could lead to private or public abuse of governmental power. We have said, however, that, in order to be legal and proper, conditional use zoning, like any type of zoning, must be reasonable, neither arbitrary nor unduly discriminatory, and in the public interest. In re Ellis, 277 N.C. 419, 178 S.E. 2d 77. *623It goes without saying that it also cannot constitute illegal spot zoning or illegal contract zoning as those two concepts are developed in the pages which follow. The benefits of the flexibility of conditional use zoning can be fairly achieved only when these limiting standards are consistently and carefully applied.

Before moving to the discussion of spot zoning and contract zoning, we pause a final time to address, and to expressly reject, one conclusion made by the Court of Appeals with regard to the concept of conditional use zoning. Specifically, in its opinion below in this case, the Court of Appeals stated as follows:

Rezoning, however, may be done only if the location and surrounding circumstances are such that the property should be made available for all uses permitted by the zoning classification to which the property is rezoned. Allred v. City of Raleigh, 277 N.C. 530, 178 S.E. 2d 432 (1971). The fact that the property is rezoned to a conditional use district does not change that rule. Undoubtedly, the establishment of conditional use districts is a means to achieve greater flexibility in zoning. By definition, the county’s zoning ordinance deems a conditional use district to be inappropriate for all the uses permitted in its corresponding district absent the imposition of “special conditions.” It is the imposition of special conditions, through the issuance of the conditional use permit, which will make the use appropriate for the affected area. Nevertheless, in order to properly rezone the area to a conditional use district, the zoning authority initially must determine that the property, under the new zoning classification, is suitable for all the uses permitted in its corresponding district.

Chrismon v. Guilford County, 85 N.C. App. 211, 218, 354 S.E. 2d 309, 314 (emphasis added).

Translating the above-excerpted conclusion of the Court of Appeals to the facts of the case before us makes clear its import for the law of conditional use zoning. Specifically, the implication of the Court of Appeals’ conclusion is that, in order for the rezoning of this property to CU-M-2 to be legal and proper, it must not only be true that the limited uses prescribed by the conditional use permit be suitable uses, but it must also be true that any use permitted under the general M-2 classification be a suitable use *624on the facts of this case. In the opinion of this Court, this is not and should not be the law in this State.

First, the Court of Appeals improperly relied upon our decision in Allred, a general and not a conditional use zoning case, for support of its conclusion. In Allred, the facts revealed that, pursuant to a comprehensive zoning ordinance, the City of Raleigh, North Carolina, was divided into thirteen classes oí districts or zones, inclusive of five residential districts or zones designated R-4, R-6, R-10, R-20, and R-30. Allred v. City of Raleigh, 277 N.C. 530, 178 S.E. 2d 432 (1971). The complained-of rezoning was that from one general district or zone, R-4, to another general district or zone, R-10. Id. This Court held that the property in question could be rezoned “only if and when its location and the surrounding circumstances are such that the property should be made available for all uses permitted in an R-10 district.” Id. at 545, 178 S.E. 2d at 440-41. While this is an accurate statement of North Carolina law with regard to rezoning from one general district to another general district, it is not authority in cases such as this involving rezoning from a general district to a conditional use district.

Second, the Court of Appeals’ extension of the Allred “available for all uses” restriction to rezonings like that in the case at bar is completely at odds with the concept of conditional use zoning and all of its attendant benefits. As discussed above, the practice of conditional use zoning is a vehicle by which local zoning authorities can acquire greater flexibility in land use planning. Turning to the facts at hand for purposes of illustration, rezoning Mr. Clapp’s two tracts to a conditional use zone — specifically, CU-M-2 — allows a desired use — here, the storage and sale of certain agricultural chemicals — which is not drastically at odds with other uses in the predecessor zone. However, such rezoning would not allow uses perhaps allowable under the general M-2 Industrial zone which are more clearly inconsistent with ongoing uses under the predecessor zone.

Under the reasoning employed by the Court of Appeals, in order for the desired rezoning here to CU-M-2 to be legal and proper, Mr. Clapp’s two tracts of land must be suitable for all uses possible, not pursuant to the conditions set out in the conditional use permit, but under the general M-2 Industrial zone. As *625the City of Greensboro and the City of Charlotte correctly point out in their joint amicus curiae brief, if a given tract of land is suited to all uses allowed in the corresponding general use district — here, M-2 Industrial — the purposes served, and the benefits provided by, conditional use districts would be negated entirely.

[2] Accordingly, we hold today that, contrary to the conclusion reached by the Court of Appeals below, it is not necessary that property rezoned to a conditional use district be available for all of the uses allowed under the corresponding general use district. In so holding, we join several other jurisdictions which have reached the same conclusion. See Bucholz v. City of Omaha, 174 Neb. 862, 120 N.W. 2d 270 (1963); Zupancic v. Schimenz, 46 Wis. 2d 22, 174 N.W. 2d 533 (1970).

II.

We turn now to the question of spot zoning. As we noted above, in its opinion below, the Court of Appeals held that the rezoning at issue here —namely, the rezoning of Mr. Clapp’s two tracts from A-l to CU-M-2 — constituted an illegal form of “spot zoning” and was therefore void. In arriving at its holding, the Court of Appeals concluded that Guilford County had “failed to show a reasonable basis” for the rezoning in question and cited three principal reasons for its conclusion: (1) the rezoning was not called for by any change of conditions on the land; (2) the rezoning was not called for by the character of the district and the particular characteristics of the area being rezoned; and (3) the rezoning was not called for by the classification and use of nearby land.

While this Court agrees with some portions of the analysis employed by the Court of Appeals, we must disagree with that court’s final conclusion. In our firmly held view, the rezoning accomplished in this case, while admittedly constituting a form of spot zoning, constituted a legal, and not an illegal form of spot zoning. Notwithstanding the Court of Appeals’ conclusion to the contrary, we find that, on the facts of this case, the county did show a reasonable basis for. the rezoning at issue. Moreover, while this is a case of first impression in that it involves the practice of conditional use zoning, we find our result to be consistent with related zoning cases from other jurisdictions. Accordingly, the Court of Appeals is reversed on this question.

*626We note as an initial matter that there is substantial disagreement amongst jurisdictions across the nation as to both the proper definition of and the legal significance of the term “spot zoning.” Jurisdictions have essentially divided into two distinct camps. One group, the majority of jurisdictions, regards the term “spot zoning” as a legal term of art referring to a practice which is per se invalid. See 2 A. Rathkopf & D. Rathkopf, The Law of Zoning and Planning § 28.01 (4th ed. 1987); 1 R. Anderson, American Law of Zoning § 5.12 (3d ed. 1986); 2 E. Yokley, Zoning Law and Practice § 13-3 (4th ed. 1978). In such jurisdictions, a judicial determination that a given rezoning action constitutes spot zoning is, ipso facto, a determination that the rezoning action is void.

The position of this first group has been described by one commentator as follows:

Spot zoning amendments are those which by their terms single out a particular lot or parcel of land, usually small in relative size, and place it in an area the land use pattern of which is inconsistent with the small lot or parcel so placed, thus projecting an inharmonious land use pattern. Such amendments are usually triggered by efforts to secure special benefits for particular property owners, without proper regard for the rights of adjacent landowners. These are the real spot zoning situations. Under no circumstances could the tag of validity he attached thereto.

2 E. Yokley, Zoning Law and Practice § 13-3 at 207 (4th ed. 1978) (emphasis added).

A somewhat smaller group of jurisdictions, including our own, has taken a different approach. In these jurisdictions, it has been stated that “spot zoning” is a descriptive term merely, rather than a legal term of art, and that spot zoning practices may be valid or invalid depending upon the facts of the specific case. See 2 E. Yokley, Zoning Law and Practice § 13-5 (4th ed. 1978); 2 A. Rathkopf & D. Rathkopf, The Law of Zoning and Planning § 28.01 n.1 (4th ed. 1987). See also Tennison v. Shomette, 38 Md. App. 1, 379 A. 2d 187 (1977); Save Our Rural Environment v. Snohomish County, 99 Wash. 2d 363, 662 P. 2d 816 (1983) (holding that the practice of spot zoning is not invalid per se). Unlike in the majority of jurisdictions, in these jurisdictions, a spot zoning case *627poses, not merely the lone question of whether what occurred on the facts constituted spot zoning. It also poses the additional question of whether the zoning action, if spot zoning, was of the legal or illegal variety.

We are firmly amongst this latter group of jurisdictions which has held that spot zoning is not invalid per se. For example, in this Court’s opinion in Blades v. City of Raleigh, 280 N.C. 531, 187 S.E. 2d 35 (1972), we defined “spot zoning” as follows:

A zoning ordinance, or amendment, which singles out and reclassifies a relatively small tract owned by a single person and surrounded by a much larger area uniformly zoned, so as to impose upon the small tract greater restrictions than those imposed upon the larger area, or so as to relieve the small tract from restrictions to which the rest of the area is subjected, is called “spot zoning.”

Id. at 549, 187 S.E. 2d at 45. However, having so defined the practice, we hastened to add that the practice is not invalid per se but, rather, that it is beyond the authority of the municipality or county and therefore void only “in the absence of a clear showing of a reasonable basis” therefor. Id.

[3] Accordingly, in this case, and indeed in any spot zoning case in North Carolina courts, two questions must be addressed by the finder of fact: (1) did the zoning activity in the case constitute spot zoning as our courts have defined that term; and (2) if so, did the zoning authority make a clear showing of a reasonable basis for the zoning. In the case at bar, since the action by the Board was so clearly spot zoning under the Blades definition, this two-part inquiry can quickly be narrowed to the lone question of whether there is a clear showing of a reasonable basis. As the Court of Appeals quite correctly stated in its opinion below in this case:

The rezoning amendment here clearly constitutes spot zoning. The rezoned area was only 8.57 acres and was uniformly surrounded by property zoned A-l. The remaining question then is whether there was a reasonable basis for the county’s action in spot zoning the 8.57 acre tract.

Chrismon v. Guilford County, 85 N.C. App. 211, 215, 354 S.E. 2d 309, 312 (emphasis added).

*628It is at this point, however, that we differ with the decision of the Court of Appeals. As we stated above, in its opinion, the Court of Appeals concluded, after considering several different factors, that the Board of County Commissioners had failed to clearly demonstrate a reasonable basis for its zoning action and, further, that the action was therefore void. With due respect, we find the analysis employed by the Court of Appeals to be flawed. In the view of this Court, the Board did in fact clearly show a reasonable basis for its rezoning of Mr. Clapp’s two tracts from A-l to CU-M-2. We are particularly persuaded, first, by the degree of public benefit created by the zoning action here and, second, by the similarity of the proposed use of the tracts under the new conditional use zone to the uses in the surrounding A-l areas.

[4] At the outset, we note that a judicial determination as to the existence or nonexistence of a sufficient reasonable basis in the context of spot zoning is, and must be, the “product of a complex of factors.” 1 R. Anderson, American Law of Zoning § 5.13 at 364 (3d ed. 1986). The possible “factors” are numerous and flexible, and they exist to provide guidelines for a judicial balancing of interests. 2 A. Rathkopf & D. Rathkopf, The Law of Zoning and Planning § 28.01 (4th ed. 1987). Among the factors relevant to this judicial balancing are the size of the tract in question; the compatibility of the disputed zoning action with an existing comprehensive zoning plan; the benefits and detriments resulting from the zoning action for the owner of the newly zoned property, his neighbors, and the surrounding community; and the relationship between the uses envisioned under the new zoning and the uses currently present in adjacent tracts. See id.; 1 R. Anderson, American Law of Zoning § 5.13 (3d ed. 1986). Once again, the criteria are flexible, and the specific analysis used depends on the facts and circumstances of a particular case. 2 A. Rathkopf & D. Rathkopf, The Law of Planning and Zoning § 28.01 (4th ed. 1987).

[5] Turning our attention to the case before us, we find the latter two of the above-mentioned factors to argue forcefully for the proposition that the rezoning activity here was supported by a reasonable basis. First, the relative benefits and detriments accruing to Mr. Clapp, Mr. Chrismon, and the surrounding area as a result of the rezoning are instructive. It has been stated that the true vice of illegal spot zoning is in its inevitable effect of granting a discriminatory benefit to one landowner and a correspond*629ing detriment to the neighbors or the community without adequate public advantage or justification. 2 E. Yokley, Zoning Law and Practice § 13-3 (4th ed. 1978); see Smith v. Skagit County, 75 Wash. 2d 715, 453 P. 2d 832 (1969). Accordingly, while spot zoning which creates a great benefit for the owner of the rezoned property with only an accompanying detriment and no accompanying benefit to the community or to the public interest may well be illegal, spot zoning which provides a service needed in the community in addition to benefitting the landowner may be proper. See 2 E. Yokley, Zoning Law and Practice § 13-3 (4th ed. 1978).

Courts from other jurisdictions have held, for example, that the mere fact that an area is rezoned at the request of a single owner and is of greater benefit to him than to others does not make out a case of illegal spot zoning if there is a public need for it. See, e.g., Jaffe v. City of Davenport, 179 N.W. 2d 554 (Iowa 1970); Sweeney v. City of Dover, 108 N.H. 307, 234 A. 2d 521 (1967). The Supreme Court of New Jersey long ago announced a standard for properly weighing the various benefits and detriments created by disputed zoning activity. In a statement with which this Court agrees, that court stated as follows:

The standard is not the advantage or detriment to particular neighboring landowners, but rather the effect upon the entire community as a social, economic and political unit. That which makes for the exclusive and preferential benefit of such particular landowner, with no relation to the community as a whole, is not a valid exercise of this sovereign power.

Mansfield & Swett, Inc. v. West Orange, 120 N.J.L. 145, 150, 198 A. 225, 233 (1938) (emphasis added).

Turning to the facts of the case at bar, it is manifest that Mr. Clapp, the owner of the tracts rezoned in this case, has reaped a benefit by the Board’s action. Specifically, by virtue of the Board’s decision to rezone the tracts from A-l to CU-M-2, Mr. Clapp will be able to carry on the otherwise illegal storage and sale of agricultural chemicals on both of his two tracts along Gun Shop Road in rural Guilford County. It is also beyond question that the plaintiffs in this case, the Chrismons, have simultaneously sustained a detriment. They, of course, would prefer that Mr. Clapp carry on his agricultural chemical operation somewhere other than next door to their home. Notwithstanding this, and *630consistent with the authority excerpted above, it is important, in our view, to consider this in the added context of both the benefits of the rezoning for the surrounding community and for the public interest.

As the Court of Appeals quite correctly conceded in its opinion below, “[t]he evidence clearly shows that Mr. Clapp’s operation is beneficial to area farmers.” Chrismon v. Guilford County, 85 N.C. App. 211, 218, 354 S.E. 2d 309, 313-14. The record reveals that members of the farming community surrounding the disputed land spoke in favor of the rezoning action during a meeting of the Guilford County Board of Commissioners prior to the ultimate meeting of 20 December 1982. Moreover, the record also reveals that, at one of the Board’s meetings concerning the proposed rezoning, the Board was presented with a petition signed by some eighty-eight area residents favoring the action. While this Court understands that it was the Chrismons alone who lived next door to the operation, we do note that it was the Chrismons, and no one else, who spoke up against the rezoning.

In addition to this record evidence of substantial community support for Mr. Clapp’s proposed use, there is additional and more objective evidence that the operation constitutes a use valuable to the surrounding community. The area in the vicinity of Mr. Clapp’s operation is zoned for some miles as exclusively A-l and is used by many for farming activities. Quite independent of the indications from members of the community that they have a subjective need for Mr. Clapp’s services, it cannot be gainsaid that services of this type — namely, the storage and sale of pesticides, lime, and fertilizer — are valuable in a farming community such as that here. It has been held elsewhere that community-wide need for commercial or industrial facilities usually takes precedence over the objections of several adjacent property owners. See Citizens Ass'n of Georgetown, Inc. v. D.C. Zoning Comm'n, 402 A. 2d 36 (D.C. App. 1979). We believe that to be the case here.

A second factor that we find important in the determination of a reasonable basis for the spot zoning here is the similarity between the proposed use of the tracts under the new conditional use zone and the uses already present in surrounding areas. In its opinion in this case, the Court of Appeals stated as follows:

*631The only finding of fact which would arguably allow the trial court to conclude that the rezoning was supported by a reasonable basis is that the uses actually authorized were not incompatible with the general area. ... We cannot agree.

Chrismon v. Guilford County, 85 N.C. App. 211, 218, 354 S.E. 2d 309, 313-14 (emphasis added). We disagree strongly with the Court of Appeals on this point. In our view, even in the wake of the rezoning of Mr. Clapp’s tracts to CU-M-2, the uses present in the rezoned area and the surrounding A-l area will remain, by virtue of the restrictions inherent in conditional use zoning, quite similar. At the very least, the differences in the uses will certainly not be vast, as is often the situation in a case of illegal spot zoning.

The compatibility of the uses envisioned in the rezoned tract with the uses already present in surrounding areas is considered an important factor in determining the validity of a spot zoning action. 2 A. Rathkopf & D. Rathkopf, The Law of Zoning and Planning § 28.04 (4th ed. 1987); 1 R. Anderson, American Law of Zoning § 5.16 (3d ed. 1986). One commentator addressed this factor as follows:

In determining whether a zoning amendment constitutes spot zoning, the courts will consider the character of the area which surrounds the parcel reclassified by the amendment. Most likely to be found invalid is an amendment which reclassifies land in a manner inconsistent with the surrounding neighborhood.

1 R. Anderson, American Law of Zoning § 5.16 at 383 (3d ed. 1986) (emphasis added). One court has described the evil to be avoided as “an attempt to wrench a single small lot from its environment and give it a new rating which disturbs the tenor of the neighborhood. ” Magnin v. Zoning Commission, 145 Conn. 26, 28, 138 A. 2d 522, 523 (1958) (emphasis added). We see no such disturbance on the facts before us.

While significant disturbances such as the rezoning of a parcel in an old and well-established residential district to a commercial or industrial district would clearly be objectionable, see, e.g., Mraz v. County Comm'rs of Cecil County, 291 Md. 81, 433 A. 2d 771 (1981), this is clearly not such a case. We note first that, in *632actuality, the rezoning of the tracts in question from A-l to CUM-2, with all of the attendant restrictions and conditions, really represents very little change. The A-l classification, as we stated earlier in our review of the facts of this case, allows all of Mr. Clapp’s current operation except for the storage and sale of agricultural chemicals. The most noticeable activity, and the activity we suspect the plaintiffs would most like to be rid of — namely, the storage and sale of grain — is a conforming use under the A-l classification and can legally continue irrespective of any zoning change. In addition, the conditions accompanying the disputed rezoning in the form of the conditional use permit essentially restrict Mr. Clapp to the very activities in which he is currently engaging — the storage and sale of agricultural chemicals — and nothing more.

Second, this is simply not a situation like that alluded to above in which a radically different land use, by virtue of a zoning action, appears in the midst of a uniform and drastically distinct area. No parcel has been “wrenched” out of the Guilford County landscape and rezoned in a manner that “disturbs the tenor of the neighborhood.” As we have noted on several occasions, the area surrounding the tracts in question is uniformly zoned as A-l agricultural. The A-l district, a general use district in the Guilford County comprehensive zoning scheme, provides for a wide variety of uses. Conforming uses under the A-l district include such disparate uses as single family dwellings, sawmills, fish or fowl hatcheries, farms, hospitals, and grain mills like the one Mr. Clapp was in fact operating here. In our view, the use of the newly rezoned tracts, pursuant to a CU-M-2 assignment, to store and sell agricultural chemicals is simply not the sort of drastic change from possible surrounding uses which constitutes illegal spot zoning.

Our research has revealed a case from another jurisdiction, Earle v. McCarthy, 28 Or. App. 539, 560 P. 2d 665 (1977), which is strikingly similar on the facts to that before us today. While the court was not specifically called upon there to address a spot zoning challenge, it upheld the issuance of a conditional use permit.

In Earle, the Marion County Board of Commissioners granted defendant a conditional use permit for the construction of a hop warehouse. The warehouse was to store a rather large volume of *633crops from many local hop growers and was, in addition, to store and sell string and burlap used in hop production. The proposed site of the warehouse was in an area of land designated pursuant to the local zoning ordinance as an EFU (Exclusive Farm Use) zone, the purpose of which was as follows:

“The purpose and intent of the Exclusive Farm Use zone is to provide areas for the continued practice of agriculture and permit the establishment of only those new uses which are compatible to agricultural activities.”

Earle v. McCarthy, 28 Or. App. 539, 542, 560 P. 2d 665, 666 (quoting local ordinance) (emphasis added).

Owners of land near the proposed site of the warehouse challenged the action of the local board. In the view of the court, the warehouse constituted, pursuant to the relevant ordinance, a commercial activity in conjunction with farm use and was therefore a proper use even within an exclusive farm use zone. In our opinion, the parallels between the Oregon case and that before us are striking. The relationship between the hop warehouse and the surrounding EFU zone in the Oregon case, in our view, mirrors the relationship between Mr. Clapp’s agricultural chemical operation and the adjacent A-l district in this case. Here, as there, the local authority’s activity was proper.

As we noted earlier in this section, cases involving a challenge to a rezoning action on the basis of possible illegal spot zoning are very fact specific; their resolution turns very heavily on the particular facts and circumstances of the case. This spot zoning case, in which the disputed action changed a general district zone to a conditional use zone, is, for that reason, a case of first impression. While this Court has addressed the issue of spot zoning in North Carolina cases involving rezoning from one general district to another, the facts of these cases are not analogous to this case and are therefore not helpful.

In sum then, while we agree with the Court of Appeals that the rezoning of Mr. Clapp’s two tracts constituted a form of spot zoning under the Blades definition, we find, contrary to its conclusion, that this activity was of the legal and not illegal variety. More precisely, we find that, because of the quite substantial benefits created for the surrounding community by the rezoning *634and because of the close relationship between the likely uses of the rezoned property and the uses already present in the surrounding tracts, there was a clear showing of a reasonable basis for the spot zoning in this instance. It is therefore not void, and the Court of Appeals is reversed as to this point.

III.

We turn finally to the question of contract zoning. As we stated above, in its opinion below, the Court of Appeals also held that the rezoning in question constituted illegal “contract zoning” and was therefore invalid and void for that alternative reason. Relying for support primarily on this Court’s decision in Allred v. City of Raleigh, 277 N.C. 530, 178 S.E. 2d 432, the Court of Appeals stated, in relevant part, as follows:

[T]he county’s action here also constitutes “contract zoning.” Rezoning lacks a permissible basis where it is done “on consideration of assurances that a particular tract or parcel will be developed in accordance with restricted approval plans.” [Allred, 277 N.C.] at 545, 178 S.E. 2d at 441.

... In effect, the rezoning was done on the assurance that Mr. Clapp would submit an application for a conditional use permit specifying that he would use the property only in that manner. The rezoning here was accomplished as a direct consequence of the conditions agreed to by the applicant rather than as a valid exercise of the county’s legislative discretion.

Chrismon v. Guilford County, 85 N.C. App. 211, 219, 354 S.E. 2d 309, 314 (citations omitted).

We must disagree with the Court of Appeals. In the view of this Court, the Court of Appeals, in its approach to the question of whether the rezoning at issue in this case constituted illegal contract zoning, improperly considered as equals two very different concepts — namely, valid conditional use zoning and illegal contract zoning. By virtue of this treatment of the two quite distinguishable concepts, the Court of Appeals has, for all intents and purposes, outlawed conditional use zoning in North Carolina by equating this beneficial land planning tool with a practice universally considered illegal. In fact, for the reasons we will develop below, the two concepts are not to be considered synony*635mous. Moreover, we hold that the rezoning at issue in this case— namely, the rezoning of Mr. Clapp’s two tracts of land from A-l to CU-M-2 — was, in truth, valid conditional use zoning and not illegal contract zoning.

Illegal contract zoning properly connotes a transaction wherein both the landowner who is seeking a certain zoning action and the zoning authority itself undertake reciprocal obligations in the context of a bilateral contract. Shapiro, The Case for Conditional Zoning, 41 Temp. L.Q. 267 (1968); D. Mandelker, Land Use Law § 6.59 (1982). One commentator provides as illustration the following example:

A Council enters into an agreement with the landowner and then enacts a zoning amendment. The agreement, however, includes not merely the promise of the owner to subject his property to deed restrictions; the Council also binds itself to enact the amendment and not to alter the zoning change for a specified period of time. Most courts will conclude that by agreeing to curtail its legislative power, the Council acted ultra vires. Such contract zoning is illegal and the rezoning is therefore a nullity.

Shapiro, The Case for Conditional Zoning, 41 Temp. L.Q. 267, 269 (1968) (emphasis added). As the excerpted illustration suggests, contract zoning of this type is objectionable primarily because it represents an abandonment on the part of the zoning authority of its duty to exercise independent judgment in making zoning decisions. See id.; see generally Wegner, Moving Toward the Bargaining Table: Contract Zoning, Development Agreements, and the Theoretical Foundations of Governmental Land Use Deals, 65 N.C.L. Rev. 957 (1987).

As we indicated in Part I above, valid conditional use zoning, on the other hand, is an entirely different matter. Conditional use zoning, to repeat, is an outgrowth of the need for a compromise between the interests of the developer who is seeking appropriate rezoning for his tract and the community on the one hand and the interests of the neighboring landowners who will suffer if the most intensive use permitted by the new classification is instituted. One commentator has described its mechanics as follows:

*636An orthodox conditional zoning situation occurs when a zoning authority, without committing its own power, secures a property owner’s agreement to subject his tract to certain restrictions as a prerequisite to rezoning. These restrictions may require that the rezoned property be limited to just one of the uses permitted in the new classification; or particular physical improvements and maintenance requirements may be imposed.

Shapiro, The Case For Conditional Zoning, 41 Temp. L.Q. 267, 270-71 (1968) (emphasis added).

[6] In our view, therefore, the principal differences between valid conditional use zoning and illegal contract zoning are related and are essentially two in number. First, valid conditional use zoning features merely a unilateral promise from the landowner to the local zoning authority as to the landowner’s intended use of the land in question, while illegal contract zoning anticipates a bilateral contract in which the landowner and the zoning authority make reciprocal promises. Second, in the context of conditional use zoning, the local zoning authority maintains its independent decision-making authority, while in the contract zoning scenario, it abandons that authority by binding itself contractually with the landowner seeking a zoning amendment.

[7] The Court of Appeals, in its opinion in this case, determined that “[t]he rezoning here was accomplished as a direct consequence of the conditions agreed to by the applicant rather than as a valid exercise of the county’s legislative discretion.” Chrismon v. Guilford County, 85 N.C. App. 211, 219, 354 S.E. 2d 309, 314. In so doing, it concluded, in essence, that the zoning authority here — namely, the Guilford County Board of Commissioners — entered into a bilateral agreement, thereby abandoning its proper role as an independent decision-maker and rendering this rezoning action void as illegal contract zoning. This Court disagrees. We conclude that the zoning authority neither entered into a bilateral contract nor abandoned its position as an independent decision-maker. Therefore, we find what occurred in the case before us to constitute valid conditional use zoning and not illegal contract zoning.

First, having carefully reviewed the record in the case, we find no evidence that the local zoning authority — here, the Guilford County Board of Commissioners — entered into anything ap*637proaching a bilateral contract with the landowner — here, Mr. Clapp. The facts of the case reveal that, pursuant to a filed complaint from the Chrismons, the Guilford County Inspections Department, by a letter dated 22 July 1982, notified Mr. Clapp that his expansion of the agricultural chemical operation to the tract adjacent to plaintiffs’ lot constituted an impermissible expansion of a nonconforming use. More important for purposes of this issue, the letter informed Mr. Clapp of his various options in the following manner:

Mr. Clapp, there are several courses of action available to you in an effort to resolve your Zoning Ordinance violations:

2. You may request rezoning of that portion of your land involved in the violations. This is not a guaranteed option.

Shortly after receiving this letter, Mr. Clapp applied to have both of his tracts of land — the 3.18-acre tract north of Gun Shop Road and the 5.06-acre tract south of Gun Shop Road — rezoned from A-l to CU-M-2. He also filed written application for a conditional use permit, specifying in the application that he would continue to use the property as it was then being used and, in addition, listing those changes he would like to make in the succeeding five years. While these applications were ultimately approved by the Guilford County Board of Commissioners after a substantial period of deliberation which we highlight below, we are quite satisfied that the only promises made in this case were unilateral — specifically, those from Mr. Clapp to the Board in the form of the substance of his conditional use permit application. As the letter excerpted above makes clear, no promises whatever were made by the Board in exchange, and this rezoning does not therefore fall into the category of illegal contract zoning.

Second, and perhaps more important, the Board did not, by virtue of its actions in this case, abandon its position as an independent decision-maker. The Court of Appeals concluded that, rather than from a “valid exercise of the county’s legislative discretion,” the Board’s decision in this zoning matter in fact resulted from an illegal bargain between the Board and the landowner, Mr. Clapp. This conclusion by the Court of Appeals is, in *638our view, at odds with the facts developed in the record. On the contrary, we find that the Board made its decision in this matter only after a lengthy deliberation completely consistent with both the procedure called for by the relevant zoning ordinance and the rules prohibiting illegal contract zoning.

The Guilford County Zoning Ordinance provides appropriate procedures to be used by landowners wishing to apply for rezonings to a conditional use district and for conditional use permits. Pursuant to the ordinance, a landowner must apply separately for rezoning to the appropriate conditional use district and for the conditional use permit. This second petition — that for the conditional use permit — must provide specific details of the applicant’s proposed use of the land affected by the potential permit. Petitions are directed to the Guilford County Board of Commissioners and are filed initially in the office of the Planning Department. The Planning Director submits the petition and the Planning Department’s recommendation to the Planning Board. The Planning Board subsequently makes advisory recommendations to the Board of County Commissioners, which, following a public hearing held pursuant to proper notice, makes the final decision as to whether the rezoning application and the permit will be approved or disapproved.

It is undisputed, and plaintiffs conceded as much upon oral argument before this Court, that all procedural requirements were observed in this case. As we indicated above, shortly after the Guilford County Inspections Department notified Mr. Clapp of his violation, he submitted an application for a rezoning of the tracts in question. Simultaneously, he applied for a conditional use permit, specifying how the property was then being used and, in addition, listing those improvements he would like to make in the future. The Planning Division recommended that the property be rezoned accordingly, and the Guilford County Planning Board voted to approve that recommendation at their meeting of 8 September 1982.

Pursuant to proper notice, the Guilford County Board of Commissioners held a public meeting on 20 December 1982 regarding both applications and heard numerous statements from all of the concerned parties. During at least one previous meeting, members of the community had spoken in favor of Mr. Clapp’s re*639zoning request, numerous ideas had been introduced concerning use of the property, and the Board was presented with a petition signed by eighty-eight persons favoring the rezoning request. While the Court of Appeals’ opinion seems to suggest that the ultimate result of the 20 December 1982 meeting was a foregone conclusion, the record simply does not reveal as much. Instead, the' record reveals that the Board made its final decision only after what appears to have been a thorough consideration of the merits of Mr. Clapp’s applications for rezoning and for a conditional use permit, as well as of the various alternatives to granting those applications.4

While the Court of Appeals concluded that the decision at issue here by the Guilford County Board of Commissioners was not the result of “a valid exercise of the county’s legislative discretion,” we find just the opposite. The record in the case, in our view, while it reveals a unilateral promise from Mr. Clapp to the Board concerning his proposed use of the tracts, does not demonstrate the reciprocity featured in cases of illegal contract zoning. Moreover, the record also demonstrates, we think quite clearly, that the Board did not abandon its role as an independent decision-maker. Rather, after deliberating over information gathered from a large number of sources and after weighing both the desired rezoning and permit as well as various alternatives, the Board rendered a decision. In short, then, we find that the Board engaged here, not in illegal contract zoning, but in valid conditional use zoning. Accordingly, the Court of Appeals is reversed as to this issue as well.

IV.

In conclusion, this Court has carefully reviewed the record in its entirety and all of the contentions of the parties to this action. Consistent with the above, we hold as follows: (1) the practice of conditional use zoning, insofar as it is reasonable, neither ar*640bitrary nor unduly discriminatory, and in the public interest and, subject to our discussions of spot zoning and contract zoning above, is an approved practice in this state; (2) the rezoning in this case, while clearly spot zoning, was not illegal spot zoning in that it was done pursuant to a clear showing of a reasonable basis; and (3) the rezoning in this case, because the Board neither entered into a bilateral agreement nor abandoned its place as the independent decision-maker, was not illegal contract zoning.

Accordingly, the decision of the Court of Appeals is hereby reversed. The case is remanded to that court for further remand to the Superior Court, Guilford County, for reinstatement of the original judgment denying plaintiffs’ action for a declaratory judgment and affirming the zoning action of the Guilford County Board of Commissioners.

Reversed.

Justice Mitchell

dissenting.

The zoning amendment and conditional use permit in this case amounted to written acceptance by Guilford County of Clapp’s offer — by written application — to use his property only in certain ways. Thus, for reasons fully discussed in the opinion of the Court of Appeals, 85 N.C. App. 211, 354 S.E. 2d 309 (1987), Guilford County’s actions in the present case also amounted to illegal “contract zoning.” See Blades v. City of Raleigh, 280 N.C. 531, 187 S.E. 2d 35 (1972); Allred v. City of Raleigh, 277 N.C. 530, 178 S.E. 2d 432 (1971).

I believe that Guilford County was without authority to engage in any conditional use zoning whatsoever in 1982, the time it did so in the present case. Effective 4 July 1985, the General Assembly amended N.C.G.S. § 153A-342 and N.C.G.S. § 160A-382 to allow cities and counties to establish conditional use districts. 1985 N.C. Sess. Laws ch. 607. Although the act was entitled an act to “make clear” the authority of local governments to establish such districts, I do not believe that the title controls in this case. Courts need refer to the title in construing an act only when the meaning of the act is in doubt. Finance Corp. v. Scheidt, Comr. of Motor Vehicles, 249 N.C. 334, 106 S.E. 2d 555 (1959). Here, the 1985 act expressly authorizes units of local government *641to establish conditional use districts upon a petition by the owners of all the property to be included. Prior to that enactment, units of local government did not have such authority. See generally Blades v. City of Raleigh, 280 N.C. 531, 187 S.E. 2d 35; Allred v. City of Raleigh, 277 N.C. 530, 178 S.E. 2d 432. Therefore, the action of the General Assembly is fully consistent with the ordinary presumption that, by amending an existing statute, the legislature intended a departure from the old law. See Childers v. Parker’s, Inc., 274 N.C. 256, 162 S.E. 2d 481 (1968).

The majority cites numerous scholarly authorities in support of its very thorough discussion of social policy arguments in favor of conditional use zoning. Boiled down to their essence, these arguments simply amount to an expression of the majority’s view that the authority to engage in conditional use zoning will give planners and local governing authorities greater flexibility and that such flexibility is very valuable. Beyond question, conditional use zoning authority will give them greater flexibility. Because I believe that the General Assembly had not authorized conditional use zoning at the time in question here, I find it unnecessary to consider whether conditional use zoning gives so much “flexibility” to local planners and governing bodies that they are left free to allow or disapprove specific uses of property in an unconstitutionally arbitrary and unpredictable manner.

For the foregoing reasons, I dissent.

Justice WEBB joins in this dissenting opinion.

Justice Webb

dissenting.

I join in the dissent of Justice Mitchell and I add a few comments. It appears to me the majority has overruled Blades v. City of Raleigh, 280 N.C. 531, 187 S.E. 2d 35 (1972) and Allred v. City of Raleigh, 277 N.C. 530, 178 S.E. 2d 432 (1971). In an attempt to distinguish Blades and Allred from this case the majority goes to some length in explaining the difference between what it says is valid conditional use zoning and illegal contract zoning. The difficulty for me with the majority opinion is that the definitions it uses for conditional use zoning and contract zoning are contrary to the holdings of Blades and Allred.

*642The majority says:

In our view, therefore, the principal differences between valid conditional use zoning and illegal contract zoning are related and are essentially two in number. First, valid conditional use zoning features merely a unilateral promise from the landowner to the local zoning authority as to the landowner’s intended use of the land in question, while illegal contract zoning anticipates a bilateral contract in which the landowner and the zoning authority make reciprocal promises. Second, in the context of conditional use zoning, the local zoning authority maintains its independent decision-making authority, while in the contract zoning scenario, it abandons that authority by binding itself contractually with the landowner seeking a zoning amendment.

This definition simply does not square with Blades and Allred. The facts in each of those two cases were that a landowner petitioned the City of Raleigh for a change in the zoning ordinance. In each case the landowner submitted plans for the buildings he would construct if the change was made. The City Council in each case rezoned the property as requested by the landowner. This Court in each case held this was illegal contract zoning. There was no more evidence in either case that there was a bilateral contract or any reciprocal promises than there is in this case. There was no more evidence in those cases than there is in this case that the zoning board abandoned its independent decision making authority. In my opinion Blades and Allred are indistinguishable from this case.

I believe that prior to today the rule was that if a person requested a zoning change and submitted plans of the type building he would construct if the change were granted, and the zoning authority made the change based on the promise to construct such a building, that would be contract zoning. We have held contrary to this and in doing so have overruled Blades and Allred.

I vote to affirm the Court of Appeals.

Justice Mitchell joins in this dissenting opinion.

Cordy, J.

On May 28, 1997, residents attending the town of Bellingham’s (town’s) open town meeting voted to rezone a parcel of land located in the town. Three and one-half years later, several residents living near the parcel brought suit challenging the rezoning. The question before the court is whether the town meeting vote was invalid because the prospective owner of the parcel, IDC Bellingham, LLC (IDC), had offered to give the town $8 million if the rezoning was approved and a power plant was built and operated on the site.

1. Background. The essential facts of this case are undisputed. In 1993, the town began to examine ways to increase its property tax base. An economic development task force was appointed by the town’s board of selectmen (board) to study the issue. The task force prepared a report recommending that development of industrial land in the town be a priority. The report identified a parcel on the comer of Depot Street and Box Pond Road (locus), which abutted land that was already zoned for- industrial use, as a candidate for rezoning from agricultural and suburban use to industrial use. Subsequently, at the town’s May, 1995, town meeting, a zoning article proposing the rezoning of the locus and an adjacent parcel for industrial use fell *47eight votes short of the required two-thirds majority.

In 1997, IDC, which owned a power plant in the town, began discussions with town officials about the possibility of rezoning the locus so that a second plant might ultimately be built on it. These discussions included the subject of what public benefits and financial inducements DDC might offer the town with regard to the proposed plant. The town administrator told IDC officials that the town was facing an $8 million shortfaU in its plans to construct a much needed new high school. Shortly thereafter, the president of IDC publicly announced that EDC would make an $8 million gift to the town if DDC (1) decided to build the plant; (2) obtained the financing and permits necessary to build the plant; and (3) operated the plant successfuUy for one year. The offer was made to generate support for the plant and became common knowledge in the town.

While the genesis of the offer was the need for a new high school, IDC made it clear that the town could use the money for any municipal purpose. The town’s high school building committee, the town’s finance committee, the town’s master plan steering committee, and certain town officials voiced strong support for the plant and the zoning change required for its construction on the locus. Some committee members engaged in a campaign to get voters to the town meeting at which the rezoning was to be considered.

On May 28, 1997, the town held its open town meeting and a zoning article calling for the rezoning of the locus was introduced.4 DDC made a presentation of its proposed use of the locus for a second power plant and reiterated its offer of an $8 million gift to the town if the plant was built and became operational. The planning board and finance committee both recommended passage of the zoning article. There was some discussion of the zoning aspects of the proposal, as well as discussion regarding the offered gift. Residents for and against the proposal to build a plant on the site spoke, and IDC responded to their comments. The zoning article passed by more than the necessary two-thirds vote of the town meeting.

Between May, 1997, and January, 2001, IDC spent ap*48proximately $7 million to develop the locus for a power plant.5 At some point in the summer of 1998, the board learned that IDC was proposing to increase the size of the plant beyond what it had presented to the town meeting in 1997. Consequently, the board wrote a letter to the energy facilities siting board withdrawing its support for the plant.6 Shortly thereafter, representatives of IDC and the board met to negotiate a compromise. The outcome of those negotiations was an agreement by IDC to reduce the size of the plant and, in April, 1999, the execution of an “Agreement for Water/Wastewater Services” between IDC and the town. The agreement provided in part that:

“IDC shall provide funds ($8,000,000.00) to the Town for its various capital expenditures, municipal projects and municipal improvements .... This Agreement is intended to memorialize, without duplicating the $8,000,000 commitment IDC and its affiliates previously made to the Town in connection with the Plant.”

IDC submitted a request for five special permits to the town’s zoning board of appeals on May 5, 2000, and the special permits were granted on January 2, 2001. On January 23, 2001, the plaintiffs, eight landowners located near the locus, filed suit in the Land Court against IDC, the town, the town zoning board of appeals, and the owner of the property. The plaintiffs’ amended complaints make three claims. Count I contends that the grant of the five special permits was arbitrary, capricious, lacking in substantial evidence, and ultra vires. (This count was not acted on in the trial court and is not before us.) Counts II and III seek declaratory judgment, under different statutory provisions,7 that *49the rezoning of the locus on May 28, 1997, was void because it constituted illegal “contract” or “spot” zoning and because the text of the enacted zoning amendment differed substantially from the text of the proposed amendment. The defendants filed an answer alleging several affirmative defenses, including statute of limitations and loches.

The defendants moved for summary judgment on counts II and III of the amended complaints, arguing that the zoning amendment constituted neither “contract” nor “spot” zoning and reasserting their affirmative defense of loches.8 Before the Land Court, the plaintiffs abandoned their claim that the amendment was void because it differed substantially from the proposed amendment and conceded that the zoning amendment did not constitute spot zoning, which is prohibited by G. L. c. 40A, § 4.9 The judge denied summary judgment to the defendants and, on his own motion, granted summary judgment to the plaintiffs.

In his decision, the judge discussed whether “contract zoning” existed as a “separate ground for invalidating a zoning ordinance.” Assuming that it did, the judge found that “contract zoning” had not occurred here, at least within the meaning he ascribed to that term. He then found that “there would be little doubt that the 1997 rezoning was valid” if the $8 million gift offer had not been made, and proceeded to discuss its implications. He viewed the offer of the gift as an “extraneous consideration,” because it was not defended as being in mitigation of the impacts of the project, and therefore concluded that it was “offensive to public policy.” He ultimately concluded *50that the fact that the offer was made was sufficient, without the necessity of finding that voting town meeting members were influenced by it, to nullify the rezoning vote, citing Sylvania Elec. Prods. Inc. v. Newton, 344 Mass. 428, 434 (1962) (stating that developer’s consideration to town did not nullify zoning vote because it was not “extraneous consideration” unconnected to project). The defendants appealed and this court transferred the cases on its own motion. Because we conclude that the voluntary offer of public benefits beyond what might be necessary to mitigate the development of a parcel of land does not, standing alone, invalidate a legislative act of the town meeting, we reverse.10

2. Discussion. Prior to the passage of art. 89 of the Amendments to the Massachusetts Constitution (the “Home Rule Amendment”) in 1966, the power of a municipality to enact or amend zoning bylaws was a power derived exclusively from the “supreme” power of the Legislature in zoning matters, and a municipality had only such authority as the Legislature saw fit to delegate specifically to it. Board of Appeals of Hanover v. Housing Appeals Comm., 363 Mass. 339, 356-357 (1973). The Home Rule Amendment granted cities and towns “independent municipal powers which they did not previously inherently possess” to adopt, amend, or repeal local ordinances or bylaws “for the protection of the public health, safety and general welfare.” Id. at 358, 359. The zoning power was one of the “independent municipal powers” granted to cities and towns by the Home Rule Amendment, enabling them to enact zoning ordinances or bylaws as an exercise of their “independent police powers” to control “land usages in an orderly, efficient, and safe manner to promote the public welfare,” id. at 359, as long as their enactments were “not inconsistent with the Constitution or laws enacted by the Legislature,” id. at 358.

The enactment of a zoning bylaw by the voters at town meeting is not only the exercise of an independent police power; it is also a legislative act, see Sylvania Elec. Prods. Inc. v. New *51 ton, supra at 433, quoting Church v. Islip, 8 N.Y.2d 254, 259 (1960), carrying a strong presumption of validity. It will not normally be undone unless the plaintiff can demonstrate “by a preponderance of the evidence that the zoning regulation is arbitrary and unreasonable, or substantially unrelated to the public health, safety ... or general welfare.” Johnson v. Edgartown, 425 Mass. 117, 121 (1997). If the reasonableness of a zoning bylaw is even “fairly debatable, the judgment of the local legislative body responsible for the enactment must be sustained.” Crall v. Leominster, 362 Mass. 95, 101 (1972).11 Such an analysis is not affected by consideration of the various possible motives that may have inspired legislative action. See Merriam v. Secretary of the Commonwealth, 375 Mass. 246, 253 (1978), quoting Morgan v. Banas, 331 Mass. 694, 698 (1954) (“courts cannot, for the purpose of determining the validity of legislation, receive evidence of the inducements and motives of the legislators in enacting it”); Simon v. Needham, 311 Mass. 560, 566 (1942) (“action of the voters is not to be invalidated simply because someone presented a reason that was unsound or insufficient in law to support the conclusion for which it was urged”); Boston v. Talbot, 206 Mass. 82, 91 (1910), quoting Soon Hing v. Crowley, 113 U.S. 703, 710-711 (1885) (“courts cannot inquire into the motives of the legislators in passing [enactments] .... The diverse character of such motives, and the impossibility of penetrating into the hearts *52of men and ascertaining the truth, precludes all such inquiries as impracticable and futile”).12

It is within this framework that the court reviews the validity of the town’s enactment of the article rezoning the locus. We determine first whether its enactment violated State law or any constitutional limitation (the plaintiffs have made no constitutional claim), and second whether it was an arbitrary or unreasonable exercise of police power having no substantial relationship to the public health, safety, or general welfare. The plaintiffs bear a heavy burden on both counts, and to sustain that burden “must prove facts which compel a conclusion that the question [of the validity of the ordinance] is not even fairly debatable.” Crall v. Leominster, supra at 103.

a. State law. Municipal zoning procedure is governed by G. L. c. 40A. Section 5 dictates the process a municipality must follow in amending its zoning bylaws. G. L. c. 40A, § 5. In a town, such an amendment must be submitted to the board, which, within fourteen days, must then refer the amendment to the planning board for review. G. L. c. 40A, § 5, first par. The planning board has sixty-five days during which to hold a public hearing, with notice provided beforehand, at which members of the public can offer their views on the amendment. G. L. c. 40A, § 5, second par. Once the hearing has been held, the planning board has twenty-one days to provide its recommendation to the town meeting. Thereafter, the town meeting may adopt, reject, or amend the proposed amendment to the zoning bylaw. The town meeting must act, however, within six months of the planning board hearing. G. L. c. 40A, § 5, fourth par. The amendment will not be enacted unless it receives a two-thirds vote from town meeting. G. L. c. 40A, § 5, fifth par. Neither party claims that this process was not followed, and the record before us indicates that it was.

An agreement between a property owner and a municipality to rezone a parcel of land may cause the municipality to violate *53the process mandated by § 5. Such an instance of “contract zoning,” as we will refer to it,13 involving a promise by a municipality to rezone a property either before the vote to rezone has been taken or before the required § 5 process has been undertaken, evades the dictates of G. L. c. 40A, and may render the subsequent rezoning invalid. The Land Court judge correctly concluded that no such advance agreement existed in this case. DDC pledged that if the town were to rezone the locus for industrial use (and if other events occurred), DDC would pay the town $8 million. At no time before the May 28, 1997, town meeting were the voters of town meeting bound to approve the zoning change.14 Because the town followed the procedures dictated by § 5, the rezoning was not invalid on statutory grounds.15, 16

In his decision, the Land Court judge also noted this court’s *54suggestion in Sylvania Elec. Prods. Inc. v. Newton, 344 Mass. 428 (1962), that “contract zoning” encompasses the express conditioning of rezoning on a developer’s promises to restrict the use of his land and provide benefits to the town. While the judge proceeded to find that “[w]e do not have that here,” we note that zoning law and practice have changed since the Sylvania case was decided in 1962, and labels such as “contract zoning” may not be helpful or determinative in resolving the validity of a zoning enactment. Courts and commentators have given different meanings to the term “contract zoning,” and those meanings have changed over time.17 More importantly, the legal context in which zoning actions are evaluated has also changed. *55The Sylvania court was concerned with the use by municipalities of the device of contract to restrict or condition the use of land in a manner beyond the authority then delegated to them by the Legislature and embodied in zoning enabling laws. The municipal power of zoning is, however, no longer a matter of delegated State legislative power. The practice of conditioning otherwise valid zoning enactments on agreements reached between municipalities and landowners that include limitations on the use of their land or other forms of mitigation for the adverse impacts of its development is a commonly accepted tool of modem land use planning, see 4 A.H. Rathkopf & D.A. Rathkopf, Zoning and Planning § 44.12 (2001) (noting general approval of practice as “valuable planning tool”), constrained, of course, by constitutional limitations not at issue here.18

b. Validity of the bylaw as exercise of legislative police power. *56The judge found that absent the $8 million offer, the rezoning was substantively valid. We take that to mean that it was neither arbitrary nor unreasonable, and was substantially related to the public health, safety, or general welfare of the town. In other words, its adoption served a valid public purpose. The record fully supports this conclusion. The locus abutted land zoned for industrial use; a town-appointed task force (preceding and completely unrelated to the power plant development proposal) had recommended its rezoning after studying the town’s tax base and the need for economic development19; and a previous rezoning attempt based on that recommendation had just barely failed to get the necessary two-thirds majority at the 1995 town meeting.

In sum, the enactment of the bylaw rezoning the locus was not violative of State law or constitutional provisions, and met the substantive requirements of a valid exercise of legislative police power. Nevertheless, the judge set it aside because he concluded that the $8 million offer was an “extraneous consideration,” that is, an offer not “tied to the impacts of the project” and therefore “offensive to public policy.” We must decide whether such a consideration, voluntarily offered as part of a campaign in support of a development project, constitutes an independent ground on which to set aside a legislative act, regardless of its otherwise valid nature. If it is, we must decide further whether the mere existence of an “extraneous consideration” invalidates the legislative act as a matter of law, regardless whether it is proved to have actually influenced the votes of the legislative body. Because we conclude that a voluntary offer of public benefits is not, standing alone, an adequate ground on which to set aside an otherwise valid legislative act, we do not reach the second question.

The judge’s conclusion that an “extraneous consideration” *57invalidates a zoning ordinance is based on a remark of this court in Sylvania Elec. Prods. Inc. v. Newton, 344 Mass. 428, 434 (1962), that a developer’s voluntary promise of benefits did not include an “extraneous consideration . . . which could impeach the enacting vote as a decision solely in respect of rezoning the locus.” The opinion cites no supporting authority for the proposition that the presence of an “extraneous consideration” at the time of the vote on a zoning amendment would invalidate the vote, but the language has since been given added fife in two cases decided by the Appeals Court, see McLean Hosp. Corp. v. Belmont, 56 Mass. App. Ct. 540, 546-547 (2002) (noting that “extraneous consideration” is ground on which to challenge zoning enactment); Rondo v. North Attleborough, 44 Mass. App. Ct. 603, 608-609 (1998) (no “extraneous consideration” where voluntary promise of payment by developer reasonably intended to meet public needs arising from project). Both cases cite the Sylvania language, but neither invalidated the zoning ordinance in issue.

In general, there is no reason to invalidate a legislative act on the basis of an “extraneous consideration,” because we defer to legislative findings and choices without regard to motive. We see no reason to make an exception for legislative acts that are in the nature of zoning enactments, and find no persuasive authority for the proposition that an otherwise valid zoning enactment is invalid if it is in any way prompted or encouraged by a public benefit voluntarily offered. We conclude that the proper focus of review of a zoning enactment is whether it violates State law or constitutional provisions, is arbitrary or unreasonable, or is substantially unrelated to the public health, safety, or general welfare. Board of Appeals of Hanover v. Housing Appeals Comm., 363 Mass. 356, 358 (1973). McLean Hosp. Corp. v. Belmont, supra at 547. In the absence of any infirmity other than the existence of a voluntary offer to make a gift to the town at some time in the future when the power plant became operational, we conclude that the judge erred in holding the zoning ordinance invalid and granting summary judgment to the plaintiffs.

3. Conclusion. The entry of summary judgment for the plaintiffs on counts II and III of the amended complaints is *58vacated, and the case is remanded to the Land Court with instructions to enter summary judgment on behalf of the defendants as to counts II and III.20

So ordered.

Spina, J.

(concurring in part and dissenting in part, with whom Ireland and Cowin, JJ., join). I concur with the result the court reaches, but I disagree with the reasoning of the decision.

A town is a “corporate entit[y].” Art. 89, § 8(4), of the Amendments to the Massachusetts Constitution. See Opinion of the Justices, 416 Mass. 1201, 1202-1203 (1993). Corporations act through their authorized agents, and when a corporation’s actions come into question, we attribute to the corporation the actions, words, and knowledge of its agents acting within their authority. This principle applies equally to business and municipal corporations alike. See Pheasant Ridge Assocs. Ltd. Partnership v. Burlington, 399 Mass. 771, 777 (1987), and cases cited. The vote of a town meeting, valid on its face, may be invalid if it can be shown that the dominant motives or reasons for the action were unlawful. Id. See Sylvania Elec. Prods. Inc. v. Newton, 344 Mass. 428, 433-434 (1962) (“significant inducement ... [if] extraneous . . . could impeach the enacting vote as a decision solely in respect of rezoning the locus”). The motives and reasons of a town meeting, unlike the motives and reasons of members of the Legislature, may be the proper subject of inquiry.

A municipality may not relinquish its police power by contract. See Opinion of the Justices, 341 Mass. 760, 784 (1960). The zoning power of a municipality is among its police powers. See Leahy v. Inspector of Bldgs. of New Bedford, 308 Mass. 128, 132 (1941). There is no dispute here that the zoning change is valid on its face, but the issue that must be addressed is whether the town meeting entered into an unlawful agreement that called for it to relinquish its zoning power. In my *59view, there is no material fact in dispute, and the facts show that the town meeting improperly agreed to exercise its power to rezone land in exchange for a promise to pay money. The exercise of that power to approve the requested zoning change was a condition precedent to the promise of IDC Bellingham, LLC (IDC Bellingham), to pay money under its agreement with the town of Bellingham (town). See Massachusetts Mun. Wholesale Elec. Co. v. Danvers, 411 Mass. 39, 45 (1991).

The Land Court judge highlighted the following facts from the summary judgment record. In the plaintiffs’ first set of interrogatories to the town, they asked whether construction of the power plant generated a need for $8 million for new school construction. The town answered, “No. The rezoning of the land as industrial would result in a significant diminishment of potential residences and their school age children.” In response to an interrogatory asking if the “construction and operation of the proposed IDC power plant generate[d] a need for 8 million dollars [to] address the anticipated impact from the Power Plant,” the town answered, “No.” In response to a similar interrogatory, IDC Bellingham answered, “Construction and operation of the proposed Bellingham facility will have minimal adverse impacts upon the Town and its residents. . . . IDC believed that in view of the market in 1997 and prior gifts provided to the Town, an $8 million gift would be an appropriate reward to the community for its acceptance of the plant.” Stephen B. Roy, president of IDC Bellingham, indicated in his deposition that the company believed the $8 million offer would build community support for the plant, and he expected that the town’s residents would rely on his promise and trust IDC Bellingham to keep its word.

At the annual town meeting on May 28, 1997, at which the proposed zoning change was approved, Roy reiterated the offer as a gift to the town, and indicated that it could be used for the town’s school system. Some citizens questioned the validity of the offer and whether IDC Bellingham could be trusted to fulfil the promise, whereupon the high school building committee chairman asserted, “I think that these people can be trusted.” As a result of IDC Bellingham’s offer, numerous town committee members had joined IDC Bellingham officials publicly in *60their campaign for approval of the zoning change during the weeks before the annual town meeting, and at the town meeting itself. The $8 million offer dominated the discussion on the warrant article, and there was little discussion about the proposed rezoning.

The summary judgment record establishes that IDC Belling-ham offered the town $8 million, on condition that the town meeting approve the zoning change.1 The same request for a zoning change had failed two years earlier, and the only change in circumstances was the $8 million offer. The town meeting accepted the offer and voted for the zoning change. The undisputed evidence indicates that the vote was not “a decision solely in respect of rezoning the locus.” Sylvania Elec. Prods. Inc. v. Newton, supra at 434. The parties struck a bargain: the payment of money in return for a zoning change. Representatives from IDC Bellingham walked away from the town meeting with their zoning change and an unenforceable promise to pay $8 million. There can be no doubt that were IDC Bellingham to default on its promise, the town would be left with a questionable contract claim based on a sale of its police power in reliance on a promise.

It was a sale of the police power because there is nothing in the record to legitimize the $8 million offer as “intended to mitigate the impact of the development upon the town,” or as “reasonably intended to meet public needs arising out of the proposed development.” Rondo v. North Attleborough, 44 Mass. App. Ct. 603, 609 (1998). The record does not show that the money “bear[s] some identifiable relationship to the locus so that there can be assurance that the town’s legislative body did not act for reasons irrelevant to the zoning of the site at issue.” McLean Hosp. Corp. v. Belmont, 56 Mass. App. Ct. 540, 548 (2002). This analysis is consistent with the law as applied to similar situations in other areas of zoning: towns may not exact hefty payments or require conditions unrelated to any aspect of a site in return for favorable government action. See, e.g., Middlesex & Boston St. Ry. v. Aldermen of Newton, 371 Mass. 849, 853-859 (1977) (city could not condition special permit for *61garden apartments on developer’s leasing five apartments to town’s low income housing program). Considerations that are unrelated to the impacts of a proposed development are “extraneous” and may not provide the basis needed to justify an exercise of the police power. Sylvania Elec. Prods. Inc. v. Newton, supra at 434. Where extraneous considerations are shown to be the basis for an exercise of the police power, the operational vote may be “impeach[ed].” Id. Here, DDC’s offer was unrelated to any aspect of the proposed development or any public need arising out of the zoning change, and therefore was not a legitimate basis for the vote.

Although the parties do not raise the issue of standing, this court can raise the issue on its own because it goes to subject matter jurisdiction. See Prudential-Bache Secs., Inc. v. Commissioner of Revenue, 412 Mass. 243, 248 (1992). The plaintiffs claim no injury peculiar to them. They have withdrawn their claim that the rezoning must be declared invalid as spot zoning that has adversely affected their land. See Whittemore v. Building Inspector of Falmouth, 313 Mass. 248 (1943). Because the plaintiffs are not a party to the contract and because they are not authorized to bring this litigation in the name of the town, they have no standing to maintain this action. Illegal contract zoning does not create a distinct cause of action in persons not a party to the contract. Absent a statute authorizing the plaintiffs to bring suit to challenge the vote of the town meeting (without a showing of harm), the defendants are entitled to summary judgment on counts II and III. Sadly, these circumstances demonstrate government and private interests at their shameful worst, and are most likely to involve the most needy towns.