Advance Release Opinions – May 24

Reviews of Connecticut Appellate Court advance release opinions about civil procedure, governmental immunity, mortgage foreclosure, and worker’s compensation.

Civil Procedure

Lynn v. Bosco – Board ousted chairman of privately-held company. Attempting to regain control, chairman offered to buy shares from other shareholders. No one accepted. Later, a shareholder offered to sell shares to the new chairman, not the ousted chairman. Instead of buying them directly, new chairman and board had company buy them, and turn around and sell them to the new chairman and other board members. Ousted chairman started declaratory judgment action against board members individually, essentially alleging that they violated his preemptive rights as a shareholder to buy the shares himself before the company could. Ousted chairman did not name company as a defendant. New chairman and board members moved to strike, claiming that company was a necessary party to an action asserting that company violated preemptive rights. Court granted the motion. When ousted chairman repleaded, he did name company as a defendant, but he did not allege any wrongdoing by, or seek relief from, the company. After trial, court ordered the board members to return the shares they had purchased to the company, and ordered the company to reimburse the board members for the returned shares. Appellate Court affirmed the return-the-shares order, but reversed the reimbursement order, finding that the trial court lacked authority to impose a remedy on the company because none of the pleadings contained any allegation against the company, sought any relief from it, or otherwise put the company on notice that a claim was being made against it.

Governmental Immunity

Perez v. University of Connecticut – Student fell on ice in a UConn parking lot. General Assembly waived sovereign immunity under CGS § 4-159. Student claimed action to jury list. Trial court granted state’s motion to strike the jury claim because CGS § 4-160(f) requires a bench trial when sovereign immunity is waived under § 4-159. Appellate Court affirmed, finding that (1) student had no constitutional right to a jury in action against the state; and (2) neither § 4-159 nor § 4-160 authorized a jury trial against the state.

Mortgage Foreclosure

Tedesco v. Agolli – Per curiam decision affirming judgment of foreclosure by sale. Appellate Court adopted trial court’s memorandum of decision, which Appellate Court appended to its decision. I didn’t read the trial court’s decision, but here’s what I gleaned from the Appellate Court’s: Apparently Tedesco’s pension plan loaned money to a limited liability company composed of Agolli and some others. The company secured the loan with mortgages on company property. Agolli seems to have claimed that the people who had signed the loan documents for the company did not have a meeting of the minds with Tedesco, authority to bind the company, and were under duress. Trial court and Appellate Court rejected those claims.

Worker’s Compensation

Clements v. Aramark Corporation – Not sure I completely get this one. Worker fell and hit her head on the ground after fainting due to health conditions unrelated to her job. Commissioner and board denied benefits, concluding that injuries arose out of worker’s personal infirmity, not her employment. Appellate Court reversed, finding that worker’s injuries from falling at her workplace did arise out of her employment, even though the personal infirmity that caused her to fall did not.