Justia Maryland Court of Appeals Opinion Summaries

Articles Posted in Business Law
by
In 2009, Trans Healthcare, Inc. (THI) filed a petition requesting that an individual and his firm be appointed as receiver over THI and forty-three related entities. THI’s petition was granted. Approximately eighteen months after the appointment, the receiver requested that a substitute receiver be appointed. The motion was granted. Almost six months later, Francina Spivery-Jones, a creditor, filed a motion to vacate the receivership, challenging the subject matter jurisdiction of the circuit court. The circuit court denied the motion. Spivery-Jones appealed. The court of special appeals dismissed the appeal, concluding that the order denying the motion to vacate the receivership was not a final judgment, nor was it appealable under Md. Code Ann. Cts. & Jud. Proc. 12-303 or under the collateral order doctrine. The Court of Appeals affirmed, holding that Spivery-Jones had no right of appeal pursuant to section 12-303(3)(iv) or the collateral order doctrine. View "Spivery-Jones v. Trans Healthcare, Inc." on Justia Law

by
The owners of two properties leased them to developer-tenants for the purpose of building an apartment building on each. As construction was beginning, the landlords breached the leases by refusing to provide estoppel certificates and contesting the tenants' building permits. The landlords' breach prevented the tenants from obtaining financing, which ended the development project. The tenants sued for lost profits. Before trial, the circuit court ruled against the landlords on several motions, holding in part (1) the landlords could not introduce evidence of the 2008 crash in the real estate market to show that the tenants would not have made profits, and (2) the tenants could introduce evidence of the landlords' reasons for breaching, including communications with their former counsel. The jury awarded the tenants over $36 million in damages, holding the landlords jointly and severally liable. The court of special appeals held the landlords could not be held jointly and severally liable but otherwise affirmed. The Court of Appeals affirmed, holding (1) the trial court did nor err in excluding all evidence of post-breach market data in measuring damages; and (2) the landlord waived the attorney-client privilege as to communications relevant to the subject matter of the claim of bad faith. View "CR-RSC Tower I, LLC v. RSC Tower I, LLC" on Justia Law

by
At issue in this appeal was whether the Maryland Credit Services Businesses Act (CSBA) applies to a tax preparer who receives payment from a lending bank for facilitating a consumer's obtention of a refund anticipation loan (RAL) where the tax preparer receives no direct payment from the consumer for this service. In this case, the circuit court dismissed Consumer's CSBA claim for failure to state a claim, concluding that the General Assembly enacted the CSBA to regulate credit repair agencies and not RAL facilitators. The court of special appeals affirmed. The Supreme Court affirmed, holding (1) the plain language of the CSBA most logically is understood as reflecting the legislative intent that the "payment of money or other valuable consideration" in return for credit services flow directly from the consumer to the credit service business; and (2) therefore, under the CSBA, Tax Preparer in this case was not a "credit services business" nor a "consumer"; and (3) accordingly, the CSBA did not apply in this case. View "Gomez v. Jackson Hewitt, Inc." on Justia Law

by
These two consolidated appeals involved two lawsuits, a derivative claim and a direct shareholder action, both arising from a series of stock transactions in two family corporations owned primarily by eight siblings. After the death of one of the sisters, the corporations attempted to repurchase her stock pursuant to the terms of a stock purchase agreement. The sister's estate refused. The corporations filed a declaratory judgment action, seeking enforcement of the agreement. Meanwhile, two siblings, aggrieved by an earlier stock transaction, filed a derivative action, alleging self-dealing and breach of fiduciary duty. The circuit court (1) granted summary judgment in favor of the corporations on the derivative action after deferring to the judgment of a special litigation committee (SLC); and (2) granted summary judgment to the corporation in the declaratory judgment proceeding. The Supreme Court (1) reversed the circuit court's judgment in the derivative action, holding that the court made an inadequate inquiry into the SLC's independence and the reasonableness of its procedures; and (2) reversed in part the circuit court's grant of summary judgment in the declaratory judgment action, holding that the circuit court erroneously applied res judicata to the issue. View "Boland v. Boland Trane Assocs." on Justia Law

by
The Maryland Real Estate Commission revoked the real estate licenses of Joel Pautsch pursuant to Md. Code Ann. Bus. Occ. & Prof. 17-322(b)(24)(i) based on Pautsch's convictions for child abuse. The circuit court affirmed after finding there was competent, material and substantial evidence to support the Commission's decision. The court of special appeals affirmed. The Court of Appeals affirmed, holding (1) there was substantial evidence upon which the Commission relief to support its finding that there was a nexus between Pautsch's convictions and his professional activities; and (2) the sanction was neither arbitrary nor capricious because Pautsch's crimes undermined his trustworthiness in dealing with the public during the course of providing real estate brokerage services and negatively impacted his character and reputation. View "Pautsch v. Real Estate Comm'n" on Justia Law