Morrison Mahoney Partner Mike Leedberg recently succeeded in the Appeals Court, which affirmed the Worcester Superior Court’s entry of a directed verdict in favor of our client.
The stated corporate objective of our client, a nonprofit association, is to advance its related profession as a whole by proposing and lobbying for legislation, regulations and rules related to its cause, in addition to negotiating on behalf of its members in specific matters. Membership to the association requires members to agree that the association is the exclusive agent for the purpose of these negotiations– members are forbidden from negotiating individually and there is language to that effect on the membership renewal applications.
Plaintiffs were longtime members, sitting on the Board of Directors together until 2016. Shortly thereafter, they decided they did not approve of the job our client’s president was doing when negotiating. As a result, they attempted to quietly redact the language from their renewal application making our client the exclusive agent for the purpose of negotiating. Our client noticed that the renewal applications were altered, rejected them, and the plaintiffs were not accepted as members for that season. This break in membership, in turn, caused them to forfeit tens of thousands of dollars that they otherwise would have been eligible for through our client’s retirement savings plan.
Plaintiffs sued the nonprofit association for negligence, intentional infliction of emotional distress, breach of contract, fraud and for violations of MGL 93A (section 11). The negligence and intentional infliction claims were dismissed on Mike’s Motion to Dismiss, but the remaining claims escaped summary judgment and went to trial. At the close of plaintiffs’ evidence, Mike moved for directed verdicts on all counts. The Judge agreed with Mike that the plaintiff failed to produce evidence to support any elements of their remaining claims and entered a directed verdict in our client’s favor.
Undeterred, the plaintiffs appealed to the Appeals Court, arguing that the trial judge erred when granting the directed verdict motion. Plaintiffs essentially argued that they had entered sufficient evidence on each element of their claims. Mike argued that they had not come forward with sufficient evidence and, as he had in the trial court below, urged that the Appeals Court reaffirm the longstanding judicial tradition of deference to the governing bodies of voluntary nonprofit associations when creating and implementing their membership requirements. The Court agreed with Mike across the board and affirmed the decision.
