Opinion
10-P-2202
02-07-2012
VALERIE KELLY v. SUMMIT SAFETY, INC. & others (and a companion case).
NOTICE: Decisions issued by the Appeals Court pursuant to its rule 1:28 are primarily addressed to the parties and, therefore, may not fully address the facts of the case or the panel's decisional rationale. Moreover, rule 1:28 decisions are not circulated to the entire court and, therefore, represent only the views of the panel that decided the case. A summary decision pursuant to rule 1:28, issued after February 25, 2008, may be cited for its persuasive value but, because of the limitations noted above, not as binding precedent.
MEMORANDUM AND ORDER PURSUANT TO RULE 1:28
As a result of a business dispute concerning Summit Safety, Inc. (Summit), a corporation formed to design and develop fire safety equipment, the plaintiff, Valerie Kelly, filed two complaints in the business litigation section of the Superior Court. The first action, an amended complaint, was filed on December 21, 2005, against (as pertinent here, see note 1, supra) Summit, Wayne C. Haase, Cynthia C. Haase, Zackary S. Haase, Jodi Haase, Malcolm MacGregor, and Richard Young (collectively the Summit defendants). The individual defendants were either members of Summit's management team, or directors or shareholders of that corporation.
The amended complaint stated that the plaintiff was a substantial shareholder in Summit, having invested $300,000 in that corporation. The amended complaint was in eighteen counts and alleged, inter alia, misrepresentation, securities fraud, breach of contract, breach of fiduciary duty, and violation of G. L. c. 93A against the Summit defendants. In response, the Summit defendants filed answers, counterclaims and cross claims to the amended complaint.
On October 26, 2006, the plaintiff filed a complaint against (as pertinent here, see note 2, supra) Cory Schauer and Rudolph Friedmann, LLP (Friedmann), Summit's legal counsel. The amended complaint alleged legal malpractice and breach of fiduciary duty.
After the two complaints were consolidated, the Summit defendants and Schauer and Friedmann filed motions for summary judgment. After a hearing, the motion judge issued a thirty-three page memorandum of decision, in which he allowed the defendants' motions for summary judgment. The plaintiff has appealed, claiming that the motion judge committed error in allowing the summary judgment motions.
Discussion. In review of the allowance of a motion for summary judgment, we, as the reviewing court, conduct a de novo inspection of the record presented to the motion judge. See Miller v. Cotter, 448 Mass. 671, 676 (2007). We review the evidence in the light most favorable to the nonmoving party, in this case the plaintiff. See Gray v. Giroux, 49 Mass. App. Ct. 436, 438 (2000).
Our review of the record demonstrates that the motion judge's decision on the motions, as reflected in his superb memorandum, were based on the record and the applicable law.
Therefore, for the reasons stated in the motion judge's memorandum and the defendants' briefs, we conclude that the motion judge did not commit error in allowing the motions for summary judgment.
Judgments affirmed.
By the Court (Grasso, Smith & Meade, JJ.),
Wayne C. Haase, Cynthia C. Haase, Zackary S. Haase, Jodi Haase, Malcolm MacGregor, Richard Young, Paul Cantin, Jerry L. Robertson, Phillipe Monin, Donald Bruck, and Paul Chizinski. The claims against the latter five defendants were dismissed without prejudice.