Katz, Nannis & Solomon, P.C., et al. v. Levine, et al. (Lawyers Weekly No. 10-033-16)
NOTICE: All slip opinions and orders are subject to formal revision and are superseded by the advance sheets and bound volumes of the Official Reports. If you find a typographical error or other formal error, please notify the Reporter of Decisions, Supreme Judicial Court, John Adams Courthouse, 1 Pemberton Square, Suite 2500, Boston, MA, 02108-1750; (617) 557-1030; SJCReporter@sjc.state.ma.us SJC-11902 KATZ, NANNIS & SOLOMON, P.C., & others[1] vs. BRUCE C. LEVINE & another.[2] Norfolk. December 10, 2015. – March 9, 2016. Present: Gants, C.J., Spina, Cordy, Botsford, Duffly, Lenk, & Hines, JJ. Massachusetts Arbitration Act. Arbitration, Judicial review, Scope of arbitration, Confirmation of award, Authority of arbitrator, Damages, Attorney’s fees. Contract, Arbitration. Practice, Civil, Attorney’s fees, Costs. Damages, Attorney’s fees. Civil action commenced in the Superior Court Department on February 27, 2013. A motion to confirm an arbitration award was heard by Patrick F. Brady, J.; a motion for attorney’s fees and costs was heard by him; and entry of separate and final judgments was ordered by him. The Supreme Judicial Court granted an application for direct appellate review. Thomas J. Carey, Jr. (Daniel J. Cloherty & Victoria L. Steinberg with him) for Bruce C. Levine. Warren D. Hutchison (Nancy M. Reimer with him) for the plaintiffs. Joseph S.U. Bodoff, for Levine, Caufield, Martin & Goldberg, P.C., was present but did not argue. BOTSFORD, J. The central question presented in this appeal is whether parties to a commercial arbitration agreement may alter by contract the scope or grounds of judicial review of an arbitration award that are set out in the Massachusetts Uniform Arbitration Act for Commercial Disputes (MAA), G. L. c. 251. We decide that the grounds of judicial review are limited to those delineated in G. L. c. 251, §§ 12 and 13. Background. The defendant Bruce C. Levine and the plaintiffs Allen G. Katz, Lawrence S. Nannis, and Jeffery D. Solomon were members of an accounting firm known as Levine, Katz, Nannis & Solomon, P.C. (LKNS or firm). They were each a shareholder in the firm, and a party to a stockholder agreement dated October 1, 1998 (agreement), that governed their professional association and relationship.[3] In 2011, Katz, Nannis, and Solomon, purporting to act pursuant to the agreement, voted to require the withdrawal of Levine as a director and stockholder in LKNS; Levine disagreed that the termination of his stockholder interest and position was in accordance with the agreement’s terms, and the arbitration at issue in this case concerned that dispute. We summarize the relevant provisions of the agreement, the parties’ dispute leading to arbitration, and the arbitration award, followed by a summary of the proceedings in the […]