Summary
The Connecticut Appellate Court affirmed the trial court’s judgment confirming an arbitration award and denying the plaintiff’s application to vacate or modify it. The underlying dispute arose from an executive term sheet governing the defendant’s employment and minority shareholding in the plaintiff company, which included a put option and mandatory arbitration clause. The arbitrator awarded damages to the defendant for breach of contract and to the plaintiff for breach of fiduciary duty, offsetting the amounts against each other. On appeal, the plaintiff alleged manifest disregard of the law and public policy violations, which the appellate court rejected.
Topics
Practice areas
Questions Presented
- Whether the trial court erred in denying the plaintiff's application to vacate, correct, or modify the arbitration award and in granting the defendant's motion for order confirming the award
Holdings
- The judgment of the trial court is affirmed; the trial court properly resolved the issues and its memorandum of decision is adopted as a proper statement of the facts and applicable law.
Key quotations
“The judgment of the trial court was affirmed, as the trial court properly resolved the issues raised in this appeal, and this court adopted the trial court's thorough and well reasoned memorandum of decision as a proper statement of the facts and the applicable law on the issues.” (at 1)
Factual background
Vermont Aerospace Industries, LLC is a limited liability company that manufactures metal components for defense contractors and commercial aircraft. The defendant, Lawrence W. Schwoeri, owned a 15% minority share and was appointed chief executive officer on June 15, 2016 under an Executive Term Sheet that gave him a put option on his shares and contained an arbitration clause. After the defendant exercised the put option and was terminated on February 11, 2022, arbitration awarded him damages for breach of contract, which the plaintiff sought to vacate or modify.
Procedural history
The plaintiff sought to vacate, correct, or modify an arbitration award; the trial court denied the application and granted the defendant's motion for order confirming the award; the plaintiff appealed to this court.