Hendriks v. GNA Canadian Holding Co.

Summary

The Ohio Second District Court of Appeals affirmed a judgment awarding Daniel Hendriks $1,717,787.50 plus interest after a jury found that he voluntarily resigned under an employment agreement entitling him to 150% of the net book value of his company stock. The court rejected GNA Canadian Holding Company's challenges concerning summary judgment, newly discovered evidence, the sufficiency and manifest weight of the evidence, and prejudgment interest. The court also upheld the amount of prejudgment interest awarded by the trial court.

Holdings

1. Any alleged error in denying GNA summary judgment on the termination-versus-resignation issue was not grounds for disturbing the judgment because the subsequent trial revealed genuine issues of material fact and the jury's verdict resolved the issue against GNA.
2. The employment agreement unambiguously allowed Hendriks to resign during the 30-day cure period after receiving notice of material breach; GNA could not terminate him for cause until the cure period expired, and the November 1 correspondence was not a termination notice.
3. The trial court did not abuse its discretion by excluding GNA's late-discovered email correspondence because the evidence was disclosed years after discovery closed and its exclusion did not materially prejudice GNA.
4. Legally sufficient evidence supported the jury's finding that Hendriks voluntarily resigned during the 30-day cure period, and the verdict was not against the manifest weight of the evidence.
5. The trial court properly awarded prejudgment interest under R.C. 1343.03(A) because GNA's contractual obligation to pay the stock-repurchase price existed independently of the jury's verdict, and GNA could not avoid interest by failing to make the required payment or execute the required promissory note.
6. The trial court correctly determined that the first 20 percent of the purchase price became due six months after redemption and that the remaining 80 percent became due and payable one year later, when the first installment under the required promissory note should have been made.

Questions Presented

1. Whether the trial court erred by denying GNA summary judgment on whether Hendriks was terminated for cause rather than voluntarily resigning.
2. Whether the trial court abused its discretion by excluding newly discovered email evidence offered to impeach Hendriks.
3. Whether legally sufficient evidence supported the jury's finding that Hendriks voluntarily resigned.
4. Whether the jury's finding that Hendriks voluntarily resigned was against the manifest weight of the evidence.
5. Whether the trial court properly awarded GNA prejudgment interest under Ohio law.
6. Whether the trial court correctly calculated the date on which the remaining 80 percent of the stock purchase price became due and payable.

Disposition

affirmed