Shelly M. Shepard v. David A. Beck

Summary

The Supreme Court of Wyoming held that the appellee breached his employment agreement by failing to maintain accurate corporate records, unilaterally altering the call schedule, and removing corporate assets while leaving the practice. The court affirmed the equal allocation of the accounting audit costs and the division of corporate equipment, but reversed the denial of attorney's fees and remanded for an award of reasonable fees.

Holdings

1. Beck breached the express terms of his employment agreement by failing to ensure accurate corporate billing records, unilaterally altering the corporate call schedule to Shepard's detriment, removing corporate assets, and beginning to practice in competition with the corporation. The district court's contrary general finding was clearly erroneous because its specific factual findings established breach.
2. Beck waived his objection that Shepard was not a proper party to enforce the employment agreement by failing to raise the real-party-in-interest objection in the district court and was judicially estopped from asserting that position after seeking relief against Shepard based on her status as a corporate employee.
3. The district court did not abuse its discretion by treating the Wipfli audit as a cost of winding up the corporation and dividing that cost equally between the parties rather than charging the entire cost to Beck.
4. As the prevailing party on the breach-of-contract claim, Shepard was contractually entitled to reasonable attorney's fees under Beck's employment agreement. On remand, the district court could adjust the amount under the lodestar analysis and could exercise equitable discretion concerning the amount awarded.
5. The district court did not clearly err in distributing corporate property based on the property each party possessed and the appraisal values.

Questions Presented

1. Whether the district court erred in finding that Beck did not breach his employment contract.
2. Whether the district court abused its discretion by splitting the cost of the Wipfli accounting audit between the parties.
3. Whether Shepard was entitled to attorney's fees under the employment agreement's fee-shifting provision.
4. Whether the district court clearly erred in dividing the corporation's equipment and other assets.

Disposition

reversed_and_remanded