FRANKLIN D. KREUTZER, APPELLANT,
v.
MILTON J. WALLACE, APPELLEE

Fla. 3d DCA | 1977-02-01
No. 75-956
Before HENDRY, C. J., BARKDULL, J., and CHARLES CARROLL (Ret.), Associate Judge.
342 So. 2d 981 Florida District Court of Appeal, Third District (1977) Positive Treatment
Cited by 7 cases

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Holding

The court held that the doctrine of collateral estoppel should have been applied to prevent relitigation of the issue of duress, as it was actually litigated and necessarily determined in the prior state court action.


Headnotes

[1] Members of a dissolved professional association are obligated to complete existing client matters without extra compensation beyond their share of the firm's assets and f…

[2] A professional association's dissolution agreement must explicitly provide for additional compensation to members for winding up pending cases to deviate from the rule of…

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Facts & Procedural History

Plaintiffs sued distributors for antitrust violations, seeking damages based on a $70,000 promissory note. The note was given after distributors alleg…

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Opinion of the Court
PER CURIAM.

PER CURIAM.

This is an appeal from a final judgment entered in an action for dissolution of a professional association engaged in the practice of law. The action was brought by Mr. Wallace, owner of 60% of the stock in the corporation, for dissolution and other relief. The appellant, Mr. Kreutzer, was owner of the remaining 40% of the stock.

Upon hearing, the trial court entered the following final judgment:

“THIS CAUSE came on to be heard before me the 7th day of May, 1975, for Final Hearing. The Court, after hearing argument of counsel, orders and adjudges as follows:
“1. In open Court, counsel for the parties stipulated that there were no factual issues to be disposed of in connection with the dissolution of Wallace & Kreutzer, P.A., a Professional Service Corporation engaged in the practice of law.

“2. The parties stipulated, and the Court so finds and orders, that the ‘effective termination date of the P.A.’s practice of law was March 31, 1974.’

“3. The parties stipulated, and the Court so finds and orders, that when all pending matters are ‘wound up,’ the assets of the P.A., after payment of the P.A.’s liabilities, shall be distributed to the stockholders in proportion to their stockholdings, to-wit:

“MILTON J. WALLACE 60%

“FRANKLIN D. KREUTZER 40%

“4. The parties stipulated, and the Court so finds and orders, that the issues of law herein are controlled by the case of Frates vs. Nichols, 167 So. 2d 77 ((Fla. App.) 3 DCA 1964).

“5. The parties stipulated that the sole issue, as a matter of law, to be determined by this Court, is the disposition of legal fees arising out of client matters pending as of March 31, 1974.

“6. Counsel for Wallace urged that the Court make a distinction between fees earned and paid for by clients on an hourly basis and fees earned and paid for on a contingent contract basis. The Court finds that, as a matter of law, there is no such distinction.

“7. The Court finds that Milton J. Wallace and Franklin D. Kreutzer are each entitled to ‘income’ for services rendered in ‘winding up’ their respective cases for the benefit of the firm subsequent to March 31, 1974, the stipulated day of the P.A.’s termination. Accordingly, in accordance with the formula approved in Frates v. Nichols, supra, Wallace shall receive 60% of all fees collected by Wallace after March 31,1974, relating to P.A. matters pending on March 31, 1974, wherein Wallace wound up said matter. The remaining 40% of all said fees collected by Wallace shall be paid to the P.A. Correspondingly, Kreutzer shall receive 40% of all fees collected by Kreut-zer after March 31, 1974, relating to P.A. matters pending on March 31, 1974, wherein Kreutzer wound up said matter. The remaining 60% of all said fees collected by Kreutzer shall be paid to the P.A. “8. After all matters pending as of March 31,1974 are finally ‘wound up’, the P.A. shall be formally dissolved and the remaining assets after the payment of all liabilities, shall be distributed as set forth in Paragraph 3 above.

“9. The parties stipulated and the Court orders, that implementation of the instant Order be accomplished, without the necessity of the appointment of a Receiver. “10. Jurisdiction is reserved by this Court to implement the terms of this Order.”

Appellant, Kreutzer’s principal contention in this appeal is that the trial court erred in ruling that an attorney in dissolving a professional association of which he is a member is entitled to income for winding up P.A. cases, over and above his interest in the total assets and fees of the P.A. We find merit in appellant’s contention and reverse.

The trial court misapplied the holding of this court in Frates v. Nichols, supra. We said in Frates: “We adopt the rule recognized by our sister states that the retention of a law firm obligates every member thereof to fulfilling that contract, and that upon a dissolution any of the partners is obligated to complete that obligation without extra compensation.” Frates v. Nich ols, 167 So. 2d 77, 81 (Fla.App., 3d DCA 1964).

Since the agreement under which Wallace and Kreutzer operated made no provision for extra compensation for members of the firm for winding up cases subsequent to dissolution, the rule enunciated above controls.

For the reason stated, that portion of the judgment that awarded extra compensation to each of the partners for work done or to be done in winding up the cases of the P.A. is reversed. It stands affirmed in all other respects.

Affirmed in part; reversed in part.


Cases With Similar Vibessemantic neighbors from the corpus


Citator

Cited By

  • Welsh v. Carroll, 378 So. 2d 1255 (Fla. 3d DCA 1979)
    …r occurred when the trial judge admitted into evidence the entire depositions of the parties. The parties are in agreement that the merits of this appeal must be determined under the general law and the holdings of this court in Kreutzer v. Wallace, 342 So. 2d 981 (Fla.3d DCA 1977); and Frates v. Nichols, 167 So. 2d 77 (Fla.3d DCA 1964). The appellant’s argument under the first point is directed to several particulars. First, it is urged that the employment contracts were terminated by the parties at the tim…
  • Hawkesworth v. Ponzoli, 388 So. 2d 299 (Fla. 3d DCA 1980)
    …s of firms in which appellees have no financial interest. Such compensation to appellants would violate the requirement that partners of a dissolved law firm fulfill the partnership’s obligations without additional compensation. Kreutzer v. Wallace, 342 So. 2d 981 (Fla.3d DCA) cert. denied 353 So. 2d 680 (Fla.1977); Frates v. Nichols, 167 So. 2d 77 (Fla.3d DCA 1964). We affirm the result reached by the trial court, because, although it seemingly discriminates against appellants, it appears to reach an equita…
  • Sheradsky v. Moore, 389 So. 2d 1206 (Fla. 3d DCA 1980)
    …s pending at time of dissolution and is not entitled to extra compensation for this activity in the absence of a specific agreement among the partners which provides therefor, Welsh v. Carroll, 378 So. 2d 1255 (Fla.3d DCA 1980); Kreutzer v. Wallace, 342 So. 2d 981 (Fla.3d DCA 1977); Frates v. Nichols, 167 So. 2d 77 (Fla.3d DCA 1964); and (2) in this context, overhead expenses are extra compensation. Finding no error in the trial court’s order reserving ruling on Sheradsky’s motion to tax costs, we affirm th…

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