Wittman v. Intense Movers, Inc.

Citations

• 202 Conn. App. 87

Syllabus

The plaintiffs sought, inter alia, to recover damages from the defendants, A and W, for their alleged mismanagement of the finances of a company, I Co., of which the parties together owned all of the shares. After the plaintiffs initiated the action, A filed with the trial court a notice of election to purchase the plaintiffs' shares of I Co. The parties then executed a memorandum of understanding resolving the primary issues of their dispute, which required that A make payments over time to the plaintiffs in exchange for receiving the plaintiffs' shares in I Co. The memorandum of understanding provided that the parties would enter into a more detailed settlement agreement that would provide the neces- sary terms to effectuate the plaintiffs' transfer of their shares to A. After the parties appeared to have reached a full settlement, the defendants did not sign a written settlement agreement and A did not make his first payment. Subsequently, the plaintiffs filed a motion to enforce the settlement agreement. In objection, A claimed that he never had the funds to buy out the plaintiffs, and W claimed that the settlement was always conditional upon A raising the necessary funds through a loan. The court granted the plaintiffs' motion to enforce, and rendered judg- ment in favor of the plaintiffs, from which the defendants appealed to this court. Held that the defendants failed to establish that the trial court improperly enforced the settlement agreement, which consisted of the signed memorandum of understanding as supplemented by the unsigned settlement document with attachments: the defendants pro- vided neither law nor argument that the court was clearly erroneous in its factual findings or incorrect in its legal conclusions, as the court, in its memorandum of decision, discussed the communications submitted to it by both the plaintiffs and the defendants, found that A had filed a notice of election to purchase the plaintiffs' shares of I Co., to which no sharehold