Brock Built, LLC v. Blake
316 Ga. App. 710
| Ga. Ct. App. | 2012Background
- Consolidated appeals: Blake v. Brock Built, LLC; bench trial after cross-motions for summary judgment; judgment in Blake’s favor on severance and incentive with fees awarded but remanded for calculation.
- Contract entitled Blake to 12 months severance unless terminated for cause or employed with a third party within six months; court held Blake not employed with a third party.
- Blake terminated February 2006; Blake began Terranova Properties, a Blake-controlled one-man LLC, February 2006.
- Trial court awarded Blake $180,000 severance (12 months), $19,809.20 incentive based on 2005 net profits, and $240,104 in fees/costs; interest awarded too.
- Dispute over 2005 net profits: GAAP-based accounting firm’s figure of $944,220 used for profit margin; Blake’s expert urged tax-based $3.1 million as proxy; court adopted accountant’s figure.
- Accountant Salvati testimony on 2005 tax return allowed despite prior accountant-client privilege assertion during discovery; no abuse of discretion on trial court’s ruling.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Severance calculation properly awarded? | Blake entitled to 12 months unless third-party employment within six months. | Terranova employment negates third-party trigger; severance should be six months. | Affirm severance for 12 months. |
| Attorney fees and costs awarded correctly? | Blake substantially prevailed; fees justified. | Fees too high; lack of reasonable calculation. | Affirm fees; remand for proper calculation. |
| Incentive compensation calculation proper? | GAAP-based net profits used; Blake entitled to appropriate share. | Accountant’s GAAP figure binding; tax figure not controlling. | Use accountant’s $944,220 figure; Blake awarded $19,809.20. |
| Admission of Salvati testimony proper despite privilege issue? | Privilege should have barred testimony on tax issues. | Salvati testified; no abuse of discretion. | No reversible error; testimony admissible. |
Key Cases Cited
- Bourke v. Webb, 277 Ga. App. 749 (Ga. Ct. App. 2006) (fees awarded where substantial success shown; contingent fee considerations)
- Williamson v. Strickland & Smith, Inc., 296 Ga. App. 1 (Ga. Ct. App. 2009) (review of fee awards; standard of review for bench trial findings)
- Magill v. Edd Kirby Chevrolet, Inc., 277 Ga. App. 619 (Ga. Ct. App. 2006) (contingent-fee evidence as indicator of value of services)
- City of Atlanta v. Hofrichter/Stiakakis, 291 Ga. App. 883 (Ga. Ct. App. 2008) (contract interpretation; use of accountant’s calculation as final)
- Tvrdeich, 268 Ga. App. 579 (Ga. Ct. App. 2004) (appellate review of trial court’s evidentiary decisions)
- Brock Built, 300 Ga. App. 816, (686 SE2d 425) (2009) (Ga. Ct. App. 2009) (central to this consolidated appeal; contract interpretation and severance issues)