DR ROBERT D. HILGERS AND J. MARK AHEARN v. INTERNATIONAL GYNECOLOGIC CANCER SOCIETY, INC.; GILLIAN M. THOMAS, M.D.; AND EDWARD L. TRIMBLE, M.D.
Annotate this Case
Download PDF
RENDERED:
DECEMBER 22, 2006; 10:00 A.M.
NOT TO BE PUBLISHED
Commonwealth of Kentucky
Court of Appeals
NO.
2005-CA-002557-MR
DR ROBERT D. HILGERS AND
J. MARK AHEARN
v.
APPELLANTS
APPEAL FROM JEFFERSON CIRCUIT COURT
HONORABLE F. KENNETH CONLIFFE, JUDGE
ACTION NO. 04-CI-004771
INTERNATIONAL GYNECOLOGIC CANCER
SOCIETY, INC.; GILLIAN M. THOMAS, M.D.;
AND EDWARD L. TRIMBLE, M.D.
APPELLEES
OPINION
AFFIRMING
** ** ** ** **
BEFORE:
COMBS, CHIEF JUDGE; ACREE, JUDGE; KNOPF,1 SENIOR JUDGE.
COMBS, CHIEF JUDGE:
Robert D. Hilgers, M.D. and J. Mark Ahearn,
III, appeal from an adverse summary judgment entered in their
employment contract action against International Gynecologic
Cancer Society and two of its members, Gillian M. Thomas, M.D.,
and Edward L. Trimble, M.D.
1
We affirm.
Senior Judge William L. Knopf sitting as Special Judge by
assignment of the Chief Justice pursuant to Section 110(5)(b) of the
Kentucky Constitution and KRS 21.580.
The material facts of this case are undisputed.
The
International Gynecologic Cancer Society (“IGCS”) is a nonprofit organization formed in 1986 and incorporated under the
laws of Canada.
It was established to promote the expertise of
its members in preventing, treating, and studying gynecologic
cancer.
IGCS has an international membership of physicians and
scientists and is governed by a council comprised of a rotating
set of elected officers and members who serve on a volunteer
basis.
Dr. Thomas is a resident of Toronto, Canada.
She
served as president of IGCS from October 2002 until October
2004.
Dr. Trimble is a resident of Maryland and has served as
the IGCS secretary-treasurer since January 2001.
Dr. Hilgers is a resident of Louisville.
He served as
the IGCS secretary-treasurer from 1993 until January 2001.
In
July 2000, during Hilgers's tenure as secretary-treasurer, ICGS
opened an administrative office in Louisville.
The IGCS council
decided to hire a part-time executive director.
Hilgers applied
for that new position and was selected.
He began his part-time
employment as executive director on January 1, 2001.
Prior to
2001, IGCS had no paid staff positions; it was led and operated
entirely by volunteers from its international membership.
Mark Ahearn, a Kentucky resident, was hired by Hilgers
in November 2002 to serve as the IGCS director of development.
-2-
Hilgers also hired an administrative secretary, Erica Riley, to
work in the Louisville office.
By early 2003, IGCS was facing a financial deficit
that required its operating expenses -- including employee
salaries -- to be paid out of the organization’s reserve
account.
The IGCS financial committee met to discuss the
deteriorating financial condition and decided to undertake a
formal performance evaluation of the employees.
On January 16, 2004, the IGCS council met in Atlanta
to discuss the results of the employee evaluations.
Hilgers’s
performance as executive director was soundly criticized, and
the council members assessed his work for the organization as
being wholly unacceptable.
They voted unanimously to terminate
Hilgers from his position.
The council also reviewed Ahearn’s
performance as director of development.
Ahearn had failed to
meet his modest fund-raising goal for 2003 -- having raised no
funds whatsoever.
The council voted unanimously to terminate
his employment as well.
However, it decided to retain Erica
Riley in the Louisville office.
On January 20, 2004, Trimble sent letters to Hilgers
and Ahearn to advise them of the council’s decision to terminate
their employment.
Within a few days, Hilgers requested a former
IGCS president, Robert C. Young, M.D., to prepare correspondence
summarizing the discussions in which the two of them had
-3-
participated concerning Hilgers’s employment.
On February 2,
2004, Young complied with that request and wrote a detailed
letter to Hilgers, “confirming what I understand to be in the
good faith agreement that was negotiated with you on behalf of
the Society.”
On June 7, 2004, Hilgers and Ahearn filed a complaint
in Jefferson Circuit Court in which each alleged a breach of his
employment contract against IGCS.
Attached to the complaint as
an exhibit was the correspondence that Hilgers had received from
Young in February 2004.
Hilgers alleged that this
correspondence confirmed the existence of a five-year employment
contract with IGCS.
Hilgers and Ahearn also named Trimble and
Thomas as individual defendants asserting against them several
claims:
tortious interference with contractual relations,
interference with prospective business advantage, intentional
interference with proper job performance, and violation of a
fiduciary duty owed to IGCS.
IGCS, Trimble, and Thomas moved for summary judgment
on August 2005.
They contended that the plaintiffs’ breach of
contract claims had to fail as a matter of law because they were
unable to demonstrate the existence of any employment agreement
with IGCS.
Even assuming the existence of an employment
agreement, IGCS claimed that it had good cause to terminate
their employment.
They argued that the separate tort claims
-4-
asserted against Trimble and Thomas individually were not
recognized in Kentucky under the circumstances involved in this
case.
In response, Hilgers contended that although he had no
formal, written agreement with IGCS, his evidence established
the existence of an oral employment agreement for a five-year
term.
Ahearn argued that while his written employment agreement
failed to provide for a definite term as to duration, the
parties had expected his employment to continue for at least two
years.
Additionally, Hilgers and Ahearn contended that
outstanding issues of material fact regarding their work
performance precluded entry of summary judgment on their breach
of contract claims.
Finally, Hilgers and Ahearn argued that the
separate tort claims asserted against Thomas and Trimble were
viable under the circumstances.
Citing the provisions of Kentucky’s Statute of Frauds,
the Jefferson Circuit Court concluded that IGCS, Trimble, and
Thomas were entitled to judgment as a matter of law and
dismissed the complaint.
On November 21, 2005, the trial court
denied the motion to alter, amend, or vacate.
This appeal
followed.
On appeal, Hilgers contests the court’s adverse ruling
against him with respect to his breach of contract claim.
In
conjunction with Ahearn, he also contests the court’s ruling
-5-
dismissing their claims that Thomas and Trimble are individually
liable for alleged tortious interference with contractual
relations.
We shall address each issue in turn.
Summary judgment “shall be rendered forthwith if the
pleadings, depositions, answers to interrogatories,
stipulations, and admission on file, together with the
affidavits, if any, show that there is no genuine issue as to
any material fact and that the moving party is entitled to
judgment as a matter of law.”
CR 56.03
The trial court must
view the record “in a light most favorable to the party opposing
the motion for summary judgment and all doubts are to be
resolved in his favor.”
Steelvest v. Scansteel Serv. Ctr.,
Inc., 807 S.W.2d 476, 480 (Ky. 1991).
On appeal, the standard
of review is “whether the trial court correctly found that there
were no genuine issues as to any material fact and that the
moving party was entitled to judgment as a matter of law.”
Scifres v. Kraft, 916 S.W.2d 779, 781 (Ky.App. 1996).
It is undisputed that a written employment agreement
between IGCS and Hilgers was never executed by the parties.
Nevertheless, Hilgers contends that he had an oral agreement
with IGCS for a period of employment extending from January 2001
until January 2006.
The Statute of Frauds renders an oral contract
unenforceable if it is impossible to perform that contract
-6-
within one year from the time of its making.
Statutes (KRS) 371.010.
Kentucky Revised
The purported agreement upon which
Hilgers relies undoubtedly could not have been performed within
one year.
Accordingly, the agreement would be unenforceable
unless evidenced by a writing sufficient to satisfy the specific
requirements of Kentucky's Statute of Frauds, which provides as
follows:
[n]o action shall be brought to charge any
person . . . [u]pon any agreement that is
not to be performed within one year from the
making thereof . . . unless the . . .
agreement or some memorandum or note
thereof, be in writing and signed by the
party to be charged therewith, or by his
authorized agent.
KRS 371.010(7).
Hilgers contends that the documentary evidence
attached to his complaint adequately satisfies the writing
requirement.
He relies primarily upon the February 2004 letter
written in response to his request by former IGCS president, Dr.
Robert Young.
The letter contains statements indicating that
the parties had reached a general understanding regarding
Hilgers’s role at IGCS.
It anticipates that Hilgers’s salary
would increase in proportion to the probable increase in his
commitment of time to the activities of IGCS over a five-year
term.
However, even if the document were deemed to satisfy the
-7-
writing requirement, it was not “signed by the party to be
charged therewith, or by his authorized agent.”
In order to bind IGCS for statements made by Young, a
former IGCS president, it must have appeared that he had the
authority to bind the organization at the time that he signed
the letter and that he intended to act pursuant to that
authority.
Hilgers has not alleged that Young was authorized to
sign a letter on behalf of IGCS in 2004.
The letter was not
written on IGCS letterhead, and there is no indication that
Young intended to act as an agent of IGCS in responding to
Hilger's request.
Consequently, there is no evidence that the
letter was signed by the party to be charged (IGCS) or by an
authorized agent.
Computer Servicenters, Inc. v. Beacon
Manufacturing Co., 328 F.Supp. 653 (D.S.C. 1970).
It does not
constitute a writing sufficient to satisfy the requirements of
the Statute of Frauds as Young had no authority to bind IGCS as
its agent.
Hilgers contends that other correspondence from Young
(prepared by Young during his term as president) -- along with
other documents -- also confirm the existence of his employment
contract.
He urged the trial court to consider the other
documents both independently and in conjunction with the
correspondence of 2004.
-8-
It is true that multiple documents may be considered
together to satisfy the Statute of Frauds.
However, the rule in
Kentucky is that several writings may be considered together
only when the documents clearly refer one to the other without
recourse to parole evidence to establish a connection.
See
Antle v. Haas, 251 S.W.2d 290 (Ky. 1952) and Nicholson v. Clark,
802 S.W.2d 934 (Ky.App. 1990).
Further, the contract terms must
be ascertainable independently of parole evidence.
Nicholson,
supra at 938.
Two of the additional documents that Hilgers relies
upon were authored by Hilgers himself.
None of the documents
presented by Hilgers refers to the correspondence dated 2004;
they neither independently nor adequately reference the
essential terms of the purported contract with reasonable
certainty.
One of the documents is unsigned, and one of them
explains that the council believed that an employment contract
would be appropriate only after the executive director achieved
full-time status – with that date anticipated to occur in 2006.
Hilgers consistently acknowledged that date as his understanding
of the timing involved concerning his tenure.
The writings
presented by Hilgers are insufficient to satisfy the
requirements of the Statute of Frauds. Therefore, the trial
court did not err by granting summary judgment with respect to
the breach of contract claim.
-9-
We next consider whether the trial court erred by
concluding that Hilgers and Ahearn could not prevail as a matter
of law on their claims of tortious interference with contractual
relations.
The trial court concluded that summary judgment was
proper since Thomas and Trimble were acting as agents of IGCS
and that, therefore, as a matter of law, they could not have
wrongfully interfered with the contractual relationship of their
own organization.
While we do not disagree with that
conclusion, we affirm the judgment on different grounds.
Having
carefully reviewed the record, including the numerous
depositions, we conclude that Hilgers and Ahearn did not present
sufficient affirmative evidence to overcome the properly
supported motion for summary judgment.
In Cullen v. South East Coal Co., 685 S.W.2d
187
(Ky.App. 1983), this court recognized that the intentional
interference with the contractual relations of another may give
rise to liability.
In order to be actionable, the interference
must be wholly improper and lacking in any justification; i.e.,
the plaintiff must show malice or some flagrantly wrongful
conduct on the part of the defendant.
Athletic Ass’n. v. Hornung,
National Collegiate
754 S.W.2d 855 (Ky. 1988).
In order to demonstrate improper interference, Hilgers
and Ahearn had to have asserted facts, which, if true, would
have shown that Thomas and Trimble acted maliciously or engaged
-10-
in significantly wrongful conduct.
Hilgers and Ahearn claimed
that Thomas and Trimble intentionally interfered with their
contractual relations by failing to provide the support
necessary for fund-raising and development.
While Hilgers
claimed that Thomas had sabotaged the development program, he
could not identify anything that she did (or failed to do) that
caused the program to de-rail.
complaints:
Hilgers stated a
series of
that Trimble improperly positioned himself to
perform the employee evaluation conducted prior to the meeting
of the council in January 2004 in Atlanta; that Thomas unfairly
criticized a draft of goals and objectives that Hilgers had
developed for IGCS; that Thomas restricted her communication
with him; and that Thomas failed to provide dynamic leadership
for the organization.
We conclude that Hilgers and Ahearn failed to present
adequate evidence to show that the actions of Thomas and Trimble
were malicious or improper.
In fact, their evidence was notably
insufficient to raise a genuine issue of material fact to
withstand the motion for summary judgment.
The charged
activities did not constitute tortious interference with the
contractual relations of Hilgers or Ahearn.
Consequently, the
trial court did not err by granting summary judgment in favor of
IGCS, Thomas, and Trimble.
-11-
The judgment of the Jefferson Circuit Court is
affirmed.
ALL CONCUR.
BRIEFS AND ORAL ARGUMENT FOR
APPELLANTS:
BRIEF FOR APPELLEES:
Don Meade
Louisville, Kentucky
David Domene
Pamela J. Ledford
Louisville, Kentucky
ORAL ARGUMENT FOR APPELLEES:
Pamela J. Ledford
Louisville, Kentucky
-12-
Some case metadata and case summaries were written with the help of AI, which can produce inaccuracies. You should read the full case before relying on it for legal research purposes.
This site is protected by reCAPTCHA and the Google Privacy Policy and Terms of Service apply.