Connecticut Bank and Trust Co., Inc. v. Winters

• Decision Date: 23 March 1993
• Docket Number: 14460,Nos. 14459,s. 14459
• Citation: 225 Conn. 146,622 A.2d 536
• Court: Connecticut Supreme Court
• Parties: CONNECTICUT BANK AND TRUST COMPANY, INC. v. Geoffrey J. WINTERS et al. PAINE WEBBER JACKSON AND CURTIS, INC. v. Geoffrey J. WINTERS.

Page 536

622 A.2d 536

225 Conn. 146

CONNECTICUT BANK AND TRUST COMPANY, INC. v. Geoffrey J. WINTERS et al.

PAINE WEBBER JACKSON AND CURTIS, INC. v. Geoffrey J. WINTERS.

Nos. 14459, 14460.

Supreme Court of Connecticut.

Argued Dec. 9, 1992.

Decided March 23, 1993.

[225 Conn. 148] Jan A. Marcus, with whom was Alan R. Spirer, Westport, for appellant (defendant Paine Webber, Inc.).

Edward P. McCreery III, with whom, on the brief, was Alice A. Carey, Bridgeport, for appellee (defendant Union Trust Co.).

John Haven Chapman, Stamford, for appellee (intervenor Chapman, Moran, Hubbard and Zimmermann).

Before PETERS, C.J., and CALLAHAN, BORDEN, KATZ and FRANCIS X. HENNESSY, JJ.

PETERS, Chief Justice.

The principal issues in these appeals ¹ are (1) whether the trial court's judgment is a "final judgment" that triggers the filing requirement for a complaint for setoff pursuant to General Statutes § 52-141, ² and (2) whether the trial court abused its equitable discretion by denying setoff in one action while granting setoff in the other action. We affirm the judgment of the Appellate Court in Docket No. 14460 and direct the trial court to issue an articulation in Docket No. 14459.

These appeals arise from two separate actions. Paine Webber Jackson & Curtis Inc. v. Winters (Docket No. 14460) (the PaineWebber action) is a breach of contract PaineWebber appealed to the Appellate Court, claiming, inter alia, that the trial court had improperly denied its motion for interest. PaineWebber Jackson & Curtis, Inc. v. Winters, 22 Conn.App. 640, 579 A.2d 545 (1990). Without disturbing the jury verdicts, the Appellate Court reversed the trial court's denial of PaineWebber's motion for interest and directed the trial court to award interest, the amount of which was approximately $245,000. ⁸ Id., at 656, 579 A.2d 545. Winters unsuccessfully sought certification to appeal Within twenty-four hours of issuance of the Appellate Court's judgment awarding PaineWebber interest on the judgment in its favor, PaineWebber filed in the trial court both a complaint for setoff of the judgments pursuant to § 52-141 and a motion for equitable setoff. The trial court denied the setoff, determining that (1) PaineWebber had filed its complaint for setoff more than twenty-four hours after final judgment, in violation of the requirements of § 52-141, ⁹ and (2) PaineWebber was not entitled on equitable grounds to a setoff of the judgments. PaineWebber appealed to the Appellate Court, which affirmed. Paine Webber Jackson & Curtis, Inc. v. Winters, 26 Conn.App. 322, 600 A.2d 1048 (1991). We subsequently granted PaineWebber's petition for certification. ¹⁰

                action brought by PaineWebber, Inc. 3  (PaineWebber), against Geoffrey Winters (Winters), a former PaineWebber employee, for Winters' refusal to repay a loan made to him by PaineWebber during his employment.   Winters thereafter asserted twelve counterclaims against PaineWebber.   PaineWebber filed a timely offer of judgment, offering to settle its breach of contract claim for $295,000.   Winters neither responded to this offer nor filed an offer of judgment on his counterclaims.   After a jury trial, 4 on May 15, 1989, the trial court rendered two separate judgments:  for PaineWebber on the breach of contract claim in the amount of $440,000;  and for Winters on five of the counterclaims, 5 in the amount of $440,000.18. 6  PaineWebber then unsuccessfully moved to set aside the judgment in favor of Winters and for interest on the judgment in favor of PaineWebber pursuant to General Statutes § 52-192a. 7
                to this court from [225 Conn. 152] the Appellate Court's decision.  Paine Webber Jackson & Curtis, Inc. v. Winters, 216 Conn. 820, 581 A.2d 1055 (1990)
                

Connecticut Bank & Trust Co. v. Winters, 225 Conn. 146, 622 A.2d 536 (the foreclosure action) is an action seeking to foreclose Winters' interest in property in Greenwich. ¹¹ PaineWebber was one of the defendants in the foreclosure action because, during the PaineWebber litigation, PaineWebber had secured a prejudgment attachment on this property, ¹² becoming the third most senior encumbrancer. After a foreclosure sale that yielded $1.1 million, the trial court ordered distribution of the proceeds to the two most senior encumbrancers. ¹³

The trial court, in the foreclosure action, thereafter granted an equitable setoff of the PaineWebber judgments, the effect of which was to reduce the amount owed by Winters to PaineWebber from approximately $685,000, the amount of its judgment plus interest, to approximately $245,000, the amount of interest. The trial court then denied PaineWebber's motion to stay proceedings pending its appeal from PaineWebber appealed to the Appellate Court from the trial court's distribution order and denial of its motion for a stay, and the Appellate Court affirmed. Connecticut Bank & Trust Co. v. Winters, 26 Conn.App. 317, 600 A.2d 1046 (1991). We subsequently granted PaineWebber's petition for certification. ¹⁵

                the trial court's [225 Conn. 154] denial of setoff in the PaineWebber action.   After reserving for PaineWebber a portion of the remaining foreclosure sale proceeds in order to protect PaineWebber's right to interest, 14 pending this court's decision on Winters' petition for certification from the Appellate Court's award of interest in the PaineWebber action, the trial court ordered distribution to the fourth and fifth most senior encumbrancers, Weatherly Securities, a mortgagee, and Union Trust Company, respectively
                

In these appeals, Paine Webber raises several claims seeking to achieve consistent decisions regarding setoff in the two actions. PaineWebber argues that, if the trial court's decisions regarding setoff are affirmed, PaineWebber will be obligated to pay $440,000.18, the full judgment rendered against it in the PaineWebber action, even though its security in the foreclosure proceeds has been reduced to $260,000, which the trial court reserved to protect PaineWebber's right to interest on the PaineWebber judgment rendered in its favor. ¹⁶ Specifically, in the PaineWebber case, PaineWebber claims that the Appellate Court improperly affirmed the trial court's determinations that: (1) PaineWebber was not entitled to a setoff of the judgments on equitable grounds; ¹⁷ and (2) PaineWebber had untimely filed its complaint for setoff. In the foreclosure action, PaineWebber claims that the Appellate Court's affirmance of the trial court's equitable setoff yields an unjust result and has caused extreme prejudice to PaineWebber. ¹⁸ I

THE PAINEWEBBER ACTION

A

PaineWebber claims that its complaint for setoff was timely filed within twenty-four hours of the Appellate Court's August, 1990 judgment, in compliance with the requirement of § 52-141 that a complaint for setoff be filed within twenty-four hours of "final judgment." PaineWebber contends, therefore, that the trial court improperly concluded that the complaint was untimely. Winters claims, on the other hand, that, to comply with § 52-141, PaineWebber was required to file its complaint within twenty-four hours of the trial court's May, 1989 judgment, and that, accordingly, PaineWebber's complaint, filed in August, 1990, was untimely. We agree with Winters that § 52-141 required PaineWebber to file its complaint for setoff within twenty-four hours of the trial court judgment, notwithstanding the subsequent appeal.

Pursuant to § 52-141, a defendant against whom a tort judgment has been rendered may request a court to set off that judgment against a debt owed to the defendant by the plaintiff. ¹⁹ Section 52-141(b)(4) requires, however, that the complaint for setoff be filed within twenty-four hours of "final judgment" on the tort claim. The issue, therefore, is whether PaineWebber complied with the twenty-four hour filing requirement, and this inquiry turns on whether the trial court judgment was the "final judgment" for the purposes of § 52-141(b)(4). This question is an issue of first impression in this state. ²⁰

In our determination of the meaning of "final judgment" in the context of § 52-141(b)(4), we consider, at the outset, whether that term is ambiguous. Ordinarily, if statutory language is clear and unambiguous, there is no need for statutory construction. Mercado v. Commissioner of Income Maintenance, 222 Conn. 69, 74, 607 A.2d 1142 (1992); Manning v. Barenz, 221 Conn. 256, 260, 603 A.2d 399 (1992). If statutory language is ambiguous, however, the court must construe it in accordance We are persuaded that the "final judgment" language of § 52-141(b)(4) is ambiguous. Our case law has repeatedly recognized that the term "final judgment" may have different meanings in different contexts. "[T]he effect of a pending appeal upon an otherwise final judgment has aptly been characterized as '[o]ne of the most troublesome problems in applying the rule of finality [of judgments],' because this is an area in which '[t]here are no technically precise and universally recognized rules....' " Preisner v. Aetna Casualty & Surety Co., 203 Conn. 407, 413-14, 525 A.2d 83 (1987), quoting F. James & G. Hazard, Civil Procedure (3d Ed.1985) § 11.4, p. 592. "[W]e have recognized that the relationship between a pending appeal and a judgment depends upon the nature of the issue that is to be addressed. Accordingly, a trial court judgment has been held to be final, despite a pending appeal, insofar as the issue was the triggering of the statute of limitations ... the continuing validity of interlocutory alimony orders ... or the applicability of the rules of res judicata." (Citations omitted.) Id., at 414, 525 A.2d 83; see Capalbo v. Planning & Zoning Board of Appeals, 208 Conn. 480, 486, 547 A.2d 528 (1988). Finally, we note that § 52-141 itself does not define "final judgment" or otherwise give guidance as to its meaning.

with the statute's background and purpose, as well as with common sense. In re Valerie D., 223 Conn. 492, 512-13, 613 A.2d 748 (1992); ...