Doria v. International Union, Allied Indus. Workers of America, AFL-CIO

• Decision Date: 03 October 1961
• Docket Number: AFL-CIO
• Citation: 16 Cal.Rptr. 429,196 Cal.App.2d 22
• Court: California Court of Appeals Court of Appeals
• Parties: Anthony DORIA, Plaintiff and Appellant, v. INTERNATIONAL UNION, ALLIED INDUSTRIAL WORKERS OF AMERICA,, an unincorporated association, Defendant and Respondent. Carl W. GRIEPENTROG, for and on behalf of and for the benefit of the International Union, etc., Cross-Complainant and Respondent, v. Anthony DORIA, Cross-Defendant and Appellant. Civ. 25251.

Page 429

16 Cal.Rptr. 429

196 Cal.App.2d 22

Anthony DORIA, Plaintiff and Appellant, v. INTERNATIONAL UNION, ALLIED INDUSTRIAL WORKERS OF AMERICA, AFL-CIO, an unincorporated association, Defendant and Respondent.

Carl W. GRIEPENTROG, for and on behalf of and for the benefit of the International Union, etc., Cross-Complainant and Respondent, v. Anthony DORIA, Cross-Defendant and Appellant.

Civ. 25251.

District Court of Appeal, Second District, Division 1, California.

Oct. 3, 1961.

Hearing Denied Nov. 29, 1961.

Bertram S. Harris and Jerome Weber, Beverly Hills, for appellant.

Gilbert, Nissen & Irvin, by R. W. Gilbert and W. B. Irvin, Beverly Hills, for respondent.

LILLIE, Justice.

Doria sued International Union on two promissory notes for $25,000 and $30,000, respectively; the Union answered alleging lack of authority in the maker, conditional delivery, and want of consideration, and filed a cross-complaint to recover $25,000 and the value of a Cadillac automobile, and to cancel the two notes. Doria's answer set up consideration for the notes, the claim of conditional delivery to be violative of the parol evidence rule, and estoppel. All matters were consolidated for trial. A jury was impaneled; after Doria rested his case a motion for nonsuit was granted. Proceeding on the cross-complaint the jury was waived; after brief testimony of a Union witness, judgment was entered in the Union's favor for $25,000 and value of a Cadillac, and canceling the two promissory notes. Doria appeals from the judgments of nonsuit and on the cross-complaint.

Defendant International Union is a national labor organization affiliated with AFL-CIO; Doria, was secretary-treasurer and member of the Executive Board; Earl Heaton was its President. The Union is governed by a Constitution and Laws, which Doria helped write. It provides that the International Convention is 'the supreme governing authority' and has plenary power to regulate and direct the policies, affairs and organization of the Union (Article 5, Section 2(a)); the Executive Board has much the same governing authority as the Convention between sessions, but any Board action is no longer final and binding if reversed, set aside or amended by the Convention (Article 5, Section 2(b)); between Board sessions, the President has governing authority to regulate and direct the policies, affairs and organization of the Union, 'with the exception of amending or countermanding any order of the International Executive Board' (Article 5, Section 2(c)), provided that any presidential action is no longer conclusive, final and binding if 'reversed, set aside or amended' by the Executive Board (Article 5, Section 2(d)); and 'between sessions of the Executive Board the President shall have full power to direct the workings of the organization and shall report his acts to the International Board for its approval.' (Article 13, Section 6).

The rule on appeal from a judgment of nonsuit is stated in Golceff v. Sugarman, 36 Cal.2d 152, at page 153, 222 P.2d 665, at page 666, "* * * that the court must view the evidence in the light most favorable to appellant, must disregard all inconsistencies and draw only those inferences from the evidence which can reasonably be drawn which are favorable to appellant." With this in mind we summarize the lengthy evidence offered by Doria.

Between January 29 and February 7, 1957, Doria, then secretary-treasurer, participated in a series of meetings of the Executive Board in Miami, relative to an impending directive of the Ethical Practices Committee of the AFL-CIO to clean up corrupt practices in the Union. Just prior to the first meeting Doria proposed to Heaton, then President, that the Union secure a restraining order, withdraw from the AFL-CIO and go independent. Doria was aware that 'anything of that sort would have to be brought before the Board' because he 'realized that any actions of the President or Secretary-Treasurer would have to be submitted to the Board for approval.' The Board rejected Doria's plan; then, inasmuch as Doria was the focal point of the AFL-CIO attack, he proposed he resign but in consideration of damages to compensate him for loss of his job and the slander to which he had been subjected. Doria insisted he negotiate a settlement at that time directly with the Board; that approved by it, it 'would be a final binding agreement.' Doria still had three years left of his term as secretary treasurer and proposed to the Board that he step down in return for a seven-year contract of employment as Union organizer for a total salary and expense account of $150,000 plus retention of existing benefits under the Union pension program; the Board approved this proposal on February 3, 1957. On February 4, Doria resigned his office to become effective March 1, 1957; however, immediately thereafter the AFL-CIO issued its directive giving the Union 90 days to clean house or be subject to expulsion. It took the position that Doria, 'the focal point of the attack' and against whom 'most of the fire' was directed, had to be completely eliminated from the Union. Thus, the February 3rd arrangement had to be abandoned. Doria then discussed with Heaton a libel and slander suit against the AFL-CIO and the Union rather than 'trying to save face'; but they finally called the Board back into session on February 6. Doria then secured from the Board a substitute agreement rescinding the February 3rd action and in lieu thereof proposed to the Board that he would resign his membership and accept as a settlement $50,000 in cash, the Cadillac he was using and an agreement saving his pension rights; the Board then and there approved all terms except that relating to the pension agreement which had to be worked out with the insurance company and required a vote of the Pension Committee. Doria testified that he knew any action transferring property of the Union to him would require Board approval. Heaton testified that when Doria asked who would handle 'the final details * * * primarily referring to the pension,' different individual Board members expressed the opinion that he (Heaton) would have 'to finish working out the details' in Los Angeles after the information relative to the position of the insurance company on the pension matter becomes available. The agreement was to be finalized by March 1 when Doria's resignation would become effective.

Daily discussions between Heaton and Doria followed in Los Angeles. Heaton finally told him the pension arrangement had not been determined by the insurance company and that it was going to be impossible to 'work this pension thing out for him,' and that relative to the $50,000 cash settlement, a problem arose concerning contributions from regional sub-organizations. At first Doria rejected suggestions by Heaton about the possibility of modifying the Florida agreement or working out a compromise. Finally Doria 'decided that there could be no agreement worked out'; and told Heaton if he could not settle the pension matter he would not settle at all, that he wanted his February 4th resignation back and wanted Heaton to 'call a Board meeting'; he talked about a suit for libel and slander and said he did not want to deal with Heaton and felt he was getting the 'run around.' Meanwhile, between February 6 and the 11th Heaton asked Doria for his resignation from Union membership; finally he wrote Doria on February 11 demanding it but Doria did not tender it until February 19, at which time he told Heaton he was submitting his resignation in order to be in a position to sue the Union for libel and slander for $1,000,000 based upon an article in the AFL-CIO 'News Reporter' of February 9 and Heaton's letter to him of February 11, demanding his resignation (which was not 'published' to a third person), without first having to exhaust the internal Union procedures. Doria told Heaton he thought there was something wrong with respect to the action of the Board and that he was going to proceed with the libel suit if 'they did not take action.' Finally negotiations were reopened; Heaton proposed a cash settlement of $30,000 in addition to the $50,000; Doria would not accept it. However, later Doria approached Heaton and said he had thought the matter over and would accept the proposal.

On March 1, 1957, Doria's resignation became effective; thereafter they entered into an agreement providing for the additional $30,000 and the promissory notes. Heaton told Jewell (secretary-treasurer) he and Doria had concluded an agreement which contained '$30,000 more,' to which Jewell replied 'it was a lot of money and he wasn't sure it was the thing to do.' The agreement designated 'Settlement Agreement and Release' was entered into and signed on March 6, 5 days after Doria had given up his office and membership in the Union; the document was not then, or prior thereto, submitted to the Board for Union approval. The agreement provided for, and Doria did receive, a $25,000 check from the Union funds which Doria cashed, two promissory notes of the Union signed by Heaton as President--one for $25,000 payable June, 1, 1957 (Exhibit 1), and the other for $30,000 payable 60 days after February 1, 1958 (Exhibit 2)--a total of $80,000, plus title to the Cadillac, and his vested pension rights. Thereafter on May 19, 1957, the Executive Board met in Washington where Heaton reported and submitted to it the Settlement Agreement and Release; the Board by formal action reversed and set aside the March 6 transactions between Heaton and Doria and the settlement was disapproved. On June 4, 1957, Doria presented the first promissory note for payment to Heaton; Heaton advised him no payment would be made on either note. Thereafter on August 8, 1957, at Ohio at the International Convention a resolution was passed instructing the Union to refuse payment on the notes and that proceedings be taken to obtain return of the $25,000 paid to Doria and title to...