Gianetti v. Norwalk Hosp., 13415

• Decision Date: 25 April 1989
• Docket Number: No. 13415,13415
• Citation: 211 Conn. 51,557 A.2d 1249
• Court: Connecticut Supreme Court
• Parties: Charles D. GIANETTI v. NORWALK HOSPITAL et al.

Page 1249

557 A.2d 1249

211 Conn. 51

Charles D. GIANETTI v. NORWALK HOSPITAL et al.

No. 13415.

Supreme Court of Connecticut.

Argued Dec. 15, 1988.

Decided April 25, 1989.

Judith M. Trutt, Ridgefield, with whom was Alan Neigher, Westport, for appellant (plaintiff).

Jay S. Kogan, with whom, on the brief, was John F. Fallon, Fairfield, for appellees (defendants).

Before ARTHUR H. HEALEY, SHEA, GLASS, HULL and FRANCIS X. HENNESSY, JJ.

ARTHUR H. HEALEY, Associate Justice.

The plaintiff, Charles D. Gianetti, a physician licensed to practice medicine in Connecticut, instituted this action against Norwalk Hospital, its president and certain of its administrators and physicians, ¹ alleging breach of contract and antitrust violations, as well as seeking declaratory and injunctive relief. The action arose out of the alleged illegal refusal of the defendants to reappoint the plaintiff to the medical staff of the Norwalk Hospital for 1984. The case was referred to attorney state trial referee John J. Cotter. On March 11, 1987, he found that the bylaws of the Norwalk Hospital Association constituted an enforceable contract between Norwalk Hospital and the plaintiff and that the hospital's action in reviewing Gianetti's performance and the procedure by which he was not reappointed to the medical staff constituted a breach of the contract. The hospital filed an objection to the acceptance of the report of the attorney state trial referee. Thereafter, counsel for the parties filed a joint motion for reservation of legal issues pursuant to General Statutes § 52-235(a). ²

At this point, we should set out certain findings of the attorney state trial referee that will serve as background for the serious procedural problem that we encounter on this reservation. These include the following: Norwalk Hospital is a nonprofit corporation organized under the laws of the state of Connecticut and thus must conduct its affairs in compliance with General Statutes § 33-423(c). ³ The hospital is a member of the Joint Commission on Accreditation of Hospitals that requires that its members adopt medical staff bylaws including provisions for due process fair hearings prior to termination of a doctor's privileges. The hospital medical staff bylaws in effect during 1983 were approved by the board of trustees in November, 1982, and became effective on approval. Article III, § 2(b), ⁴ of the bylaws provides that written acceptance of membership on the medical staff constitutes certification that the staff member will abide by the bylaws, rules and regulations of the medical staff and the Norwalk Hospital Association.

The plaintiff is a licensed physician specializing in plastic surgery, who, in 1974, was appointed a provisional member of the hospital medical staff. In 1976, the plaintiff was granted full privileges as an assistant attending physician at the hospital. The plaintiff's privileges were renewed annually by the hospital through the period ending December 31, 1983. As a condition of membership on the hospital's medical staff, the plaintiff agreed, in writing, to abide by the medical staff bylaws. One of the purposes of the bylaws stated in article II, § 4, is "to initiate and maintain rules and regulations for the self-government of the medical staff." After purportedly following certain procedures referred to in the bylaws, including a vote of the medical staff to deny the plaintiff's reappointment to the medical staff, the hospital board of trustees ratified the plaintiff's nonreappointment to the medical staff of the hospital. ⁵ Article V, § 2, of the bylaws governs the action of the board of trustees when a recommendation of nonreappointment is received from the medical staff. The attorney state trial referee also determined that the Norwalk Hospital medical staff bylaws "constituted an enforceable contract" between the hospital and the plaintiff.

With this background, we now look at the specific questions reserved to us. The questions that we are asked to answer on this reservation are: "(1) Do the bylaws of a Connecticut Hospital constitute an enforceable contract between the hospital and its medical staff?"; and (2) "Are administrative decisions by a hospital as to the rights of its medical staff under its bylaws subject to judicial review?" From everything that is properly before us on this reservation, it is apparent to us that the questions as reserved are framed too broadly for us to be able to "give to each a categorical or very definite answer," as we are required to do on a reservation. Rothkopf v. Danbury, 156 Conn. 347, 351, 242 A.2d 771 (1968); Second National Bank v. Montesi, 144 Conn. 311, 315, 130 A.2d 796 (1957); Ericson v. Childs, 124 Conn. 66, 82, 198 A. 176 (1938); see Practice Book § 4147. Particularly, the framing of the reserved questions, applying as they do, to any Connecticut hospital renders it impossible to answer these questions on a record that is replete with the controversy only between this plaintiff and the Norwalk Hospital and the other named defendants and not to any other Connecticut hospital. The only bylaws in the record are those of the Norwalk Hospital; there are no bylaws of any other Connecticut hospital before us. The briefs of the parties, as well as their oral argument before us, also developed at length the claims between the plaintiff physician and this defendant hospital. "A trial court or a judge cannot confer jurisdiction on this court merely by reserving questions for our advice"; Rothkopf v. Danbury, supra, 156 Conn. at 350, 242 A.2d 771; see v. Frechette, 156 Conn. 253, 255, 240 A.2d 864 (1968); and, thus, "cannot, by a reservation, compel action by this court." Barr v. First Taxing District, 147 Conn. 221, 223, 158 A.2d 740 see Potter v. Appleby, 136 Conn. 641, 643, 73 A.2d 819 (1950). This court is not bound to entertain a reservation, and whether it will do so rests in its discretion. Barr v. First Taxing District, supra. The extent to which we will entertain a reservation also rests in the discretion of this court. New Haven v. New Haven Water Co., 132 Conn. 496, 516, 45 A.2d 831 (1946).

We cannot entertain either of the two questions as framed by the parties. Both questions involve any Connecticut hospital. Moreover, answering either question would obviously involve physicians and hospitals that are not parties to this matter. One of the prayers for relief on the contract counts of the complaint is "for a declaratory ruling that the actions of the defendants as herein stated be declared null and void, and of no effect." If we were to entertain the questions as framed, we would be handing down a declaratory ruling affecting the rights and liabilities of all Connecticut hospitals and their medical staff members. This we cannot and will not do because the record reveals no attempt to notify anyone other than the defendants named in the pending action. "Practice Book § 309(d) provides that the court will not render declaratory judgments upon the complaint of any person 'unless all persons having an interest in the subject matter of the complaint are parties to the action or have reasonable notice thereof.' This court has consistently required strict adherence to this rule. Gannon v. Sanders, [157 Conn. 1, 5, 244 A.2d 397 (1968) ]; Wenzel v. Danbury, 152 Conn. 675, 677, 211 A.2d 683 (1965); see also Salamandra v. Kozlowski, 173 Conn. 136, 138 n. 2, 376 A.2d 1103 (1977)." Cavalli v. McMahon, 174 Conn. 212, 215, 384 A.2d 374 (1978). We have, however, entertained reservations where, although the reservation was not in proper form, the importance of the public interest in the issues involved was evident to us as it is here. See, e.g., St. John's Roman Catholic Church Corporation v. Darien, 149 Conn. 712, 718-19, 184 A.2d 42 (1962); Stanton v. Stanton, 140 Conn. 504, 509, 101 A.2d 789 (1953); Barnes v. New Haven, 140 Conn. 8, 11, 98 A.2d 523 (1953); General Motors Corporation v. Mulquin, 134 Conn. 118, 133, 55 A.2d 732 (1947); New Haven v. New Haven Water Co., supra; cf. Second National Bank v. Montesi, supra, 144 Conn. 315, 130 A.2d 796. This court has overlooked a defect in a reservation because of "the importance of the issues involved and the fact that the claims of the parties have been fully presented in argument and brief" (emphasis added); General Motors Corporation v. Mulquin, supra; that is true here. Where the questions propounded are improperly framed, we have to answer the questions "in a manner which will be adequate to guide the trial court in rendering judgment." Stanton v. Stanton, supra. At oral argument, we pointed out to the parties that the two questions as reserved would be impossible to answer on the state of this record.

Under the circumstances of this case, we, therefore, will answer two questions on this reservation with the first question reframed as follows: (1) Do the bylaws of the Norwalk Hospital constitute an enforceable contract between the hospital and Dr. Gianetti as a member of its medical staff? We entertain the second question reframed as follows: (2) Are administrative decisions by the Norwalk Hospital, as to the rights of Dr. Gianetti as a medical staff member under its bylaws, subject to judicial review?

Turning to the first question, it must be answered in the negative, i.e., the bylaws of the Norwalk Hospital do not constitute a contract between it and the plaintiff as a member of its medical staff. ⁶ The plaintiff maintains in his brief that the "association between the hospital and its staff is based upon contract; once the by-laws are approved by the hospital's board of directors, 'they became an integral part of the contractual relationship between the hospital and the members of the staff.' " (Emphasis added.) Berberian v. Lancaster Osteopathic Hospital, 395 Pa. 257, 263, 149 A.2d 456 (1959). In arguing that "[t]he bylaws were clearly structured as a contractual obligation," he refers, inter alia, to the fact that...