Robinson/Keir Partnership, In re, No. 87-422

Docket NºNo. 87-422
Citation154 Vt. 50, 573 A.2d 1188
Case DateFebruary 09, 1990
CourtUnited States State Supreme Court of Vermont

Page 1188

573 A.2d 1188
154 Vt. 50
In re ROBINSON/KEIR PARTNERSHIP, Jack C. Keir & Jack C. Keir, Inc.
No. 87-422.
Supreme Court of Vermont.
Feb. 9, 1990.

Motion for Reargument Denied March 7, 1990.

Page 1189

[154 Vt. 52] Valsangiacomo, Detora, McQuesten, Rose & Grearson, P.C., Barre, for plaintiff-appellee.

William Alexander Fead, South Burlington, for defendant-appellant.

Before [154 Vt. 50] ALLEN, C.J., PECK, GIBSON and DOOLEY, JJ., and BARNEY, C.J. (Ret.), Specially Assigned.

[154 Vt. 52] GIBSON, Justice.

Lenord Robinson appeals from an order of the Washington Superior Court granting his partner, Jack Keir, the right to purchase Robinson's interest in their partnership, as provided in an arbitrator's award. We affirm.

I.

Lenord Robinson and Jack Keir entered into a written partnership agreement on May 22, 1981 to develop and sell land in Warren, Vermont. The agreement contained a provision for binding arbitration to settle any controversies, claims, or breaches arising out of the agreement.

In October of 1985, Robinson filed a demand for arbitration with the American Arbitration Association, requesting a determination of the proper division of the assets and liabilities of the partnership. Following a hearing, the arbitrator issued an award on July 15, 1986 that gave Robinson the right to purchase Keir's interest within ninety days; in the event Robinson chose not to exercise that right, the award provided for Keir to succeed to sole ownership of the business. Robinson would remain indebted to the partnership in either case since the partnership[154 Vt. 53] had a negative net worth and Robinson's contribution was far less than Keir's. Robinson filed a motion to vacate or modify the award in superior court, which remanded the matter to the arbitrator for reconsideration. The arbitrator reaffirmed his original award, and Keir filed a motion to confirm it. The court confirmed the award without a hearing on January 14, 1987, and appointed Keir the sole owner of the partnership assets. Robinson moved to vacate the judgment, or in the alternative, for a new trial. On June 12, 1987 the court found that the arbitrator had gone beyond the parties' demand, and, accordingly, modified the award to exclude the provisions that required a buyout within ninety days. Keir then filed a motion to amend the order to restore his right to buy out Robinson. Robinson appeals the July 27, 1987 order granting that motion.

II.

We note initially that " 'Vermont has a strong tradition of upholding arbitration awards whenever possible.' " Matzen Constr., Inc. v. Leander Anderson Corp., 152 Vt. 174, 177, 565 A.2d 1320, 1322 (1989) (quoting R.E. Bean Constr. Co. v. Middlebury Assoc., 139 Vt. 200, 204, 428 A.2d 306,

Page 1190

309 (1980)). In reviewing an arbitration award, the trial court acts as an appellate tribunal with a limited scope of review rather than as a second arbitrator. Matzen, 152 Vt. at 177, 565 A.2d at 1322; see also Muzzy v. Chevrolet Division, --- Vt. ----, ----, 571 A.2d 609, 612-14 (1989) (review of arbitration award severely limited). An award may not be vacated on an issue of law unless the arbitrator manifestly disregards the law. See Muzzy, --- Vt. at ----, 571 A.2d at 612. We take this approach because we are mindful of the importance of arbitration as an alternative to the courts. The continuing increase in the business of the courts heightens the need for such alternatives. Without a due respect for the arbitrators' determinations, arbitration proceedings would become just another expensive and time-consuming layer in the already burdened litigation process. R.E. Bean Constr. Co., 139 Vt. at 204-05, 428 A.2d at 309. Nevertheless, we will not "rubber stamp" arbitrators' decisions, as such a practice would only cause litigants to hesitate in entrusting their disputes to [154 Vt. 54] the arbitration process, thus defeating its very purpose. Id. at 205, 428 A.2d at 309.

A.

First, we must consider whether the court had authority under the Vermont Arbitration Act (Act), 12 V.S.A. §§ 5651-5681, to compel a buyout of the partnership interests. Robinson contends that the court exceeded the scope of its authority when it amended its June 12, 1987 order to restore Keir's buyout right under the award. We agree with Keir, however, that the court properly exercised its authority to confirm the original award when it amended its earlier order.

Robinson argues that once the court determined that the arbitrator had exceeded his authority by ordering a buyout within ninety days, it was precluded from amending that order. Specifically, Robinson contends that the court was bound by its earlier order and, thereafter, was without subject matter jurisdiction to grant Keir's motion to amend the order. This argument is fallacious. Pursuant to V.R.C.P. 59(e), within ten days of the June 12 order, Keir moved for the court to amend the order to allow Keir to buy out Robinson. Rule 59(e), which is substantially similar to Federal Rule 59(e), gives the court broad power to alter or amend a judgment. Reporter's Notes, V.R.C.P. 59. The federal courts invoke Rule 59(e) "to support reconsideration of matters properly encompassed in a decision on the merits." White v. New Hampshire Dep't of Employment Sec., 455 U.S. 445, 451, 102 S.Ct. 1162, 1166, 71 L.Ed.2d 325 (1982). "Under rule 59(e), the court may reconsider issues previously before it, and generally may examine the correctness of the judgment itself." Ray E. Friedman & Co. v. Jenkins, 824 F.2d 657, 660 (8th Cir.1987) (citations omitted). Accordingly, in the instant case, the court had the authority to amend its previous order in order to allow Keir to buy out Robinson.

B.

Next, we consider whether the parties'...

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30 practice notes
  • Skaskiw v. Vt. Agency of Agric., No. 14–041.
    • United States
    • Vermont United States State Supreme Court of Vermont
    • December 19, 2014
    ...... involving events that are contingent upon circumstances that may or may not occur in the future.” In re Robinson/Keir P'ship, 154 Vt. 50, 57, 573 A.2d 1188, 1192 (1990).¶ 32. In Robinson/Keir Partnership, the plaintiff claimed that he faced double liability for loans from a corporation ......
  • Drumheller v. Drumheller, No. 07-108.
    • United States
    • Vermont United States State Supreme Court of Vermont
    • March 6, 2009
    ...looked to federal decisions interpreting the federal rule for guidance in applying the Vermont rule. See In re Robinson/Keir Partnership, 154 Vt. 50, 54, 573 A.2d 1188, 1190 (1990). Husband argues that the court's power to amend a judgment sua sponte can be exercised only within ten days af......
  • Blondin v. Milton Town Sch. Dist., No. 20-031
    • United States
    • Vermont United States State Supreme Court of Vermont
    • January 15, 2021
    ...182 Vt. 349, 940 A.2d 674 ("Rulings on motions for a new trial are within the discretion of the trial court."); In re Robinson/Keir P'ship, 154 Vt. 50, 54, 573 A.2d 1188, 1190 (1990) (stating that trial court "may reconsider issues previously before it, and generally may examine the correct......
  • Rhoades Salvage/ABC Metals v. Town of Milton Selectboard, No. 09-432.
    • United States
    • Vermont United States State Supreme Court of Vermont
    • October 21, 2010
    ...what, if any, costs may be associated with removal, location, or disposal, his claim is premature. See In re Robinson/Keir P'ship, 154 Vt. 50, 57, 573 A.2d 1188, 1192 (1990) ("Courts will ordinarily not render decisions involving events that are contingent upon circumstances that may or may......
  • Request a trial to view additional results
30 cases
  • Skaskiw v. Vt. Agency of Agric., No. 14–041.
    • United States
    • Vermont United States State Supreme Court of Vermont
    • December 19, 2014
    ...... involving events that are contingent upon circumstances that may or may not occur in the future.” In re Robinson/Keir P'ship, 154 Vt. 50, 57, 573 A.2d 1188, 1192 (1990).¶ 32. In Robinson/Keir Partnership, the plaintiff claimed that he faced double liability for loans from a corporation ......
  • Drumheller v. Drumheller, No. 07-108.
    • United States
    • Vermont United States State Supreme Court of Vermont
    • March 6, 2009
    ...looked to federal decisions interpreting the federal rule for guidance in applying the Vermont rule. See In re Robinson/Keir Partnership, 154 Vt. 50, 54, 573 A.2d 1188, 1190 (1990). Husband argues that the court's power to amend a judgment sua sponte can be exercised only within ten days af......
  • Blondin v. Milton Town Sch. Dist., No. 20-031
    • United States
    • Vermont United States State Supreme Court of Vermont
    • January 15, 2021
    ...182 Vt. 349, 940 A.2d 674 ("Rulings on motions for a new trial are within the discretion of the trial court."); In re Robinson/Keir P'ship, 154 Vt. 50, 54, 573 A.2d 1188, 1190 (1990) (stating that trial court "may reconsider issues previously before it, and generally may examine the correct......
  • Rhoades Salvage/ABC Metals v. Town of Milton Selectboard, No. 09-432.
    • United States
    • Vermont United States State Supreme Court of Vermont
    • October 21, 2010
    ...what, if any, costs may be associated with removal, location, or disposal, his claim is premature. See In re Robinson/Keir P'ship, 154 Vt. 50, 57, 573 A.2d 1188, 1192 (1990) ("Courts will ordinarily not render decisions involving events that are contingent upon circumstances that may or may......
  • Request a trial to view additional results

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