Wing v. Anchor Media, Ltd. of Texas, No. 90-934

• Court: United States State Supreme Court of Ohio
• Writing for the Court: WRIGHT; MOYER; DOUGLAS
• Citation: 59 Ohio St.3d 108,570 N.E.2d 1095
• Decision Date: 24 April 1991
• Docket Number: No. 90-934
• Parties: , 125 Lab.Cas. P 57,334, 6 IER Cases 764 WING, Appellant, v. ANCHOR MEDIA, LTD. OF TEXAS, et al., Appellees.

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59 Ohio St.3d 108 570 N.E.2d 1095, 125 Lab.Cas. P 57,334, 6 IER Cases 764 WING, Appellant,
v.
ANCHOR MEDIA, LTD. OF TEXAS, et al., Appellees. No. 90-934. Supreme Court of Ohio. Submitted Feb. 20, 1991.
Decided April 24, 1991. Syllabus by the Court

1. Absent fraud in the inducement, a disclaimer in an employee handbook stating that employment is at will precludes an employment contract other than at will based upon the terms of the employee handbook.

2. A promise of future benefits or opportunities without a specific promise of continued employment does not support a promissory estoppel exception to the employment-at-will doctrine. (Helmick v. Cincinnati Word Processing, Inc. [1989], 45 Ohio St.3d 131, 543 N.E.2d 1212, construed and applied; Mers v. Dispatch Printing Co. [1985], 19 Ohio St.3d 100, 19 OBR 261, 483 N.E.2d 150, distinguished.)

3. A motion for summary judgment forces the nonmoving party to produce evidence[570 N.E.2d 1097] on any issue for which that party bears the burden of production at trial. (Celotex v. Catrett [1986], 477 U.S. 317, 106 S.Ct. 2548, 91 L.Ed.2d 265, approved and followed.)

4. R.C. 4113.52 establishes guidelines by which an employee can bring illegal activity by either the employer or a co-employee to the attention of the employer or appropriate authorities without being discharged. R.C. 4113.52 may only be applied prospectively pursuant to the presumption of prospective operation contained in R.C. 1.48.

Taft Broadcasting Company ("Taft") hired Charles R. Wing on June 17, 1985, as vice president and general manager of WTVN, a television station in Columbus, Ohio. On October 7, 1987, TFBA Sub., Ltd. ("TFBA"), a limited partnership, purchased WTVN from Taft and entered into a management arrangement with Anchor Media, Ltd. of Texas ("Anchor"), whereby Anchor operated the station. Around this time, Anchor changed the call letters

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of the station to WSYX. TFBA subsequently transferred ownership of WSYX to Anchor on December 7, 1987.

Anchor retained Wing as general manager of WSYX. Upon Wing's becoming an employee of Anchor, Anchor gave Wing an employee handbook that, along with expressing what is expected of employees, included a disclaimer stating that employees may be discharged "for the convenience of the Station." Wing also signed an "Employee's Statement of Confirmation," ¹which,

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¹which, among other things, unequivocally stated that Wing's employment was "terminable at [the] will" of his employer.

During Wing's tenure with Anchor, Alan Henry, the general partner and chief executive officer of Anchor, and Patrick M. Murphy, vice president of finance and also an equity participant in Anchor, promised Wing the opportunity to purchase equity in WSYX as soon as a new financing package for the station was completed. This representation continued throughout Wing's employment with Anchor.

Wing alleges that he turned down several job opportunities with television stations inside and outside Ohio, operated by his former employer, Taft, and other employers, during his tenure with Anchor. Wing also claims that he expressed concern to Murphy about personal items that Henry expensed to WSYX and other businesses operated by Anchor.

On April 18, 1988, Anchor terminated Wing's employment. Wing then brought suit in the Court of Common Pleas of Franklin County against defendants, Anchor, its affiliates, and TFBA, asserting claims sounding in contract, promissory estoppel, wrongful discharge, and fraud. Defendants subsequently moved for summary judgment, which motion the trial court granted on June 28, 1989, on all claims.

Upon appeal to the court of appeals, Wing asserted that the trial court erred in entering judgment for Anchor, in that there existed material issues of fact as to: whether Wing was induced to continue employment with Anchor through promises of equity participation, whether these promises were fraudulent, whether Anchor breached a written employment contract [570 N.E.2d 1098] based upon the employee handbook, and whether Anchor wrongfully discharged Wing in violation of public policy for questioning the propriety of certain management expenses.

The appellate court affirmed the grant of summary judgment in favor of defendants. The court held that the employee disclaimer expressly made clear that Wing was employed at will, rejecting the contract claim based on the employee handbook. The court also held that the promise of equity participation was not a promise of job security and hence did not support a promissory estoppel claim. Additionally, because Wing was terminated prior to the enactment of R.C. 4113.52, public policy did not involve the "whistleblower" exception to the employment-at-will doctrine. Finally,

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the court held that Wing provided no evidence that Anchor made any fraudulent misrepresentations to him.

The cause is now before this court pursuant to the allowance of a motion to certify the record.

Michael H. Gertner, Columbus, and John S. Zonak, Hilliard, for appellant.

Squire, Sanders & Dempsey, Thomas E. Palmer and William A. Klatt, Columbus, for appellees.

WRIGHT, Justice.

Wing appeals the entry of summary judgment against him, arguing that material issues of fact exist concerning his claims against defendants. We disagree. Consequently, we affirm the summary judgment for defendants on all these claims.

I

Initially we note that Wing's employment with Anchor was, from its inception, terminable at will. In the courts...