Before Steadman, Farrell and Reid, Associate Judges.
The opinion of the court was delivered by: Steadman, Associate Judge
Appeal from the Superior Court of the District of Columbia
(Hon. Stephen F. Eilperin, Trial Judge)
(Argued October 21, 1999 Decided April 6, 2000)
In this breach of contract case, plaintiff Thomas Ruffin, Jr., an attorney, appeals from a judgment as a matter of law under D.C. Super Ct. Civ. R. 50. The trial court reasoned that an admitted dispute between the trustees of the appellee church and the church's pastor precluded a finding of implied or apparent authority in the pastor to contract for Ruffin's legal services. Having reviewed the record, we hold that there was sufficient evidence upon which a reasonable jury could find that such implied authority existed. *fn1
The evidence at trial, viewed in the light most favorable to appellant, revealed the following situation. From 1923 until the appointment of Frank Morris as pastor in 1992, appellee Temple Church of God in Christ ("the Church") had a long history of pastorship under a single man -- the founder of the Church, Samuel Kelsey. While Kelsey had run the Church with the help of a board of trustees, during his tenure Kelsey also entered into a number of significant contracts on behalf of the Church without specific approval. In 1992, a bishop of the Church publicly, in the presence of the board of trustees and the Church congregation, including Ruffin, appointed Morris as co-pastor without objection, to take over for the ailing Kelsey. The bishop gave what Morris thought was "full authority to run the church." Shortly after the appointment, a conflict began to arise between the Church's board and Morris with regard to aspects of fiscal responsibility and powers of appointment within the Church.
In early 1993, Ruffin was contacted by Morris to help reconcile the internal dispute, and Ruffin entered an oral contract with Morris to perform legal services on behalf of the Church. Between January 4 and March 11, 1993, Ruffin worked on drafting new by-laws for the Church and engaged in other activities designed to alleviate the rift. However, when Ruffin presented the Church with his bill of about $8,000, payment was refused. The Church asserted that as a non-profit organization, its board of trustees had sole authority to contract, and that the board did not authorize or reasonably appear to authorize Morris to enter into the contract for Ruffin's legal services. Ruffin brought suit to recover his fees.
At the close of Ruffin's case-in-chief, the Church moved for a directed verdict. The motion was denied by the trial court because, according to the trial judge,
a reasonable juror could decide . . . based on the testimony . . . that there was a course of conduct over time in which the board of trustees had essentially delegated to the pastor the business end of running the church, and that that had not been formally rescinded at the time in January of `93 when Mr. Ruffin and the pastor entered into their contract. . . . [O]n that ground alone, the motion should be . . . denied. Whether the pastor did or did not have authority, a reasonable juror could conclude that the course of conduct over those years established the pastor's authority.
During the defendant's case-in-chief no evidence was introduced to demonstrate that the board expressly rescinded any and all contractual authority of the pastor.
The jury was instructed that under the law, the Church's board of trustees had ultimate control of the Church. *fn2 However, the jury was also instructed, under the doctrines of implied and apparent authority, that if either Morris or Ruffin reasonably believed authority existed for Morris to enter into the contract on behalf of the Church, the Church would be liable on the contract. *fn3 The jury returned a verdict in favor of Ruffin. *fn4
Following the verdict, the defendant moved for judgment as a matter of law, or in the alternative a new trial or amendment of the judgment or remittitur. The court granted the motion for judgment in a one- paragraph order, stating:
That given the unequivocal evidence that the Board of Trustees and Pastor Morris were locked in a power struggle for control of the financial management of the Church and that the Board was disputing Pastor Morris' claimed authority -- and that plaintiff was fully aware of the dispute before he entered into the contract at issue -- no reasonable juror could conclude that ...