ANDREA MICEK-HOLT, EXECUTRIX (ESTATEOF EDWARD W. MICEK)
MARY PAPAGEORGE ET AL. MARY PAPAGEORGE
ANDREAMICEK-HOLT ET AL.
in the first case, for, inter alia, breach of contract, and
for other relief, and action, in the second case, for breach
of contract, and for other relief, brought to the Superior
Court in the judicial district of Windham at Putnam, where
the named defendant et al. in the first case filed a
counterclaim; thereafter, the court, Calmar, J., granted the
motion to consolidate filed by the defendants in the first
case; subsequently, the matters were tried to the court,
Boland, J.; thereafter, the complaint in the second case was
withdrawn in part; subsequently, the court, Boland, J.,
granted the motions to dismiss filed by the defendant Jamie
Davis et al. in the second case; judgments for the plaintiff
in the first case on the complaint and counterclaim, and for
the named defendant in the second case, from which the named
defendant et al. in the first case and the plaintiff in the
second case appealed to this court; thereafter, the court,
Boland, J., issued an articulation of its decision. Affirmed.
Olkin, for the appellants (named defendant et al. in the
first case, plaintiff in the second case).
A. Steele, for the appellee (plaintiff in the first case,
named defendant in the second case).
Sheldon, Elgo and Eveleigh, Js.
appeal arises from two cases, which were consolidated for
trial, involving a contract for the purchase of certain real
property located in Thompson. Mary Papageorge and George
Papageorge appeal from the judgments of the trial court,
rendered after a court trial, in favor of Andrea Micek-Holt,
executrix of the estate of Edward W. Micek. We affirm the
judgments of the trial court.
2010, the plaintiff's decedent entered into a lease
agreement with Kalami Corporation, which was owned by the
family of Mary and George Papageorge (Papa-georges). Pursuant
to the lease agreement, the Papa-georges, along with their
two children, were permitted to rent a home owned by the
plaintiff's decedent. The term of the lease ran from
August 1, 2010 to September 1, 2011. The plaintiff's
decedent and Mary Papageorge also executed a purchase and
sale agreement, pursuant to which Mary Papageorge agreed to
purchase the home once the term of the lease had expired. A
closing was scheduled for August 31, 2011. The closing never
occurred, yet the Papageorges continued to reside in the
October 28, 2014, Micek-Holt, as executrix of the estate of
Edward W. Micek, commenced one of the two underlying
actions. See Micek-Holt v. Papageorge,
Superior Court, judicial district of Windham at Putnam,
Docket No. CV-14-6008881-S (September 26, 2016) (first
action). Micek-Holt pleaded seven claims in her complaint
sounding in breach of contract, unjust enrichment,
declaratory judgment, quiet title, foreclosure of equitable
title, enforcement of the purchase and sale agreement, and
eviction. On December 18, 2014, the Papageorges, along with
Angelina Papageorge, filed an answer, special defenses and a
counterclaim directed to Micek-Holt, both individually and in
her capacity as the executrix of her decedent's estate.
August 25, 2015, Mary Papageorge commenced the second of the
two underlying consolidated actions. See Papageorge v.
Micek-Holt, Superior Court, judicial district of Windham
at Putnam, Docket No. CV-15-5006173-S (September 26, 2016)
(second action). Mary Papageorge raised six counts in her
complaint sounding in breach of contract, fraud, unjust
enrichment, abuse of process, intentional infliction of
emotional distress and negligent infliction of emotional
distress. The claims were directed to Micek-Holt in her
individual capacity, in her capacity as executrix of her
decedent's estate, and in her capacity as a beneficiary
of her decedent's estate. As relief, Mary
Papageorge sought $5.5 million in damages, a determination
that she was the equitable owner of the subject property, and
an order requiring Micek-Holt to convey legal title to the
subject property to her without contingencies and without a
mortgage. On March 23, 2016, Micek-Holt, in all of her
capacities, filed an answer and special defenses.
August 1, 2016, the first action filed by Micek-Holt and the
second action filed by Mary Papageorge were consolidated.
Over the course of two days, the consolidated cases were
tried to the court.
September 26, 2016, the trial court issued a memorandum of
decision rendering judgments in Micek-Holt's favor on all
counts in her complaint and on all counts in the
Papageorges' counterclaim in the first action, and in
Micek-Holt's favor on all counts in Mary Papageorge's
complaint in the second action. By way of relief, the court
ordered the parties to meet for a closing on October 24,
2016, at which, inter alia: (1) Micek-Holt would convey to
Mary Papageorge legal title to the property; (2) Mary
Papageorge would convey a check to Micek-Holt in the amount
of $78, 336.40; and (3) Mary Papageorge would deliver to
Micek-Holt a note secured by a mortgage. In addition, the
court ordered Mary Papageorge to pay Micek-Holt the sum of
$17, 401.50, to reimburse her for taxes that Micek-Holt had
paid for her on the subject property, plus attorney's
fees. The court further ordered that, if the closing did not
occur as ordered, then, inter alia: (1) the Papa-georges
would either have to vacate the property by October 26, 2016,
or be required to pay $150 in daily use and occupancy
payments and be subject to the execution of an eviction
order; (2) Mary Papageorge's interest in the property
would be extinguished; and (3) a judgment quieting title in
favor of Micek-Holt would enter. On September 29, 2016, the
appeal, the Papageorges challenge the trial court's
decision on several grounds. After examination of the record
on appeal and the parties' briefs and arguments, we
conclude that the judgments of the trial court should be
affirmed. Because the trial court thoroughly addressed the
arguments raised in this appeal, we adopt its well reasoned
decision as a statement of the facts and the applicable law
on the issues. See Micek-Holt v. Papageorge,
Superior Court, judicial district of Wind-ham at Putnam,
Docket No. CV-14-6008881-S (September 26, 2016), and
Papageorge v. Micek-Holt, Superior Court, judicial
district of Windham at Putnam, Docket No. CV-15-5006173-S
(September 26, 2016) (reprinted at 180 Conn.App. 545). Any
further discussion by this court would serve nouseful
purpose. See, e.g., Woodruff v. Hemingway, 297 Conn.
317, 321, 2 A.3d 857 (2010); Brander v. Stoddard,
173 Conn.App. 730, 732, 164 A.3d 889, cert. denied, 327 Conn.
928, 171 A.3d 456 (2017).
judgments are affirmed.
MICEK-HOLT, EXECUTRIX (ESTATE OF EDWARD F. MICEK)
PAPAGEORGE ET AL.[*]
MICEK-HOLT ET AL.
Court, Judicial District of Windham at Putnam File Nos.
CV-14-6008881-S and CV-15-5006173-S
filed September 26, 2016
of decision in actions for, inter alia, breach of contract.
Judgments for the plaintiff in the first case and for the
named defendant et al. in the second case.
period of two days, this court tried these two matters, which
involve conflicting claims of the same parties. These pending
suits are actually numbers three and four between them,
having been preceded by a2011 summary process action in the
Superior Court, geographical area number eleven, captioned,
‘‘Edward Micek v. George Papageorge,
'' Docket No. 11-8151. That case went to judgment,
the terms of which have a bearing upon the matters before me,
as will be discussed below. Edward Micek filed a later action
of the same nature in the same venue, and with the same
caption, bearing Docket No. 11-9324, but he died during its
pendency and it was dismissed for inactivity. Given the
lengthy and increasingly acrimonious tone of this dispute, it
is the intent of this jurist that this decision resolve all
the issues outstanding between these parties so as to obviate
the need for any later lawsuits.
heart of the parties' dispute is a single-family home
located at 361 Thompson Road in the town of Thompson. The
home was built almost two hundred years ago, but photographs
submitted depict it as a stately residence in overall good
condition. At all relevant times until his death in 2014,
Edward Micek was the land-record owner of the home. Andrea
Micek-Holt is his daughter and the executrix of his estate.
The decedent resided at 366 Thompson Road, immediately across
the street from number 361. His daughter resides there today.
point in 2010, the decedent decided to sell number 361. He
was acquainted with Mary Papageorge and George Papageorge, a
married couple, as they owned a business which supplied his
premises with heating oil. The deal which ensued from their
negotiations provided that the Papageorges would take
occupancy under a lease from Augustof2010 through August 31,
2011. At the same time, they entered into a contract of
purchase and sale. Only Ms. Papageorge was named as a buyer.
That contract provided for a closing at the end of the lease
term. The lease specifically incorporates the provisions of
that contract, even though, oddly, certain of their
provisions are contradictory.
addition to Mary and George, two of their children also
occupied the home. One of them, Angelina, is now an adult and
remains a resident. Named as a defendant in the 2014 case,
she has appeared but has not asserted any separate defenses
onher own behalf. She has joined her parents as a
counterclaim plaintiff on two of their counts. She did not
attend the trial. The orders which are set forth below are
applicable to her to the same extent as to her parents.
the lease, the actual lessee was Kalami Corporation, an
entity named as an additional defendant in the 2014 case. Ms.
Papageorge testified that the corporation was owned by her
family and engaged in real estate holdings. The corporation
was a party only to the lease, and not to the sales
agreement. Like Angelina, the corporation has appeared and
has not asserted any separate defenses on its own behalf.
Also, it has not asserted any additional claims on its
difficulties outlined below commenced in mid-August of 2011,
a few weeks preceding the anticipated closing date.
that by means of a variety of ruses and subterfuges the
Papageorges have frustrated every reasonable effort to
complete the title conveyance and pay the agreed upon
consideration, Ms. Micek-Holt sues on behalf of the estate in
seven counts. These include claims for (1) breach of
contract; (2) unjust enrichment; (4) to quiet title; (5) to
foreclose defendants' equitable claims to the property;
(6) to specifically enforce the terms of the 2010 contract;
and (7) to evict them. Her third count seeks a declaratory
judgment in terms generally tracking the material in the
other six counts.
Papageorges deny all material allegations of each count. They
also plead seven separate special defenses. Two of these can
be disposed of summarily. Number six asserts that the
complaint should be dismissed in its entirety, as plaintiff
has failed to allege any facts or assert any legal basis upon
which relief can be granted. This is an improper special
defense, and it is contradictory to the findings this court
sets forth below. Number seven of the Papageorge special
defenses asserts that Kalami Corporation was dissolved and
therefore no legal claims may be asserted against it. Whether
true or not, this pleading is one Ms. Papageorge, who is not
an attorney, is not permitted to make on behalf of this
corporation. As indicated above, the court views the
corporation as playing no role in this trial. The remaining
special defenses will be discussed more fully momentarily.
2014 action, Mary Papageorge filed on her own behalf claims
for breach of contract, fraud, unjust enrichment, and abuse
of process against Ms. Micek-Holt both individually and as a
representative of her father's estate. Both George and
Angelina join her in asserting additional claims for
intentional and negligent infliction of emotional distress.
The relief she seeks is an order that the estate convey title
to 361 Thompson Road to her without further payment by her,
and dam- ages of $2, 500, 000.
2015 action, Ms. Papageorge is the sole plaintiff, in six
counts which are essentially restatements of the material
just described. In each count she sues Ms. Micek-Holt
in each of her two capacities. She seeks, again, a conveyance
of clear title, but her demand for damages has risen to $5,
Micek-Holt, individually and in her representative capacity,
denies all claims. In addition, she sets forth a series of
special defenses, including unclean hands, fraud, waiver,
reliance upon advice of counsel, failure to meet statutory
limits for making these claims, a defense relating to her
status as a defendant, and to any claims on the lease, as the
lessee, Kalami Corporation, has been dissolved with no
apparent successor to its interests.
parties stipulated to the following facts:
August 15, 2010, Edward W. Micek was the owner of property
known as 361 Thompson Road, Thompson, Connecticut.
that date, he entered into a written lease with Kalami
Corporation for the use and occupancy of 361 Thompson Road,
Thompson, CT. The lease term was from August 1, 2010, to
September 1, 2011. The lease provided that the Papageorges
and their two children would occupy the property.
Simultaneously with that lease, he entered into a purchase
and sale agreement for that property with Mary Papageorge.
The agreement called for a closing on August 31, 2011.
closing never occurred.
Micek filed a summary process action, which resulted in an
April 15, 2013 judgment by the Honorable Leeland J. Cole-Chu.
stipulated also that they have been unable to agree upon the
extent of the res judicata and, or, collateral estoppel
effect of that decision.
DECIDED IN FIRST SUMMARY PROCESS CASE
and Orders of the Court
court has carefully scrutinized Judge Cole-Chu's
decision. It followed a trial of several days duration in
January of 2013, and it makes apparent that the parties had
the opportunity to air all of the grievances they held
against each other at that time.
court found that Kalami Corporation had fulfilled all of its
obligations as tenant (or sublessor) under the one year
lease. Also, it found that Mary Papageorge had been ready,
able and willing to consummate the real estate closing on
September 1, 2011. What had impeded closing was an
argument as to the amount of cash which the buyer would have
to pay. The contract stated the purchase price to be $250,
000, and provided that it would be paid in the form of three
deposits totaling $20, 000 plus a note from buyers to seller
for $229, 000, with the note to be secured by a mortgage upon
the subject premises. The $1000 discrepancy between the
express purchase price and the payment schedule is in the
original. In the 2013 trial, the parties differed as to how
much the deposits actually totaled, and what credits and
offsets buyer was entitled to in consideration of work done
upon the premises. Judge Cole-Chu resolved their disputes as
well as the addition error by crediting buyer with effective
down payments exceeding $21, 000, thus recognizing $229, 000
as the proper amount remaining to be paid by the note. Given
that finding, he ruled that aside from normal and customary
closing adjustments, the buyer had to bring no additional
cash to the closing.
he heard and adjudicated their claims as to the amount and
value of the buyer's preclosing work. His decision refers
specifically to her having remediated mold, replaced a water
heater, sanded and varnished parts of the flooring, and
removed approximately seven trees. He made no separate
calculation of any offset attributable to this work. In that
case, as in this one, she produced no evidence of the cost of
any of that work. Also, the work could be viewed as an aspect
of the purchase and sale agreement, which provided that the
premises were to be conveyed as is, with any improvements the
duty of the buyer.
calculating the appropriate remainder of the purchase price,
the decision also resolves an issue relating to Ms.
Papageorge's status with respect to the subject property.
Edward Micek had described her and the rest of her family as
tenants. Instead, the court held, Ms. Papageorge became the
equitable owner of the property when she entered into the
purchase and sale agreement in August of 2010. This holding
was consistent with precedent summarized just recently in
Southport Congregational Church-United Church of Christ
v. Hadley, 320 Conn. 103, 128 A.3d 478 (2016):
‘‘[e]quitable conversion is a settled principle
under which a contract for the sale of land vests equitable
title in the [buyer]. . . . Under the doctrine of equitable
conversion . . . the purchaser of land under an executory
contract is regarded as the owner, subject to the
vendor's lien for the unpaid purchase price, and the
vendor holds the legal title in trust for the purchaser. . .
. The vendor's interest thereafter in equity is in the
unpaid purchase price, and is treated as personalty . . .
while the purchaser's interest is in the land and is
treated as realty.'' (Citation omitted; internal
quotation marks omitted.) Id., 111.
party filed any appeal of that judgment.
of that Decision upon Present Cases
Papageorge pleads res judicata as a special defense
applicable to Ms. Micek-Holt's counts sounding in breach
of contract and for possession of the property. Via a
pretrial motion in limine as well as in a motion for summary
judgment filed two days before trial, she
claimed that the 2013 ...