Empiregas, Inc. of Kosciusko v. Bain

599 So. 2d 971, 1992 WL 91790
CourtMississippi Supreme Court
DecidedMay 6, 1992
Docket89-CA-0059
StatusPublished
Cited by27 cases

This text of 599 So. 2d 971 (Empiregas, Inc. of Kosciusko v. Bain) is published on Counsel Stack Legal Research, covering Mississippi Supreme Court primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Empiregas, Inc. of Kosciusko v. Bain, 599 So. 2d 971, 1992 WL 91790 (Mich. 1992).

Opinion

599 So.2d 971 (1992)

EMPIREGAS, INC. OF KOSCIUSKO
v.
Ronald M. BAIN and Fair Propane Gas Systems, Inc.

No. 89-CA-0059.

Supreme Court of Mississippi.

May 6, 1992.

*973 David Michael Huggins, Turner Onderdonk & Kimbrough, Chatom, Ala., for appellant.

Kenneth Bridges, Louisville, for appellee.

Before ROY NOBLE LEE, C.J., BANKS and McRAE, JJ.,

McRAE, Justice, for the Court:

Empiregas, Inc. of Kosciusko appeals an October 6, 1988, judgment of the Chancery Court of Attala County. We affirm the Chancellor's decision, finding that Ronald Bain was terminated and discharged without cause and that the non-competition clause of the employment agreement between Empiregas and Bain is null and void. We further find that the Chancellor properly dismissed Empiregas' complaint against Bain's new employer, Fair Propane Gas Systems, Inc., and awarded Bain other relief prayed for. However, we dismiss Bain's cross-appeal which was not properly filed under Mississippi Supreme Court Rule 4.

I.

Appellant Empiregas, Inc., of Kosciusko, owned by Empire Gas Corporation of Lebanon, Missouri, is engaged in the sale of liquified petroleum (L.P.) gas to both residential and commercial customers in and around Kosciusko and Attala County, Mississippi.

Ronald Bain was hired by Empiregas in September, 1983, as a retail store manager. On October 12, 1984, in order to receive a promotion, he was compelled to sign an employment agreement with Empiregas which contained a non-competition clause, restricting him for a period of three (3) years after the termination of the contract from involving himself with any competitor, which operated within a fifty (50) mile radius of any location at which he had worked within twenty-four (24) months prior to termination. It placed further restrictions on the solicitation of customers for a three-year period.

Bain was terminated on February 2, 1988, at a regional meeting of retail managers held in Bessemer, Alabama. Upon his written request, the reasons for his termination were set forth in a letter from Robert L. Wooldridge, President of Empire Gas Corporation, dated March 25, 1988. It was stated therein only that Bain had "repeatedly violated" paragraph 2 of his employment agreement with the company, which provides in relevant part that:

The Employee shall willingly obey all of the Employer's rules, regulations and special instructions applicable to him and shall be loyal and faithful at all times, constantly endeavoring to improve his ability and knowledge of the business in an effort to increase the value of his services for the mutual benefit of the Employer and himself.

Empiregas asserts, therefore, that Bain was terminated on the grounds of "insubordination."

Upon what incidents did Empiregas base its charges of "insubordination" against Bain? The record contains references and testimony to two specific incidents, both involving "words" between Bain and Empire Gas Corp.'s vice-president and regional manager, Charles Lee. The first incident occurred in January, 1988. Lee called Bain at the Empiregas office late on a Friday afternoon. Finding him absent, Lee dialed Bain's home telephone number and hung up when Bain answered. On Saturday morning, Lee again called Bain and reprimanded him for leaving the office a half hour early the day before. Lee expressed dissatisfaction with Bain's explanation that he had left to put on dry clothes after spending the cold, wet January afternoon in two inches of mud under a new customer's house to repair pipes in order to facilitate conversion from electric heat to propane. During a heated telephone conversation, Lee told Bain he was fired, but then told him they should try to work out their differences.

On February 2, 1988, at a meeting of retail managers in Bessemer, Alabama, Lee asked Bain and the other managers to "run a route" the following Saturday. Of the fourteen managers, Bain alone stated that he did not plan to do so and attempted to *974 explain to Lee that it would not be in his store's best interest to do so. Lee fired him on the spot.

After he was fired, Bain sought other employment in the vicinity. On February 22, 1988, he was hired by Fair Propane Gas Systems, Inc. to work as retail manager of its Ackerman, Mississippi store, approximately thirty-six miles from Kosciusko. Fair Propane services some customers in Attala County, and company president, John Fair, expressed long-range plans to expand in that area and eventually open a retail office in Kosciusko.

Immediately after Bain was fired, nineteen Empiregas customers switched to Fair Propane for L.P. gas service. As many as sixteen of these customers were relatives, friends and neighbors of Bain and his family.

When Empiregas learned that Bain had gone to work for Fair Propane, it notified Bain and Fair Propane President John Fair by letters dated March 4, 1988, of its intent to enforce the non-competition clause. On May 11, 1988, Empiregas then filed a Verified Complaint for Temporary Restraining Order and Other Injunctive Relief, seeking to enjoin Bain and Fair Propane from soliciting any of Empiregas' customers. A hearing was held on Empiregas' request on May 27, 1988. Pursuant to a stipulation by the parties of customers who had been lost by Empiregas to Fair Propane, the Chancellor granted the order until a hearing could be held on the merits of the complaint, enjoining Bain and Fair Propane from acquiring any additional customers from Empiregas and requiring other measures to protect Empiregas' interests.

A final hearing on the merits was held on June 28, 1988. In his August 26, 1988, opinion, the Chancellor found that Bain had been terminated without cause and therefore, Empiregas could not enforce the non-competition provision of his employment agreement. In his Final Order entered on October 6, 1988, the Chancellor further found that the non-competition provision of the employment agreement was null and void, enjoined Empiregas from enforcing its provisions, and ordered Empiregas to pay Bain $4,656.86 pursuant to his counterclaim as well as attorneys fees and costs.

II.

Mississippi long has adhered to the common-law rule of terminability at will, wherein an employment relationship may be terminated at will by either party when the employment contract does not specify the duration or term of the employment. Perry v. Sears Roebuck and Co., 508 So.2d 1086, 1088 (Miss. 1987), citing Butler v. Smith & Tharpe, 35 Miss. 457, 464 (1858). Therefore, "either the employer or the employee may have a good reason, a wrong reason, or no reason for terminating the employment contract." Kelly v. Mississippi Valley Gas Company, 397 So.2d 874, 875 (Miss. 1981). Although we recognize that an employee may be even fired for a "wrong reason," we address the nature of Bain's termination so that he may be afforded all equitable relief to which he is entitled.

Empiregas asserts that Bain was fired on the grounds of insubordination, citing in particular his refusal to follow the orders of his regional manager, Charles Lee. Bain contends that his termination was not for just cause, rather, that it "was vindictive, arbitrary, in bad faith and systematically following a scheme to fire or run off all retail managers who were employed by Empire when [Lee] became Regional Manager."

The Chancellor heard testimony from Bain, Lee and three retail managers who were present at the regional meeting in Bessemer, Alabama, where Bain was fired, on February 2, 1988.

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Bluebook (online)
599 So. 2d 971, 1992 WL 91790, Counsel Stack Legal Research, https://law.counselstack.com/opinion/empiregas-inc-of-kosciusko-v-bain-miss-1992.