Metropolitan Condominium Ass'n v. Crescent Heights

859 N.E.2d 271, 307 Ill. Dec. 271, 368 Ill. App. 3d 995
CourtAppellate Court of Illinois
DecidedNovember 22, 2006
Docket1-06-0340
StatusPublished
Cited by9 cases

This text of 859 N.E.2d 271 (Metropolitan Condominium Ass'n v. Crescent Heights) is published on Counsel Stack Legal Research, covering Appellate Court of Illinois primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Metropolitan Condominium Ass'n v. Crescent Heights, 859 N.E.2d 271, 307 Ill. Dec. 271, 368 Ill. App. 3d 995 (Ill. Ct. App. 2006).

Opinion

JUSTICE O’MARA FROSSARD

delivered the opinion of the court:

Plaintiff Metropolitan Condominium Association (the Association), which consists of members who own condominiums at 5320 North Sheridan Road in Chicago, filed a three-count complaint against defendant condominium developer Crescent Heights, d/b/a the Metropolitan at Sheridan, L.L.C. (Metro), and Sudler Nagy, Inc. (Sudler), a property management company. Count I of the Association’s complaint is directed against Metro and seeks a declaratory judgment requiring Metro to provide a “detailed accounting” pursuant to section 18.2(d)(2) of the Illinois Condominium Property Act (Act) (765 ILCS 605/18.2(d)(2) (West 2004)). Counts II and III of the complaint are directed against Sudler and allege breach of contract and unjust enrichment. Both of those counts were dismissed pursuant to a settlement between the Association and Sudler and are not at issue in this appeal.

Metro filed a motion for summary judgment on the declaratory judgment claim against it, and the Association in turn filed a cross-motion for summary judgment. Following a hearing at which the parties presented oral arguments, the trial court entered an order granting Metro’s motion and denying the Association’s motion. The Association now appeals from that order, contending that Metro had an obligation under the Act to provide a “detailed accounting” and that financial documents provided by Metro did not qualify as such. For the reasons that follow, we agree and reverse.

BACKGROUND

In 1999, Metro began a project to convert apartments at 5320 North Sheridan in Chicago into condominiums. In accordance with the Act, the board of directors representing the Association at the outset of the conversion project consisted of individuals selected by Metro. See 765 ILCS 605/18.1 (West 2004). The project culminated in transfer of control of the Association from the board of directors selected by Metro (hereinafter the developer-controlled board or developer board) to the first elected board of managers comprised of a majority of unit owners other than the developer (hereinafter the unit-owner-controlled board, unit-owner board, or owner board). This case concerns the transition period between Metro’s sale of the first condominium unit in March 2000 and the election of the Association’s unit-owner-controlled board in April 2001. The nature of this transition is governed by the Act, which specifies that during the transition, “the same rights, titles, powers, privileges, trusts, duties and obligations vested in or imposed upon the board of managers by this Act and in the declaration and bylaws shall be held and performed by the developer.” 765 ILCS 605/18.2(a) (West 2004). Specifically, the Act requires developers (such as Metro) to pay assessments on unsold units beginning with the first conveyance and to collect assessments from unit owners until election of the first unit-owner-controlled board. See 765 ILCS 605/9(a), 18.2(a), 18.4(d) (West 2004).

Prior to the election and formation of the first owner board at the April 2001 turnover meeting, the developer Metro exercised its limited statutory power to contract on behalf of the Association and hired Sudler to manage the property during the transition period and possibly beyond. The developer can enter a contract on behalf of the Association subject to the Association’s right to cancel the contract (if it extends for more than two years from the date of the election of the owner board) upon a majority vote of the unit owners (excluding the developer) taken within 180 days of the election. See 765 ILCS 605/ 18.2(e) (West 2004). The contract was signed on behalf of the Association and its board of directors by Metro’s president and specified that Sudler would manage the property for one year following the first unit closing and would continue month to month thereafter. After the unit-owner board took control of the Association in April 2001, it continued to engage Sudler as the Association’s agent until August 2002.

In September 2003, the Association filed its complaint alleging that Metro, as the de facto manager of the Association, had a duty to maintain records concerning the construction, sale, and operation of the condominiums until the turnover meeting conducted on April 5, 2001. The complaint alleged that within 60 days of the turnover, Metro failed to deliver to the Association, pursuant to section 18.2(d) of the Act, a series of documents, including “[a] detailed accounting by the developer, setting forth the source and nature of receipts and expenditures in connection with the management, maintenance and operation of the property and copies of all insurance policies and a list of any loans or advances to the association which are outstanding.” 765 ILCS 605/18.2(d)(2) (West 2004). In its prayer for relief, the Association requested a judgment declaring that Metro was obligated to produce these documents and pay the Association for its reasonable attorney fees and costs pursuant to section 18.2(g) of the Code (765 ILCS 605/18.2(g) (West 2004)).

Metro filed a motion for summary judgment, contending as follows:

“Sudler served as the Association’s agent at all relevant times and was responsible for maintaining all records. This same agent served the Association prior to and after the election of new officers in March 2001. Plaintiffs claim against Metro LLC thus fails under well-settled principles of agency law because knowledge of an agent is imputed to the principal. As the Association was, at all relevant times, in constructive if not actual possession of all relevant documents, its attempt to pursue a claim for failure to ‘turnover’ documents is factually incorrect and legally unsupportable.”

The Association filed its own motion for summary judgment and response in opposition to defendant’s motion for summary judgment. In its response to Metro’s motion for summary judgment, the Association contended that Metro’s reliance on agency law was misplaced because the “information at issue is from a time when Sudler served [Metro] and not [the unit-owner-controlled] board of managers.”

In its motion for summary judgment, the Association argued that the uncontroverted facts proved that Metro failed to make and provide the detailed accounting required by section 18.2(d)(2) of the Act.

The Association attached to its response and motion for summary judgment the affidavit of Michael Franz, then president of the unit-owner-controlled board of directors. That affidavit states in relevant part:

“5. After turnover, the Association sought to determine whether the Developer paid assessments on unsold units and charged association accounts for other development projects.
6.

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Bluebook (online)
859 N.E.2d 271, 307 Ill. Dec. 271, 368 Ill. App. 3d 995, Counsel Stack Legal Research, https://law.counselstack.com/opinion/metropolitan-condominium-assn-v-crescent-heights-illappct-2006.