| Children's Day Treatment Ctr. & School, Inc. v Dorn |
| 2011 NY Slip Op 02736 [83 AD3d 425] |
| April 5, 2011 |
| Appellate Division, First Department |
| Children's Day Treatment Center and School, Inc., Doing Businessas West End Day School, Respondent, v Martha Dorn,Appellant. |
—[*1] The Stolper Group LLP, New York (Michael Stolper of counsel), for respondent.
Order, Supreme Court, New York County (Edward H. Lehner, J.), entered on or aboutDecember 28, 2009, which, after a nonjury trial, awarded defendant the sum of $6,603.70,unanimously affirmed, without costs. Appeal from decision, same court and Justice, renderedOctober 23, 2009, unanimously dismissed, without costs, as taken from a nonappealable paper.
No seven-member board of directors of plaintiff manifested to defendant that the fivemembers who purported to enter into the separation agreement that defendant seeks to enforcehad the authority to do so (see Hallock v State of New York, 64 NY2d 224, 231 [1984]).Those five members "[could] not by [their] own acts imbue [themselves] with apparentauthority" (see id.). Moreover, to the extent defendant relied on an appearance ofauthority arising from the board president's or plaintiff's counsel's actions in negotiating anddrafting the agreement, her reliance was unreasonable, since she was familiar with the by-lawsrequiring that the board be composed of a minimum of seven members, she was aware that therewere only five members when the agreement was entered into, and she had her own counsel(see Meyerson v Contracting Plumbers Assn. of Brooklyn & Queens, Inc., 606 F Supp282, 289-290 [SD NY 1985]).
We have considered defendant's remaining arguments and find them unavailing.Concur—Mazzarelli, J.P., Sweeny, Renwick, Richter and Manzanet-Daniels, JJ.