Find Laws Find Lawyers Free Legal Forms USA State Laws
Laws-info.com » Cases » Illinois » 2nd District Appellate » 2003 » Hmelyar v. Phoenix Controls
Hmelyar v. Phoenix Controls
State: Illinois
Court: 2nd District Appellate
Docket No: 2-02-0242 Rel
Case Date: 06/17/2003

No. 2--02--0242


IN THE

APPELLATE COURT OF ILLINOIS

SECOND DISTRICT


PETER M. HMELYAR, ) Appeal from the Circuit Court
) of Du Page County.
                Plaintiff-Appellant, )
)
v. ) No. 01--MR--709
)
PHOENIX CONTROLS and THE BOARD )
OF REVIEW OF THE DEPARTMENT )
OF EMPLOYMENT SECURITY, ) Honorable
) Edward R. Duncan, Jr.,
               Defendants-Appellees. ) Judge, Presiding.


PRESIDING JUSTICE HUTCHINSON delivered the opinion of thecourt:

Plaintiff, Peter M. Hmelyar, appeals from an order of thecircuit court of Du Page County on administrative review, affirminga decision by defendant, the Board of Review of the IllinoisDepartment of Employment Security (the Board), that deniedplaintiff unemployment benefits for December 3, 2000, throughDecember 16, 2000. The Board found that, during this period,plaintiff was not "unemployed" under section 239 of theUnemployment Insurance Act (the Act) (820 ILCS 405/239 (West2000)). On appeal, plaintiff contends that this finding is againstthe manifest weight of the evidence. We reverse and remand.

On November 9, 2000, defendant Phoenix Controls terminatedplaintiff's employment. In an "Employment Separation and Release"(severance agreement) dated November 9, 2000, Phoenix Controlsinformed plaintiff that, from November 22, 2000, through July 12,2001, he would receive 34 weekly severance payments of $2,295 eachand that his health insurance plan would continue in force.

By a letter dated November 15, 2000, Gordon Sharp, presidentof MyIndoorAir, Incorporated (MyIndoorAir), offered plaintiff a jobas its vice president of sales. The letter, which plaintiff signedNovember 15, 2000, set out the terms of employment. The termsincluded:

"1. Compensation including three components: salary,two contingent bonuses, and incentive stock options (ISO).

* Annual base salary of $121,000. Note that fromNovember 13th, 2000 through July 9th, 2001 this salaryand all health and dental benefits will be paid byPhoenix Controls.

* * *

* 50,000 Incentive Stock Options, with a currentpurchase price of $1.75/share, and a four-year vestingperiod (pending Board of Director approval).

2. From November 13th, 2000, through July 13th, 2001your health and dental benefits will continue to be providedby Phoenix Controls. Additionally you are covered with all ofyour other Phoenix Controls benefits until the end ofNovember. Consequently, from December 1st and forward youwill be eligible for all of the following Group InsuranceBenefits except health and dental coverage."

The "Group Insurance Benefits" included life, short-termdisability, and long-term disability insurance. The value of anybenefits was tied to plaintiff's salary.

Plaintiff filed a claim with the Illinois Department ofEmployment Security for unemployment benefits for December 3through 16, 2000. The claim included a "work search record" forthe week ending December 15, 2000. Phoenix Controls protested theclaim. The case went to a hearing before a referee on January 24,2001. Plaintiff and Jamie Hopmayer, Phoenix Controls' humanresources manager, testified by telephone. At the time of thehearing, the severance agreement had not been filed; thus, thereferee had not reviewed it.

Plaintiff testified that his last day of employment forPhoenix Controls was November 9, 2000. At that time, plaintiff'sweekly salary was $2,295. Although the letter from MyIndoorAirstated that plaintiff's "annual base salary" would be paid fromNovember 13, 2000, through July 9, 2001, that "salary" wasreflected as part of his severance package. Plaintiff believedthat, if he stopped working for MyIndoorAir, he would still receivehis severance pay from Phoenix Controls. Plaintiff was looking forother job opportunities, but he and Sharp had hoped that, as soonas MyIndoorAir obtained enough financing, plaintiff could begin to"draw *** money from the company."

Plaintiff further testified that Sharp had started PhoenixControls but left approximately two years before the hearing toform MyIndoorAir. At one time, MyIndoorAir was a unit of PhoenixControls and had leased office space from Phoenix Controls, butsince January 2000 the companies had been "separate businessentities."

Since mid-November 2000, plaintiff had assisted MyIndoorAirwith marketing research and developing a business plan. In theweek beginning December 3, 2000, plaintiff devoted approximately 16hours to this work; for the week beginning December 10, 2000, thefigure was 20 hours. To date, plaintiff had received no "W-2wages" from MyIndoorAir. His contract provided for severalcontingent bonuses, but none had been paid because thecontingencies relating to raising capital had not been fulfilled. Also, the stock options would not begin to vest until November 15,2001, and would have value only if the company received "venturecapital funding."

Hopmayer testified that plaintiff's "base salary" under theMyIndoorAir contract was actually part of his severance packagefrom Phoenix Controls. Asked whether the MyIndoorAir contract was"later modified" to conform to the severance agreement, Hopmayerresponded, "That has nothing to do with Phoenix Controls. ***[O]bviously, one company has no control over what another companydoes with Pete Hmelyar. *** [T]hat document was not drafted inconcert with Phoenix Controls at all."

The referee found that plaintiff was not an "unemployedindividual" during the period at issue and specifically thatplaintiff's stock options had some value and that plaintiffreceived them when he started with MyIndoorAir. Also, while notexpressly finding that the payments from Phoenix Controls were"wages," the referee doubted that they were severance pay, as theMyIndoorAir contract called them "salary."

Plaintiff appealed to the Board and supplied it a copy of theseverance agreement. The Board affirmed the referee. In holdingthat plaintiff had not been "unemployed," the Board reasoned:

"While the claimant states he has received noremuneration for his services, clearly the stock options hehas received have a value of at least $1.75/share. Whether ornot the stock options have vested, the claimant, under hisemployment contract, has been given the rights to the stockoptions. Also, as remuneration for his services, the newemployer is providing group insurance benefits for theclaimant. While the claimant may not be receiving base salaryduring the period under review, the claimant has receivedremuneration or wages for the services he performed for hisnew employer."

On administrative review, the trial court affirmed the Board'sdecision. Plaintiff timely appealed. He contends that the Board'sdecision must be reversed outright because he was an "unemployedindividual" during the period at issue. Plaintiff arguesspecifically that neither the stock options nor the group insurancebenefits were "wages" as defined in the Act. See 820 ILCS 405/234,235 (West 2000). Plaintiff argues in the alternative that, even ifhe did receive wages, the Board did not determine their value andthus did not decide whether either week's wages were less than hisweekly benefit amount. Therefore, the Board could not decidewhether plaintiff was "unemployed" and the cause must be remandedso the Board may do so.

Phoenix Controls has not filed a brief on appeal. The Board argues that its finding that plaintiff was not unemployed issupported by the evidence and that its decision may be affirmed onother grounds on which its written order did not rely.

Our standard of review for a final administrative decision isgoverned by the Administrative Review Law (735 ILCS 5/3--101 etseq. (West 2000)). Under the Administrative Review Law, our reviewencompasses all questions of law and fact presented by the entirerecord. 735 ILCS 5/3--110 (West 2000); Bridgestone/Firestone, Inc.v. Aldridge, 179 Ill. 2d 141, 148 (1997). Our role is to reviewthe administrative decision, not the trial court's determination. Thigpen v. Retirement Board of Firemen's Annuity & Benefit Fund,317 Ill. App. 3d 1010, 1017 (2000).

In examining an administrative agency's factual findings, weare limited to ascertaining whether such findings of fact areagainst the manifest weight of the evidence. City of Belvidere v.Illinois State Labor Relations Board, 181 Ill. 2d 191, 204 (1998),citing Abrahamson v. Illinois Department of ProfessionalRegulation, 153 Ill. 2d 76, 88 (1992). An agency's findings on aquestion of law are reviewed de novo. City of Belvidere, 181 Ill.2d at 205; White v. City of Aurora, 323 Ill. App. 3d 733, 735(2001).

Section 239 of the Act provides in relevant part:

" 'Unemployed individual.' An individual shall be deemedunemployed in any week with respect to which no wages arepayable to him and during which he performs no services or inany week of less than full-time work if the wages payable tohim with respect to such week are less than his weekly benefitamount." (Emphasis added.) 820 ILCS 405/239 (West 2000).

Therefore, plaintiff was "unemployed" during a given week ofless than full-time work if, during that week, his wages were lessthan his benefit amount. See 820 ILCS 405/239 (West 2000). If, asplaintiff contends, he received no wages during the period atissue, then his wages were less than his benefit amount and he wasunemployed.

"Wages" are "every form of remuneration for personal services,including salaries, commissions, bonuses, and the reasonable moneyvalue of all remuneration in any medium other than cash." 820 ILCS405/234 (West 2000). However, "wages" do not include any paymentmade to or on behalf of an individual "under a plan or systemestablished by an employer which makes provision generally forindividuals performing services for him ***, on account of (1)sickness or accident disability ***, or (2) medical orhospitalization expenses in connection with sickness or accidentdisability, or (3) death." 820 ILCS 405/235(B) (West 2000).

The Board held that, between December 3 and 16, 2000,plaintiff received wages in the forms of group insurance benefitsand stock options. However, we agree with plaintiff that neitherthe group benefits nor the stock options were wages.

The Board's conclusion that the group insurance benefits werewages is legally erroneous because, as the Board now concedes,section 235(B) explicitly excludes life insurance and disabilityinsurance from "wages." The Board's conclusion is also factuallyagainst the manifest weight of the evidence because, under thecontract, any benefits were tied to plaintiff's salary, andplaintiff's salary was zero.

The stock options present a more complicated issue. However,we agree with plaintiff that the options cannot be considered"remuneration." A stock option is the right to buy a share orshares of stock at a specified price or within a specified period. Black's Law Dictionary 1431 (7th ed. 1999); see also InternationalBusiness Machines Corp. v. Bajorek, 191 F.3d 1033, 1039 (9th Cir.1999). Incentive stock options are options that satisfy therequirements of section 422 of the Internal Revenue Code of 1986. 26 U.S.C.A.

Illinois Law

Illinois State Laws
Illinois Tax
Illinois Court
Illinois Labor Laws
    > Minimum Wage in Illinois
Illinois Agencies
    > Illinois DMV

Comments

Tips