Fassihi v. Sommers, Schwartz, Silver, Schwartz & Tyler, P.C.

309 N.W.2d 645 (1981)

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Nature of the Case

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Facts

P helped form a professional corporation known as Livonia Physicians X-Ray. P and Dr. Lopez owned 50% of the stock, was an employee of the corporation, and received a salary. P claims that the by-laws adopted by the two shareholders made each of them a member of the Board of Directors and that the two of them constituted the entirety of the board. Dr. Lopez was president of the corporation, and P was the secretary-treasurer. Dr. Lopez decided that he no longer desired to be associated with P. Lopez requested that D ascertain how P could be ousted from Livonia Physicians X-Ray. D's agent, Donald Epstein, Esquire, personally delivered to P a letter purporting to terminate his interest in the professional corporation. The letter stated that this termination followed a meeting of the board of directors. P denies that any such meeting ever occurred. P went to St. Mary's to perform his duties as a staff radiologist. At this time, officials at the hospital told him that, due to his 'termination' from the professional corporation, he was no longer eligible to practice at St. Mary's. Dr. Lopez had an agreement with St. Mary's Hospital prior to P's association with Livonia Physicians X-Ray giving him personal and sole responsibility for staffing the radiology department. D, and specifically Donald Epstein, had knowledge of the arrangements between Dr. Lopez and the hospital but never disclosed these facts to P. P states that D has represented both Lopez individually and the professional corporation without disclosing to him this dual representation. P Sued for breach of the attorney-client relationship, breach of fiduciary, legal, and ethical duties, fraud, and legal malpractice. D moved for summary judgment.