LLC v. LLC (2010)

MEMORANDUM OF DECISION

The plaintiff, Vidiaki, LLC, brought a commercial summary process action against the defendants, Just Breakfast & Things!!!    LLC and Mary Thompson.   A two-day trial was held on June 28, 2010 and June 29, 2010.   Briefs were filed on July 7, 2010 and oral arguments were heard on July 9, 2010.   At the time of trial, only two counts from the plaintiff's complaint remained:  count thee and count four.

Count four, a breach of contract claim, was premised upon the defendant's alleged violation of paragraph 9 of the commercial lease entered into by the defendant with the plaintiff.   At the post-trial hearing held on July 9, 2010, this court rendered judgment in favor of the defendant as to count four of the plaintiff's complaint.   The court concluded that plaintiff failed to prove by a preponderance of the evidence that defendant operated a travel agency at the leased premises.   Accordingly, the remainder of this decision shall be addressed to count three of the plaintiff's complaint, which alleges a violation of General Statutes § 47a-11.

Having heard the testimony and upon viewing the evidence presented at trial, the court hereby finds as follows:

The plaintiff owns the commercial premises located at 13 River Road, Route 12, Lisbon Connecticut (“the premises”).   The plaintiff's principal member is Theodore Lanis.   Effective July 1, 2007, the plaintiff leased the premises to the defendant.   The initial term of the written lease expired June 30, 2009.   The premises were leased with the intent that the defendant would operate a restaurant on the premises.   Prior to occupying the premises, the defendant conducted renovations and thoroughly cleaned the premises.   Thereafter, the defendant opened its restaurant business.   The restaurant is operated by the defendant's principal member, Mary Thompson.

During the renovations, the defendant discovered numerous items that it did not need or that were unfit for the operation of its restaurant.   These items included an ice machine, a counter and a pie cooler.   These items were stored outside of the restaurant.   Thompson's testimony established that the items were stored outside the restaurant for an extended period of time, rather than junked or thrown away, because she believed that Lanis wanted the items.   In October 2009, after being informed by Lanis that he had no interest in the items, Thompson arranged for the items' immediate disposal.

During renovations, the defendant also removed three booths from the interior of the building.   Prior written notice that Thompson intended to remove the booths from the premises was given to Lanis and included in the envelope with the rent check.   The booths were stored safely by Thompson, and were eventually handed over to Lanis.

Over time, the relationship between Lanis and Thompson began to break down.   The “final straw” developed when the parties disagreed as to the defendant's treatment of the premises' septic tank and grease trap.   Pursuant to the section ten of the lease agreement, the defendant was required to “clean the outside grease trap and septic tank once a year or as needed.”   Notwithstanding the lease agreement, Lanis testified that he desired to see the grease trap and septic tanks cleaned out three times a year.   His demand that the defendant comply with the additional pumping led to hostilities between the parties.   On April 8, 2009, the plaintiff caused a notice of quit to be served on the defendant.   The defendant was to quit possession of the premises on or before April 13, 2009.   The defendant continues to remain in possession of the premises.

On July 8, 2009, the plaintiff filed an amended and revised complaint with this court.   In count three, the plaintiff alleges that the defendant violated § 47a-11 by (1) failing to keep the premises free of garbage and trash;  (2) removing booths which are the property of the leasehold, and then failing to return them on demand;  (3) using the plumbing and sanitary disposal systems in an unreasonable manner by failing to adequately pump the septic system and grease trap;  (4) failing to provide documentation of the required insurance;  and (5) improperly storing materials outside the restaurant, thereby increasing the risks of fire and vandalism.   As a special defense to the plaintiff's claim, the defendant argues that § 47a-11 does not apply to commercial leases.

Pursuant to General Statutes § 47a-11, “[a] tenant shall:  (a) [c]omply with all obligations primarily imposed upon tenants by applicable provisions of any building, housing or fire code materially affecting health and safety;  (b) keep such part of the premises that he occupies and uses as clean and safe as the condition of the premises permit;  (c) remove from his dwelling unit all ashes, garbage, rubbish and other waste in a clean and safe manner to the place provided by the landlord pursuant to subdivision (5) of subsection (a) of section 47a-7;  (d) keep all plumbing fixtures and appliances in the dwelling unit or used by the tenant as clean as the condition of each such fixture or appliance permits;  (e) use all electrical, plumbing, sanitary, heating, ventilating, air conditioning and other facilities and appliances, including elevators, in the premises in a reasonable manner;  (f) not wilfully or negligently destroy, deface, damage, impair or remove any part of the premises or permit any other person to do so;  (g) conduct himself and require other persons on the premises with his consent to conduct themselves in a manner that will not disturb his neighbors' peaceful enjoyment of the premises or constitute a nuisance, as defined in section 47a-32, or a serious nuisance, as defined in section 47a-15;  and (h) if judgment has entered against a member of the tenant's household pursuant to subsection (c) of section 47a-26h for serious nuisance by using the premises for the illegal sale of drugs, not permit such person to resume occupancy of the dwelling unit, except with the consent of the landlord.”

The issue of whether § 47a-11 applies to commercial leases has not been directly addressed by the appellate courts.   The plaintiff contends that when the legislature amended chapter 830 of the General Statutes, it intended that the chapter would apply to commercial leases.   The defendant disputes this argument and contends that the definitional section contained in General Statutes § 47a-1 excludes commercial leases from § 47a-11.

The Supreme Court “previously has recognized ․ that, in accordance with the definitions set forth in chapter 830 that relate solely to dwellings;  see General Statutes § 47a-1;  this chapter generally applies only to residential tenancies.”  A & M Towing & Recovery, Inc. v. Guay, 282 Conn. 434, 442-43, 923 A.2d 628 (2007).   However, “[i]n 1997, the legislature added two provisions to chapter 830 that expressly refer to commercial tenancies.   See General Statutes § 47a-4b, formerly § 53-303g (‘No lease of commercial space in a shopping center or in a building occupied by two or more businesses entered into on or after October 1, 1979, shall require a lessee to be open for business seven days a week or on any specified day of the week.   Any provision in a lease which violates this section shall be void.’);  General Statutes § 47a-11c (‘If a landlord terminates a residential or commercial tenancy on the grounds that the tenant committed a breach of the rental agreement and the landlord brings an action for damages for the breach, such damages shall include the amount of rent agreed to by the parties but unpaid by the tenant.   The landlord shall be obligated to mitigate damages.   This section shall not limit either party's rights to assert other legal or equitable claims, counterclaims, defenses or setoffs.’)   In 1979, the legislature had transferred to chapter 830 another provision that refers to leases of land;  see General Statutes § 47a-3d, formerly § 47-22;  which has been construed to apply to commercial premises.”   Id., 443 n.6.

The question before this court, therefore, is whether the 1997 Public Acts which were codified in chapter 830 altered the existing statutory scheme such that § 47a-11 now applies to commercial leases.  “When construing a statute, [o]ur fundamental objective is to ascertain and give effect to the apparent intent of the legislature ․ In other words, we seek to determine, in a reasoned manner, the meaning of the statutory language as applied to the facts of [the] case, including the question of whether the language actually does apply ․ In seeking to determine that meaning, General Statutes § 1-2z ¹ directs us to first consider the text of the statute itself and its relationship to other statutes.   If, after examining such text and considering such relationship, the meaning of the such text is plain and unambiguous and does not yield absurd or unworkable results, extratextual evidence of the meaning of the statute shall not be considered ․ When a statute is not plain and unambiguous, we also look for interpretive guidance to the legislative history and circumstances surrounding its enactment, to the legislative policy it was designed to implement, and to its relationship to existing legislation and common law principles governing the same general subject matter ․” (Internal quotation marks omitted.)  Dept. of Public Safety v. State Board of Labor Relations, 296 Conn. 594, 599-600 (2010).

As they are defined by General Statutes § 47a-1, the words “dwelling unit,” “landlord,” “premises” and “tenant,” all of which appear in § 47a-11, refer to residential premises.  General Statutes § 47a-1 provides in relevant part:  “As used in this chapter and sections 47a-21, 47a-23 to 47a-23c, inclusive, 47a-26a to 47a-26g, inclusive, 47a-35 to 47a-35b, inclusive 47a-41a, 47a-43 and 47a-46 ․

“(c) ‘Dwelling unit’ means any house or building, or portion thereof, which is occupied, is designed to be occupied, or is rented, leased or hired out to be occupied, as a home or residence of one or more persons.

“(d) ‘Landlord’ means the owner, lessor or sublessor of the dwelling unit, the building of which it is a part or the premises ․

“(g) ‘Premises' means a dwelling unit and the structure of which it is a part and facilities and appurtenances therein and grounds, areas and facilities held out for the use of tenants generally or whose use is promised to the tenant ․

(l) ‘Tenant’ means the lessee, sublessee or person entitled under a rental agreement to occupy a dwelling unit or premises to the exclusion of others or as is otherwise defined by law ․”

If § 47a-11 was intended to apply to commercial leases, the legislature could have either amended § 47a-11 to expressly include commercial leases or could have amended the definitions set forth in § 47a-1 to include commercial premises in additional to residential premises.  “The legislature never has changed, however, the definitional section of chapter 830, which clearly defines the terms used throughout the chapter, such as ‘landlord,’ ‘tenant,’ ‘rental agreement,’ ‘dwelling unit’ and ‘premises,” in relation to residential premises ․ Accordingly, we do not infer from the aforementioned limited actions that the legislature intended to alter the existing scheme to extend to commercial premises all of the rights and obligations imposed in chapter 830 of the General Statutes.”  A & M Towing & Recovery, Inc. v. Guay, 282 Conn. 443, n.6. This court, therefore, finds § 47a-11 to be inapplicable to commercial leases and the alleged violations of the aforesaid section do not have to be considered in this action.

Judgment is entered for the defendants on count three of the complaint.

Joseph H. Goldberg, J.T.R.

FOOTNOTES

FN1. General Statutes § 1-2z provides:  “The meaning of a statute shall, in the first instance, be ascertained from the text of the statute itself and its relationship to other statutes.   If, after examining such text and considering such relationship, the meaning of such text is plain and unambiguous and does not yield absurd or unworkable results, extratextual evidence of the meaning of the statute shall not be considered.”.  FN1. General Statutes § 1-2z provides:  “The meaning of a statute shall, in the first instance, be ascertained from the text of the statute itself and its relationship to other statutes.   If, after examining such text and considering such relationship, the meaning of such text is plain and unambiguous and does not yield absurd or unworkable results, extratextual evidence of the meaning of the statute shall not be considered.”

Goldberg, Joseph H., J.T.R.