Court of Appeals of Illinois, First District, First Division
SHAMROCK CHICAGO CORP., an Illinois Corporation, Plaintiff-Appellee,
STEVEN M. WROBLEWSKI, DAVID J. WELLS, CHRISTOPHER ENGLAND, DONALD NOWAK, SKYLINE INDUSTRIAL CORP., an Illinois Corporation, and Unknown Investors and Co-conspirators, Defendants Skyline Industrial Corp., Defendant-Appellant.
from the Circuit Court of Cook County. No. 17 M 36275
Honorable David D. Roti, Judge, presiding.
Attorneys for Appellant: William J. Didier, of Didier Law
Office, LLC, of Chicago, for appellant.
Attorneys for Appellee: Matthew M. Saffar and John S.
Saletta, both of Palatine, for appellee.
JUSTICE HYMAN delivered the judgment of the court, with
opinion. Presiding Justice Griffin and Justice Pierce
concurred in the judgment and opinion.
1 Shamrock Chicago Corporation sells antifreeze, motor oil,
and heat transfer fluids. After a failed negotiation to sell
Shamrock to a small group of its employees, those employees,
according to Shamrock's complaint, misappropriated and
then destroyed large swaths of financial and client data from
Shamrock's computers. Using that information, the
then-former employees formed their own company, Skyline
2 Shamrock sought ongoing disclosure of Skyline's bank
statements and Quickbooks files. The trial court ordered
Skyline to comply with Shamrock's request and appointed a
facilitator in discovery to help enforce its order. Skyline,
fearing interference with its new business if Shamrock became
privy to its finances, refused to comply. The trial court
found Skyline in "friendly contempt" and imposed a
monetary penalty, vesting us with interlocutory jurisdiction.
See Ill. S.Ct. R. 304(b)(5) (eff. Mar. 8, 2016).
3 Skyline argues that the ongoing production of its bank
statements and Quickbooks files is overbroad and includes
information irrelevant to Shamrock's claims. Skyline also
disputes the propriety of appointing a facilitator in
discovery to assist the trial court in the oversight of
Skyline's discovery compliance. We find the information
Shamrock requested both relevant and integral to proving its
claims. We also find no impediment to the trial court's
appointment of a facilitator in discovery under either the
discovery rules or case law interpreting them. We affirm the
discovery order, but since Skyline appealed in good faith,
vacate the contempt order.
5 Shamrock has sold antifreeze, motor oil, and heat transfer
fluids since 1974. John Dreamer, Sr. eventually became the
sole shareholder. When John died, his wife, Annie Dreamer,
became the sole shareholder. Annie, now incapacitated due to
medical issues, is the sole beneficiary of a trust that holds
all of Shamrock's stock.
6 At the time of the events giving rise to this litigation,
Shamrock had five employees: John Dreamer, Jr., Les Kreifels,
Steven Wroblewski (John Jr.'s nephew), David Wells, and
Chris England. Wroblewski started working for Shamrock in
2006 and served as the vice president and secretary. Wells, a
certified public accountant, started working for Shamrock in
2011, and served as Shamrock's chief financial officer.
England also was an employee, though the record leaves his
7 The Dreamer family decided to sell Shamrock and offered
Wroblewski and Wells the opportunity to make the first offer.
Wroblewski and Wells submitted an offer that was financially
acceptable but included "collateral terms" that the
Dreamers would not accept. In "mid-August" 2017,
Shamrock made a counteroffer, having revised some terms
unrelated to the purchase price.
8 On September 1, 2017, Wroblewski and Wells "abruptly
resigned." England resigned four days later. According
to Shamrock's first amended complaint, the day before
Wroblewski and Wells resigned, they "had Beaver
Shredding, Inc., deliberately destroy three double file boxes
and perform one cabinet destruction service at Shamrock's
headquarters" without anyone else's knowledge. The
complaint also alleged that Wroblewski and Wells "had
deliberately altered the network of computers" and
"deleted large amounts of data from Shamrock's
computer system." Wells also had "copied
Shamrock's Quickbooks files" and other data from
Shamrock's computers. Wroblewski, for his part, uploaded
data from Shamrock's computers to the digital storage
site Dropbox in the days leading up to his resignation.
9 After the resignations, Skyline "went live" with
its own website. Shamrock alleges that Skyline's business
is "exactly the same" as its own, and Skyline has
been representing itself as Shamrock's successor business
to customers and vendors. The complaint attaches a series of
e-mails initiated by Wroblewski to Shell Corporation, one of
Shamrock's vendors, in which Wroblewski requests an
application for credit. In the e-mail chain, one of the Shell
employees says, "Shamrock was just bought out by 2 of
their employees and investors. Their new name is Skyline
Industrial Corp." Later that month, a logistics company
that Shamrock used "insisted numerous times" that
it was waiting on a shipment of 5000 gallons of propelyene
glycol for one of Shamrock's customers. Shamrock did not
know about the shipment. Later Shamrock learned Skyline had
made the order.
10 Shamrock's complaint sets out 11 counts against
various combinations of Wroblewski, Wells, England, Skyline,
yet-unknown investors, and David Nowak, an accountant
Shamrock employed for tax purposes. Many counts allege that
the defendants "destroy[ed] electronic data, including
but not limited to: Emails; Quickbook[s] files; Accounts
Receivable; Accounts Payable; Client lists; Supplier invoices
and pricing; Formula lists, and client histories."
Before allegedly destroying those files, Shamrock alleges
that defendants uploaded them to Dropbox.
11 Shortly after filing its complaint, Shamrock moved for a
temporary restraining order (TRO). The motion for a TRO
asked, among other things, that the court appoint "a
receiver to monitor any substantial transactions engaged in
by the defendants and in particular Skyline, Wroblewski,
Wells, and England pursuant to 740 ILCS 160/8(3)(B)."
The trial court granted Shamrock's motion and entered a
TRO "[a]ppointing a receiver at Plaintiffs expense to
monitor any substantial (i.e., $20, 000 or more)
transactions engaged in by the defendants Skyline,
Wroblewski, and ...