Brown v. R.R. Donnelly & Sons Co.
650 N.E.2d 8, 208 Ill. Dec. 737, 272 Ill.App.3d 94 (1995)
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Rule of Law:
General statements of company policy or practice in an employee handbook, which are vague, hortatory, or lack specific procedures, do not constitute a sufficiently clear promise to create an enforceable employment contract that alters the presumption of at-will employment.
Facts:
- In December 1980, R.R. Donnelly & Sons Company hired Mark Brown as a temporary employee.
- During his temporary employment, Brown became familiar with the company's 'employee relations manual'.
- In 1982, Brown accepted a full-time position with R.R. Donnelly, believing the manual's terms would govern his employment.
- Brown worked as a full-time employee from 1982 until August 1988.
- Company managers accused Brown of several serious acts of misconduct, including disrupting the workplace and threatening coworkers.
- Brown denied all the allegations made against him.
- R.R. Donnelly terminated Brown's employment, stating the reasons were for committing the alleged acts and for lying to company officials by denying the allegations.
Procedural Posture:
- In July 1990, Plaintiff Mark Brown sued his former employer, Defendant R.R. Donnelly & Sons Company, in the trial court for wrongful termination.
- Defendant filed a motion to dismiss the complaint for failure to state a claim.
- The trial court initially struck part of the complaint but allowed the case to proceed on the theory that certain sections of the employee manual created contractual rights.
- Upon further argument, the trial court reversed its earlier ruling and, in March 1994, entered a final order dismissing Plaintiff's complaint with prejudice.
- Plaintiff, as appellant, appealed the trial court's dismissal to the intermediate appellate court.
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Issue:
Does language in an employee handbook stating it is 'Company practice to base all separations on verified facts' and to provide a 'square deal' and 'fair treatment' create an enforceable contract right that alters an employee's at-will employment status?
Opinions:
Majority - Justice Steigmann
No. The language in the employee handbook is too vague, non-promissory, and hortatory to create an enforceable contract right that alters the employee's at-will status. Applying the test from Duldulao v. Saint Mary of Nazareth Hospital Center, the court found the first condition—a promise clear enough for an employee to reasonably believe an offer has been made—was not met. The phrase 'it is Company practice to' is a retrospective statement about past conduct, not a prospective promise of future performance. Furthermore, the term 'verified facts' is undefined and lacks the articulated, specific procedures necessary to form a binding contractual obligation. This language is aspirational, similar to a general promise of 'fair treatment', and does not rise to the level of a contractual offer, unlike the mandatory language ('required', 'shall not') found in cases like Duldulao and Mitchell.
Dissenting - Justice Cook
Yes. The language in the employee relations manual is sufficiently clear to create a contract requiring the company to provide a hearing and terminate employees only for cause. A fair reading of the policy to 'base all separations on verified facts' and provide an 'impartial hearing' is that these procedures are binding unless the company explicitly changes them. Having announced such a policy to improve employee morale, the employer should not be permitted to treat its promise as illusory. The absence of a disclaimer, which the company could have included to prevent contractual interpretation, further supports finding that the handbook created enforceable rights. A contract need not be lengthy to be clear, and the provisions here were clear enough to constitute a promise.
Analysis:
This decision refines and narrows the Duldulao exception to the at-will employment doctrine by emphasizing the requirement of a clear, promissory offer. It instructs lower courts to distinguish between binding, mandatory language ('shall,' 'will,' 'required') and non-binding, aspirational language ('policy,' 'practice,' 'strive to'). The ruling provides a roadmap for employers wishing to avoid creating unintended employment contracts through their handbooks by using more general or conditional phrasing. For employees, it clarifies that not every provision in a handbook is an enforceable right, thereby heightening the burden to prove that a specific, clear promise was made.
