final until disposition of timely filed motion for rehearing.
Appeal from the Circuit Court for Miami-Dade County Lower
Tribunal No. 15-29334, Samantha Ruiz Cohen, Judge.
Patton Boggs and Alvin B. Davis and Beatriz E. Jaramillo, for
Yeager, Gerson, White & Lioce, P.A., and Michael H.
Nullman and Jonelle M. Rainford (Palm Beach Gardens), for
SALTER, FERNANDEZ and LINDSEY, JJ.
Development Enterprise, LLC ("PDE"), as manager of
Capital Tract, LLC ("Capital Tract"), and Tanios
Khalil ("Khalil"), the principal of PDE, appeal a
final circuit court judgment against them entered following a
non-jury trial. We affirm in part and reverse in part.
appellee, plaintiff below, is Elka Holdings, LLC
("Elka"). PDE and Elka were essentially 50%-50%
partners in Capital Tract, an entity formed to
develop 475 homes in the "Whispering Oaks"
development in St. Lucie County (the "Project").
The Project did not progress as intended. Elka filed a
derivative suit in the Miami-Dade Circuit Court on behalf of
Capital Tract and against PDE and Khalil, claiming a breach
of the operating agreement, breach of statutory and common
law fiduciary duty, and a demand for an
gist of these claims was an allegation that Elka was
overcharged by PDE and Khalil for the operating expenses of
the Project. On behalf of Capital Tract, PDE filed
counterclaims against Elka for Elka's alleged wrongful
retention of a Capital Tract computer and for some $10,
000.00 in money damages.
four-day bench trial, the court entered a detailed order
finding PDE and Khalil jointly and severally liable to Elka
for $217, 369.00 in money damages, plus statutory interest,
and finding for Elka on the counterclaims by PDE.
appeal, PDE and Khalil point to numerous alleged errors in
the final judgment. We address only one of those alleged
errors, concluding that it turns on a legal issue and is
reviewable de novo. We find no merit to the other points
raised by PDE and Khalil.
Florida law, '[w]hen reviewing a judgment rendered after
a nonjury trial, the trial court's findings of fact come
to the appellate court with a presumption of correctness and
will not be disturbed unless they are clearly
erroneous.'" Emaminejad v. Ocwen Loan Servicing,
LLC, 156 So.3d 534, 535 (Fla. 3d DCA 2015) (alteration
in original) (quoting Stone v. BankUnited, 115 So.3d
411, 412 (Fla. 2d DCA 2013)). As to the interpretation of a
contract, however, this Court's review is de novo.
See Real Estate Value Co. v. Carnival Corp., 92
So.3d 255, 260 (Fla. 3d DCA 2012).
of Damages Recovered Derivatively for Capital Tract
claim was asserted derivatively on behalf of Capital Tract, a
Florida limited liability company. Elka's evidence,
particularly its accounting evidence, was controverted by the
appellants but accepted by the trial court. That evidence
determined that $217, 369.00 in fees, expenses, and interest