DEVERETTE L. WILLIAMS, Appellant,
VIOLETA BAKER; LAST FRONTIER ASSISTED LIVING, LLC; JOHNNY LEE WILLIAMS; PERSONALIZED TAX SOLUTIONS; and PERSONALIZED TAX SOLUTIONS, LLC, Appellees.
from the Superior Court No. 3AN-11-11648 CI of the State of
Alaska, Third Judicial District, Anchorage, Eric A. Aarseth,
A. Offret and J.E. Wiederholt, Aglietti Offret & Woofter,
LLC, Anchorage, for Appellant.
S. Gingras and Debra J. Fitzgerald, Eide & Gingras, P.C.,
Anchorage, for Appellees
Violeta Baker and Last Frontier Assisted Living, LLC. No
appearances by Appellees Johnny Lee Williams, Personalized
Tax Solutions, and Personalized Tax Solutions, LLC.
Before: Bolger, Chief Justice, Winfree, Stowers, Maassen, and
BOLGER, CHIEF JUSTICE.
superior court found Deverette and Johnny Williams liable for
defrauding Johnny's employer, Violeta Baker, after
concluding that both owed her fiduciary duties and therefore
had the burden of persuasion to show the absence of fraud.
The court totaled fraud damages at nearly five million
dollars and trebled this amount under Alaska's Unfair
Trade Practices and Consumer Protection Act (UTPA). After
final judgment was entered against Deverette and Johnny,
Johnny died. Deverette now appeals her liability for the
fraud. We affirm Deverette's liability for the portion of
the fraud damages that the superior court otherwise
identified as her unjust enrichment. But we reverse the
superior court's conclusion that she owed Baker a
fiduciary duty, and we reverse the UTPA treble damages
against Deverette. We vacate the superior court's fraud
conclusion as to Deverette and remand for further
FACTS AND PROCEEDINGS
Williams worked for Violeta Baker and her home healthcare
services company, Last Frontier Assisted Living, LLC (Last
Frontier), from 2004 to 2009. Baker hired Johnny to provide
payroll, tax-preparation, bookkeeping, and bill-paying
services. She authorized him to make payments from her
accounts, both for tax purposes and business expenses, such
as payroll. She also gave him general authority to access her
checking account and to execute automated clearing house
(ACH) transactions from her accounts. Finally, Baker allowed
Johnny to write checks bearing her electronic signature.
did not invoice Baker for his labor. Rather he and Baker had
a tacit understanding that he would pay himself a salary from
Baker's payroll for his services. Baker and Johnny never
discussed a precise amount for this salary, and Johnny did
not keep a record of the hours he worked for Baker. Johnny
presented himself as working for Baker in a personal
capacity, but he also maintained the business Personalized
Williams, Johnny's wife, was not an employee of Baker,
Last Frontier, Johnny, or Personalized Tax Solutions. During
Johnny's employment with Baker, Deverette primarily
managed their home, though at times she also ran her own
part-time businesses from home. Deverette discussed
Johnny's business with him; she knew of advice he had
given and services he had provided Baker. She witnessed
Johnny using their home printer and computers in his work for
Baker, and she relayed Baker's phone messages to him.
the Internal Revenue Service (IRS) notified Baker that her
third-quarter taxes had not been filed and she owed a penalty
and interest. Baker contacted Johnny to find out why the
taxes had not been filed. When he could not produce a
confirmation that he had e-filed them, Baker contacted her
son for help. Baker's son discovered that several checks
had been written from Baker's accounts to Personalized
Tax Solutions and Deverette. Baker hired Mary Jones, a
certified public accountant, to perform an audit of her
accounts from 2004 to 2009.
concluded that payments from Baker's accounts to Johnny,
Personalized Tax Solutions, and Deverette totaled a little
over one million dollars. Transfers from Baker to Deverette
equaled $135, 125. The final destination of some ACH
transfers from Baker's accounts could not be verified;
these "unidentified" transfers totaled $3, 644,
978. Jones estimated that Johnny's services over the time
period could be valued between $47, 500 and $55, 000.
Subtracting this from the total in transfers to Johnny,
Deverette, and Personalized Tax Solutions resulted in an
overpayment to the Williamses of approximately $950, 000.
Jones also documented damages resulting from mistakes in
Johnny's tax filings for Baker.
light of Jones's findings, Baker sued Johnny,
individually and doing business as Personalized Tax Solutions
and Personalized Tax Solutions, LLC, in October
2011. Baker amended the complaint in December,
adding Deverette as a defendant. The amended complaint
alleged negligence, breach of contract, and unfair trade
practices against Johnny, Personalized Tax Solutions, and
Personalized Tax ...