NOT FOR PUBLICATION WITHOUT THE

APPROVAL OF THE APPELLATE DIVISION

SUPERIOR COURT OF NEW JERSEY

APPELLATE DIVISION

DOCKET NO. A-3729-15T4

CITY COUNCIL OF THE CITY

OF ORANGE TOWNSHIP,

Plaintiff-Respondent,

v.

WILLIS EDWARDS III,

Defendant-Appellant.

_____________________________

Argued May 2, 2018 – Decided June 19, 2018

Before Judges Alvarez, Currier, and Geiger.

On appeal from Superior Court of New Jersey, 

Law Division, Essex County, Docket No. 

L-1805-13.

Michael A. Cifelli argued the cause for 

appellant (Florio Kenny Raval, LLP, 

attorneys; Michael A. Cifelli and Edward J. 

Florio, of counsel and on the briefs; 

William J. Maslo, on the briefs). 

Robert L. Tarver, Jr., argued the cause for 

respondent (Law Offices of Robert L. Tarver, 

Jr., attorneys; Jeff Thakker, of counsel and 

on the brief; Robert L. Tarver, Jr., on the 

brief). 

The opinion of the court was delivered by 

CURRIER, J.A.D.

APPROVED FOR PUBLICATION

June 19, 2018

APPELLATE DIVISION
2 A-3729-15T4

In this matter, we consider whether the appointment of 

defendant Willis Edwards III to the position of Deputy Business 

Administrator in the City of Orange Township (City) was unlawful 

and whether defendant knowingly remained in the unauthorized 

position. If so, we must determine whether disgorgement of 

defendant's salaries is the appropriate remedy for the illegal 

action. 

We conclude, upon review of the record and applicable 

principles of law, that the appointment was ultra vires because

the mayor lacked the authority to place defendant in the 

position. As defendant was aware that serving in the position 

was a violation of state and local law, he did not act in good 

faith in remaining in the position and collecting a salary. 

Therefore, we are satisfied that the equitable remedy of 

disgorgement is appropriate under these circumstances. We 

affirm. 

In July 2012, the mayor of the City1 appointed defendant to 

the position of Acting Business Administrator. The City's 

ordinances permitted defendant to hold the position for a term 

not to exceed ninety days; the appointment did not require the 

advice and consent of City Council. At the end of defendant's 

 

1 The mayor at the time of these events was an attorney 

practicing law in this state.
3 A-3729-15T4

ninety-day term, the mayor appointed him to the full-time 

position of Business Administrator, which did require the advice 

and consent of City Council. 

The municipal government of the City is organized as a 

"Mayor-Council Plan D" form of government under the Faulkner 

Act, N.J.S.A. 40:69A-1 to -210. This Act, in conjunction with 

City ordinances, requires persons appointed to the position of a 

department director, such as the Business Administrator, receive 

the advice and consent of City Council. On October 2, 2012, 

plaintiff, City Council of the City of Orange Township 

(plaintiff or City Council), voted against confirmation of 

defendant to the position. The following day, the mayor 

appointed defendant as Deputy Business Administrator, setting a 

yearly salary of $105,000.2

City Council objected to the appointment. A letter to the 

mayor on October 16, 2012 memorialized City Council's objections 

and informed him defendant's term as Acting Business 

Administrator had expired and the Council had not confirmed him 

as Business Administrator. The mayor had no authority to 

appoint a deputy; only the department head had that authority. 

 

2 He received an additional stipend of $10,000 for his service 

as Affirmative Action Officer. At the time of his resignation 

on December 31, 2015, defendant's compensation had increased to 

$120,000.
4 A-3729-15T4

Nevertheless, defendant continued in the position, signing 

official documents as the Business Administrator and collecting 

a salary. 

In March 2013, plaintiff presented an Order to Show Cause 

and verified complaint against the mayor3 and defendant, seeking 

to enjoin defendant from serving as Deputy Business 

Administrator. A March 8, 2013 order required defendant and the 

mayor to appear and show cause why the court should not issue a 

preliminary injunction. Defendant filed an answer and thirdparty complaint against five City Council members in their 

individual and official capacities. 

After oral argument, the court issued an order on April 18, 

2013, stating:

1. [Defendant] shall not perform any of 

the functions of Business Administrator or 

Acting Business Administrator after May 30, 

2013, unless appointed to those positions 

through the advice and consent of City 

Council. 

2. On or before the date of May 30, 

2013, the City of Orange Township shall 

appoint a Business Administrator or Acting 

Business Administrator to head the 

Department of Administration as required by 

Statute and Ordinance. 

 

3 On the eve of trial, the parties stipulated to the dismissal 

of the mayor from the lawsuit. Therefore, we refer to Willis 

Edwards III as defendant.
5 A-3729-15T4

3. The City shall be required to comply 

with . . . N.J.S.A. 40:69A-43.1 and 43.2 in 

the appointment of any Deputy Director and 

any such appointment shall be made by the 

Director of the Department and the salary of 

that Deputy must be approved by the City 

Council. 

4. The Counterclaim and Third Party 

Complaint filed by [d]efendant . . . shall 

be dismissed in its entirety without 

prejudice.

As a result of this order, defendant subsequently left the 

position of Deputy Business Administrator and the mayor 

appointed him Chief of Staff.4

Defendant and the mayor filed motions for reconsideration, 

which were granted by a different judge than had considered the 

Order to Show Cause. On February 28, 2014, in an oral decision, 

the second judge found it improper for his predecessor to have 

issued injunctive relief without hearing testimony. He

therefore vacated paragraphs one and two of the April 2013 

order, and amended paragraph four to reinstate one count of the 

third-party complaint. 

Following the ruling, plaintiff's counsel queried: "Judge, 

just so that I'm clear and I get this, . . . is it the [c]ourt's 

intention by vacating [c]ounts 1, 2 and 4 that Mr. Edwards can 

now serve as the deputy business administrator because . . . 

 

4 Defendant received the same salary for Chief of Staff as he 

was paid as Business Administrator.
6 A-3729-15T4

that was the thrust of the initial complaint." The judge 

responded: "The effect of the order vacating [the prior] order 

does just that. The factual effect of it, you know, remains to 

be executed. All I did was vacate the order based upon the 

reasons I stated." (Emphasis added). Following the issuance of 

this order, defendant re-assumed the position of Deputy Business 

Administrator.

Trial5 was scheduled for January 4, 2016 before Judge 

Christine A. Farrington. Defendant resigned from the position 

of Deputy Business Administrator on December 31, 2015. As a 

result, he contended the matter was moot and requested a 

dismissal.6

Testimony at trial from a current councilwoman corroborated 

City Council's rejection of the appointment of defendant as 

Business Administrator and that a City ordinance required the 

mayor to remove acting persons after ninety days if the Council 

did not approve them. The councilwoman also advised the 

appointment of defendant as Deputy Business Administrator was 

contrary to the municipal ordinance. Only the head of a 

 

5 A trial initially began in September 2015. After opening 

statements, the parties entered into a settlement agreement. 

Shortly thereafter, material terms of the agreement were 

breached, and the court vacated the settlement.

6 The court reserved decision on the motion.
7 A-3729-15T4

department could appoint a deputy director. The mayor had no 

authority to appoint a Deputy Business Administrator. That was 

the province of the Business Administrator.

The councilwoman further stated that even when defendant 

briefly left the position pursuant to court order and assumed 

the job of Chief of Staff, he continued to perform duties of the 

Business Administrator. Finally, the councilwoman confirmed 

City Council did not approve defendant's salary, which exceeded 

the salary of other deputies by $25,000 to $30,000. 

Plaintiff's second witness, the municipal clerk, testified 

that the position of Deputy Business Administrator had never 

been lawfully created. A position of Assistant Business 

Administrator was created in 1985 but repealed that same year. 

Therefore, the positions of both Deputy and Assistant Business 

Administrator were unlawful after that time. She further 

advised the City had never enacted an ordinance creating a Chief 

of Staff, and it did not approve the salary of defendant in that 

post.7

Defendant also testified. In addition to his Bachelor of 

Arts degree, he holds a dual Masters degree in finance and 

business management from Columbia University. He was currently 

 

7 The clerk acknowledged that previous people have held the 

title of Chief of Staff.
8 A-3729-15T4

pursuing his MBA from New Jersey Institute of Technology and was 

a Ph.D. candidate at Seton Hall University. Defendant had 

served as a New Jersey state legislator and on numerous boards 

in both New York and New Jersey. Defendant advised as a college 

professor for more than twenty years, he was familiar with 

municipal government because he taught courses in government and 

public administration.

Defendant's testimony conflicted on whether he ever read 

the pertinent statutes and municipal ordinances regarding his 

position. At times, defendant testified he did not read the 

applicable ordinances and statutes, at other times, he thought 

the statutes, codes, and court orders were subject to differing 

interpretations. He was adamant the mayor appointed him to the 

position, thus rendering defendant blameless for any wrongdoing, 

and claimed ignorance of the unlawfulness of his position. He 

also denied knowledge of his removal from the position by court 

order or that the Deputy Business Administrator position was 

unauthorized. 

In a comprehensive, well-reasoned opinion, Judge 

Farrington determined defendant's appointment to the position of 

Deputy Business Administrator was ultra vires in the primary 

sense as the mayor had no authority to appoint a Deputy Business 

Administrator. She stated the actions of defendant and the mayor 
9 A-3729-15T4

were purposeful and designed to circumvent City Council's 

decision to deny confirmation.

Judge Farrington found both the councilwoman and municipal 

clerk knowledgeable and credible. In contrast, the judge 

described defendant as "argumentative, combative and evasive." 

She noted his "impressive education credentials" and his 

background of serving as a state legislator and college 

professor conflicted with his numerous declarations that he did 

not understand questions posed, was ignorant of the City 

ordinances and applicable statutes, and had a lack of knowledge 

and recall.

Judge Farrington further concluded defendant was a de facto 

officer and he had not rendered his services in good faith as 

either the Deputy Business Administrator or Chief of Staff. 

Reiterating that defendant was not credible, the judge found, in 

light of his extensive experience working in government and 

advanced degrees in public administration, "[h]is attempts to 

present himself as an innocent party and cast blame for the 

appointments on the [m]ayor are unconvincing and disingenuous. 

. . . [H]e knew or had the ability to know the requirements of 

state and local law." 

The judge concluded disgorgement of defendant's salary was 

the appropriate remedy for his deliberate and knowing actions. 
10 A-3729-15T4

Because defendant intentionally violated the statutes and City 

ordinances, she rejected defendant's contention that he was

entitled to his salary under a quantum meruit theory. The court 

ordered remuneration for all salary defendant received serving 

in the unauthorized position of Deputy Business Administrator.8

"Final determinations made by the trial court sitting in a 

non-jury case are subject to a limited and well-established 

scope of review." D'Agostino v. Maldonado, 216 N.J. 168, 182 

(2013) (quoting Seidman v. Clifton Sav. Bank, SLA, 205 N.J. 150, 

169 (2011)). Although our review of legal determinations made 

by the trial court is de novo, we do not disturb the factual 

findings of the trial court "unless we are convinced that they 

are so manifestly unsupported by[,] or inconsistent with[,] the 

competent, relevant[,] and reasonably credible evidence as to 

offend the interests of justice." Ibid. (quoting Seidman, 205 

N.J. at 169). Additionally, we defer to the trial court's 

credibility determinations, because it "'hears the case, sees 

and observes the witnesses, and hears them testify,' affording 

it 'a better perspective than a reviewing court in evaluating 

the veracity of a witness.'" Gnall v. Gnall, 222 N.J. 414, 428 

(2015) (quoting Cesare v. Cesare, 154 N.J. 394, 412 (1998)). 

 

8 Plaintiff did not seek the return of salaries paid to 

defendant as Chief of Staff.
11 A-3729-15T4

On appeal, defendant argues the court erred in determining 

his conduct was ultra vires or, if it was ultra vires, it was 

not an act in the primary sense because City Council ratified 

his conduct in approving yearly budgets that included his 

salary.

Two forms of ultra vires acts exist under the law: ultra 

vires acts in the primary sense and ultra vires acts in the 

secondary sense. See Middletown Twp. Policemen's Benevolent 

Ass'n Local No. 124 v. Twp. of Middletown, 162 N.J. 361, 368 

(2000). Ultra vires acts in the primary sense are "act[s] 

utterly beyond the jurisdiction of a municipal corporation" and 

are void. Ibid. (quoting Summer Cottagers' Ass'n v. City of 

Cape May, 19 N.J. 493, 504 (1955)). In contrast, an ultra vires 

act in the secondary sense arises from the "irregular exercise

of a basic power under the legislative grant in matters not in 

themselves jurisdictional. . . . [It] does not preclude 

ratification or the application of the doctrine of estoppel."9 

Ibid. (quoting Summer Cottagers' Ass'n, 19 N.J. at 504). 

 

9 The doctrine of equitable estoppel, however, is "applied 

against a municipality only in very compelling circumstances," 

Maltese v. Twp. of N. Brunswick, 353 N.J. Super. 226, 244 (App. 

Div. 2002), and is "rarely invoked against a governmental 

entity." Twp. of Middletown, 162 N.J. at 367 (quoting Wood v. 

Borough of Wildwood Crest, 319 N.J. Super. 650, 656 (App. Div.

1999)).
12 A-3729-15T4

As did the trial court, we employ a two-step analysis in 

reviewing the validity of a government appointment. See

Casamasino v. City of Jersey City, 158 N.J. 333, 347 (1999). 

First, we must determine whether the appointment was ultra vires

and, if so, whether it was in the primary or secondary sense. 

Ibid. Second, if the appointment was ultra vires in the 

secondary sense and can be ratified, then we must determine 

whether the appointment was "made with the same formalities 

required for the original exercise of power" and, thus, was 

properly ratified. Ibid.

For a municipal decision or action to be considered ultra 

vires in the primary sense, the municipality must be "utterly 

without capacity to perform the act or make the appointment." 

Maltese, 353 N.J. Super. at 246 (quoting Casamasino, 158 N.J. at 

347). "[A] void act results where the public officer has no 

authority to act at all." Independence One Mortg. Corp. v. 

Gillespie, 289 N.J. Super. 91, 94 (1996). In comparison, an act 

is ultra vires in the secondary sense when the action is 

generally within the power of the municipality but was carried 

out improperly or irregularly. See ibid.

The appointment of a Deputy Business Administrator is 

controlled by N.J.S.A. 40:69A-43.1, which provides: "The 

director of each department . . . may appoint a deputy director 
13 A-3729-15T4

of his department who shall serve, and be removable at the 

pleasure of the director." The power to appoint deputy 

directors is, therefore, solely vested in the directors of the 

departments, not the mayor. 

Here, the mayor nominated defendant to the position of 

Acting Business Administrator. This appointment was within his 

authority. See N.J.S.A. 40:69A-43(b) ("Each department shall be 

headed by a director, who shall be appointed by the mayor with 

the advice and consent of the council"). The corresponding City 

ordinance provides the mayor's department head appointments must 

have the advice and consent of City Council. Orange, N.J., Code

§ 4-24(A) (2015).

Plaintiff voted to reject the nomination of defendant as 

Business Administrator on October 2, 2012. The mayor did not 

appoint anyone else to fill that position.10 Instead, the next 

day, in circumvention of City Council, the mayor appointed 

defendant to the position of Deputy Business Administrator in 

violation of both state and local law as the power to appoint 

deputies lies with the department director. See Orange, N.J., 

 

10 Section 4-24(A)(4) of the City Ordinances requires the mayor 

to appoint a new person to a department director position when 

City Council "declines to extend the timeframe within which the 

person is serving in an acting capacity or directly rejects the 

person." Orange, N.J., Code, § 4-24(A)(4) (2015).
14 A-3729-15T4

Code § 4-24(C)(1) (2015) (authorizing the department director to 

"appoint subordinate officers and employees within his/her 

department"); N.J.S.A. 40:69A-43-1 (permitting a department 

director to appoint a deputy director who serves at the 

director's pleasure).

The mayor acted outside the bounds of his statutorily 

prescribed authority, exercising instead a power only vested in 

the director of a department. As there was no authority for 

defendant to serve in the deputy position, the mayor's 

appointment of a deputy was an illegal act — an act that was 

ultra vires in the primary sense and, therefore, void. 

We find defendant's argument that he accepted the position 

of Deputy Business Administrator in good faith and with the 

"reasonable understanding" that the mayor had the authority to 

appoint him to the post disingenuous. Defendant is a highly 

educated man who had served in the state legislature and taught 

college courses in municipal government and public 

administration. He acknowledged having reviewed the Faulkner 

Act, N.J.S.A. 40:69A-1 to -210, and the City ordinances that 

pertained to his employment.

Defendant also knew of City Council's objection to him 

serving in the deputy position. If there was any doubt, it was 

certainly alleviated when he was named as a defendant along with 
15 A-3729-15T4

the mayor in plaintiff's application for injunctive relief and 

Order to Show Cause. He was in court during the Order to Show 

Cause ruling and was directed in the April 2013 order to step 

down from the deputy position as his appointment was in 

violation of section 4-24(A)(4) of the City ordinances. 

Following the April 2013 order, defendant was removed from 

the deputy job and appointed as Chief of Staff, evidencing an 

awareness by him and the mayor of the illegality of his 

appointment. Although certain portions of the April order were 

vacated in a subsequent reconsideration, the provision ordering 

the City to comply with the statute's regulations concerning the 

appointment of a deputy director remained in effect. That 

provision directed any appointment of a deputy director be made 

by the director of the department and the salary for that 

position be approved by City Council. Nevertheless, in February 

2014, in contravention of this order, defendant resumed the 

position of Deputy Business Administrator. Any claim of 

ignorance of the applicable laws is defeated by the ample 

divergent evidence in the record.

The record is bereft of any facts to support defendant's 

contention that plaintiff ratified his actions at any point. 

The filing of a lawsuit to enjoin his continued employment is 

more than sufficient to defeat that argument. His position that 
16 A-3729-15T4

plaintiff's passage of a budget affirmed his salary and ratified 

his actions is also without merit. Witnesses at trial confirmed 

the budget did not contain line items for specific salaries; it 

set a budget for each department and the mayor then determined 

the salaries for personnel.

Judge Farrington also rejected defendant's argument that he 

should retain his salary based upon the de facto officer 

doctrine.11 This doctrine, based on considerations of policy and 

public convenience, recognizes the validity of actions 

undertaken by a person who acted in a legally non-existent 

position. See Jersey City, 57 N.J. Super. at 27. In that case, 

 

11 A de facto officer is:

one whose acts . . . will hold valid so far 

as they involve the interests of the public 

and third persons, where the duties of the 

office were exercised,

. . . .

. . . under color of a known election 

or appointment, void because the officer was 

not eligible, or because there was a want of 

power in the electing or appointing body, or 

by reason of some defect or irregularity in 

its exercise, such ineligibility, want of 

power, or defect being unknown to the 

public.

[City of Jersey City v. Dept. of Civil 

Serv., 57 N.J. Super. 13, 27 (App. Div. 

1959) (quoting State v. Carroll, 38 Conn. 

449, 471-72 (Sup. Ct. Err. 1871)).]
17 A-3729-15T4

we considered the consequences of the actions of a person who 

"had the reputation of being a public official and possessing 

the authority purportedly vested in such position" but who 

served in a position that had no de jure existence. Id. at 28. 

Because the faux official's actions could affect third parties, 

we determined she would be considered a de facto officer and her 

actions deemed valid despite the absence of a de jure office. 

Ibid. Under the circumstances here, in light of defendant's 

performance of duties under the guise of the City's Deputy 

Business Administrator, we deem he was properly considered a de 

facto officer. The doctrine is appropriately applied here to 

protect innocent third parties who relied on the acts of 

defendant holding himself out as having the authority of a 

public officer. See, e.g., Casamasino, 158 N.J. at 349-51; 

Jersey City, 57 N.J. Super. at 27.

Defendant testified as Deputy Business Administrator he 

presented resolutions to City Council for its approval, reduced 

spending and salaries, consolidated departments, eliminated 

contractors, entered into contracts with third parties and 

approved invoices, proposed a bond ordinance and infrastructure 

reinvestment, and worked with the governor and legislature on 

grants. He advised he was instrumental in obtaining an 

appropriation from the legislature of several million dollars 
18 A-3729-15T4

for needed infrastructure repairs and operational needs of the 

city. Clearly, the official acts defendant performed in his 

public office capacity must be valid and binding as to third 

parties and the public. Any other conclusion would create chaos 

and uncertainty for all dealings defendant had with others under 

color of a legal authorized position. See Slurzberg v. Bayone, 

29 N.J. 106, 139 (1959) (work done for a municipal office not 

created, or properly filled, by ordinance or statute is void 

regardless of whether the City accepts that office's work 

product).

We disagree, however, with defendant's contention that his 

status of a de facto officer entitles him to retain the 

compensation he received for the services he rendered on behalf 

of the City. He argues "clear interests of justice, morality 

and common fairness" entitle him to retain his salary. However, 

the issue of the validity of his acts performed as a purported 

public official is distinct from his entitlement to retain his 

salaries.

Inherent in a decision to compensate a de facto officer for 

his services is the tenet that such services were rendered in 

good faith. "[A] de facto officer may, by his good-faith 

rendering of services, acquire rights against the municipality" 

entitling him to compensation. Jersey City, 57 N.J. Super. at 
19 A-3729-15T4

37. A de facto officer carries the burden of showing he acted 

in good faith and is thus entitled to compensation. See id. at 

37-38; Casamasino, 158 N.J. at 349-51. Our determination that 

defendant's actions in accepting and holding the deputy post 

were ultra vires in the primary sense negates any proposition 

that he was acting in good faith. To the contrary, the record 

is replete with evidence of defendant's awareness of his 

unlawful employment. 

Although defendant did not raise N.J.S.A. 40A:9-6 to either 

the trial judge or this court in support of his argument, we 

feel it important to briefly address it. That statute, which 

codified the common law definition of de facto officer provides: 

Any person who has held or who may 

hereafter hold, de facto, any office or 

position in the public service of any county 

or municipality, and who has or shall have 

performed the duties thereof, shall be 

entitled to the emoluments and compensation 

appropriate to such office or position for 

the time in fact so held and may recover 

therefor in any court of competent 

jurisdiction, notwithstanding any refusal or 

failure of any other person or officer to 

approve or authorize the payment of said 

emoluments and compensation.

[N.J.S.A. 40A:9-6.]

We do not find our decision to disgorge defendant's compensation 

despite his status as a de factor officer to be incompatible 

with the statute. The common law precedent permitting the 
20 A-3729-15T4

compensation for services performed by a de facto officer is 

premised on the qualification that the services were rendered in 

good faith. See Jersey City, 57 N.J. Super. at 37-38. Here, 

defendant's "actions do not bespeak the good faith required to 

invoke the rule of fairness and justice which underlies the 

grant of compensation to a de facto officer." O'Connor v. 

Calandrillo, 117 N.J. Super. 586, 596 (Law Div. 1971), aff'd, 

121 N.J. Super. 135 (App. Div. 1972).

To remain consistent, we similarly conclude the equitable 

theories of quantum meruit and equitable estoppel are equally 

unavailable to defendant. In her thorough decision, Judge 

Farrington considered these doctrines offered by defendant to 

support the retention of his salary. She concluded such 

defenses were inapplicable to defendant who acted willfully and 

unlawfully, "with knowledge and at [his] peril to circumvent the 

authority of the Council." Concluding "the services rendered by 

Edwards in conjunction with both the Deputy [Business] 

Administrator and chief of staff positions were not rendered in 

good faith," she determined there was "no interest of justice, 

morality or common fairness which would dictate a finding 

Edwards is entitled to retain his salary under the 

circumstances."
21 A-3729-15T4

Equitable estoppel and quantum meruit are equitable 

doctrines reserved for achieving fair and practical resolutions 

in particular circumstances. See Rutgers Cas. Ins. Co. v. 

LaCroix, 194 N.J. 515, 529 (2008) (holding a court has the power 

to adapt equitable remedies to the particular circumstances of a 

case). We are satisfied the circumstances to support such 

equitable remedies are not present here as there is sufficient 

evidence in the record for Judge Farrington's factual findings 

that defendant lacked credibility and he knew, or should have 

known, of the illegality of his appointment.

The trial court ordered disgorgement of defendant's 

salaries earned while serving as the Deputy Business 

Administrator. Disgorgement is an equitable claim "grounded in 

the theory that a wrongdoer should not profit from its 

wrongdoing regardless of whether the innocent party suffered any 

damages." Cty. of Essex v. First Union Nat'l Bank, 186 N.J. 46, 

61 (2006). It is a harsh remedy and one to be used sparingly.

In First Union, the Supreme Court noted the need for strong 

remedies, including disgorgement of wrongfully paid fees, to 

combat unlawful conduct involving public officials. Id. at 58. 

The remedy has also been successfully invoked when we found a 

conveyance of land was ultra vires and void ab initio. First 
22 A-3729-15T4

Am. Title Ins. Co. v. Twp. of Rockaway, 322 N.J. Super. 583, 594 

(App. Div. 1999).

Defendant conceded knowledge of municipal law and public 

administration, agreed he reviewed the applicable statutes and 

City ordinances, and advised he was aware of two court orders 

stating he was illegally serving as the Deputy Business 

Administrator. Nevertheless, he remained in the position and 

took a salary paid out of taxpayer funds. His blatant disregard 

for the law forced plaintiff to litigate this matter for three 

years, resulting in the not unexpected conclusion that defendant 

acted unlawfully in serving as the Deputy Business 

Administrator. 

Defendant has not demonstrated any factual dispute in the 

events surrounding his appointment, nor any ambiguity in the 

controlling statutes. As a result, his actions were inexcusable 

and he displayed a flagrant contempt for the citizens of the 

City and the law. The sole remedy to make the aggrieved 

taxpayers whole is to disgorge defendant of the monies paid to 

him during his service in the unlawful appointment. We, 

therefore, affirm Judge Farrington's order for the return of all 
23 A-3729-15T4

remuneration paid to defendant for the position of Deputy 

Business Administrator.

12

Affirmed.

 

12 We find defendant's remaining arguments that the trial court 

heard "inadmissible evidence" or should have recused itself to 

be unworthy of a written opinion. R. 2:11-3(e)(1)(E).