## Facts

- Jack Sindorf worked as a traveling salesman for Jacron Sales Co., Inc.
- A dispute arose over Sindorf’s sales practices and his entitlement to commissions; Sindorf resigned after the dispute.
- Jacron withheld some commissions; Sindorf retained some of Jacron’s inventory as self-help security for the unpaid commissions.
- Sindorf took a job with Tool Box Corporation, a competitor, whose president (William Brose) was a close friend and business contact of Jacron’s vice-president (Robert Fridkis).
- In a telephone conversation with Brose about Sindorf, Fridkis stated that Sindorf had been “fired,” said Sindorf had withheld “quite a bit” of Jacron’s inventory, and advised Brose to watch Tool Box’s inventory closely.
- Sindorf sued for slander, alleging the statements falsely implied dishonesty or theft and sought compensatory and punitive damages.

## Issues

1. Whether a former employer has a conditional (qualified) privilege to communicate negative information about a former employee to the employee’s new employer based on a shared business interest.
2. What constitutes “malice” or abuse sufficient to defeat that conditional privilege.
3. Whether the evidence of malice/abuse was for the jury, making a directed verdict improper.

## Decision

- The court held that the communication was conditionally privileged as a matter of law because the speaker and recipient had a mutual business interest in the subject.
- The court ruled the trial court erred in directing a verdict for Jacron on the ground that malice was not shown.
- The court reversed the judgment and remanded for a new trial so a jury could decide whether the privilege was abused.

## Legal Principles

- A defamatory communication is conditionally privileged when the publisher and recipient share a mutual interest in the subject matter, including communications between a former employer and a new employer about an employee’s performance or integrity.
- The privilege applies only if the communication is made in a reasonable manner and for a proper purpose.
- The privilege may be lost if the speaker acts with malice (including ill will or improper motive), knows the statement is false or acts with reckless disregard for truth, or communicates beyond what the mutual interest justifies.
- When the evidence permits competing inferences about motive, reasonableness, or abuse of privilege, the issue of malice/abuse is generally for the jury rather than resolution by directed verdict.

## Conclusion

The court recognized a former employer’s conditional privilege to provide business-related warnings to a new employer, but held that whether the privilege was abused through malice or improper purpose presented a factual dispute for the jury, requiring reversal of the directed verdict and a new trial.


Sindorf v. Jacron Sales Co., 27 Md. App. 53, 341 A.2d 856 (Ct. Spec. App. Md. 1975)