Manuel Andrews, Jr. v. James J. Lombardi, in his capacity as Treasurer of the City of Providence, Rhode Island

Supreme Court

No. 2022-243-Appeal.
(KC 13-1128)

Manuel Andrews, Jr., et al. :

v. :

James J. Lombardi, in his capacity as :
Treasurer of the City of Providence,
Rhode Island.

NOTICE: This opinion is subject to formal revision
before publication in the Rhode Island Reporter. Readers
are requested to notify the Opinion Analyst, Supreme
Court of Rhode Island, 250 Benefit Street, Providence,
Rhode Island 02903, at Telephone (401) 222-3258 or
Email: opinionanalyst@courts.ri.gov, of any
typographical or other formal errors in order that
corrections may be made before the opinion is published.
Supreme Court

No. 2022-243-Appeal.
(KC 13-1128)

Manuel Andrews, Jr., et al. :

v. :

James J. Lombardi, in his capacity as :
Treasurer of the City of Providence,
Rhode Island.1

Present: Suttell, C.J., Goldberg, Robinson, Lynch Prata, and Long, JJ.

OPINION

Justice Goldberg, for the Court. This appeal spotlights the mandate rule,

which “provides that a lower court on remand must implement both the letter and

spirit of the appellate court’s mandate, and may not disregard the explicit directives

of that court.” Sansone v. Morton Machine Works, Inc., 957 A.2d 386, 398 (R.I.

2008) (brackets omitted) (quoting RICO Corp. v. Town of Exeter, 836 A.2d 212,

218 (R.I. 2003)). Here, the plaintiffs return to this Court and submit that our

1
Although the complaint named James J. Lombardi, in his capacity as Treasurer of
the City of Providence, as defendant, we note that, during the pendency of this
appeal, Shomari Husband was named Treasurer of the City of Providence. See
Super. R. Civ. P. 25(d).

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mandate in Andrews v. Lombardi, 233 A.3d 1027 (R.I. 2020) (Andrews II),2

awarded them prospective health-care benefits, but left unaddressed the issue of

retroactive reimbursement for out-of-pocket expenses, which they incurred to

secure health-care benefits during the pendency of this case. The trial justice

disagreed and concluded that granting retroactive relief would run afoul of our

mandate in Andrews II, which stated: “The case shall be remanded to the Superior

Court with instructions to enter judgment consistent with the ‘specific provisions

pertaining to the Medicare Ordinance’ as set forth in the Final and Consent

Judgment entered in PC 11-5853 and PC 12-3590 on April 12, 2013.” Andrews II,

233 A.3d at 1040. We agree with the trial justice’s cogent reasoning and, therefore,

affirm the judgment of the Superior Court. Because this appeal emanates from

Andrews II, we begin with the relevant facts culminating in that opinion.

Background

On July 19, 2011, the Providence City Council passed Chapter 2011-32,

Ordinance No. 422 (the 2011 Medicare Ordinance). See Andrews II, 233 A.3d at

1030. The 2011 Medicare Ordinance states:

2
This case and a related case previously came before the Court in Andrews v.
Lombardi, 231 A.3d 1108 (R.I. 2020) (Andrews I), and Andrews v. Lombardi, 233
A.3d 1027 (R.I. 2020) (Andrews II). Following remands to the Superior Court, new
appeals were brought in each underlying matter, which were then heard on the same
day before this Court. Although there is minimal overlap in the content of the
resulting opinions, we refer to the previous cases as Andrews I and Andrews II for
purposes of clarity.
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“Notwithstanding any other ordinance, collective
bargaining agreement, or interest arbitration award:

“(1) As a condition of receiving or continuing to receive
retirement payments and health benefits, all retired
individuals and spouses of retired individuals shall enroll
in Medicare immediately upon eligibility. Any health
benefits provided by the city to Medicare-eligible
individuals shall be secondary to the Medicare benefits.

“(2) With the exception of Medicare supplement or gap
coverage, the city shall not provide Medicare-eligible
retirees or Medicare-eligible spouses of retirees with
healthcare benefits. The cost of said Medicare supplement
or gap coverage shall be paid by the city and/or retiree as
otherwise provided by ordinance or contract.

“(3) Nothing contained in this section shall be construed
to confer healthcare benefits on a retiree or retiree’s spouse
which are not otherwise provided by ordinance or
contract.” Id.

After the enactment of the 2011 Medicare Ordinance, the City of Providence

(City) notified, inter alia, plaintiffs, that as of May 1, 2013, “the City would

terminate City-paid health care coverage for those who were Medicare-eligible.”

Andrews II, 233 A.3d at 1030. For those not yet Medicare-eligible, the City advised

that it “would continue with the health care plans that were in place until such time

that each individual became Medicare-eligible.” Id.

In due course, the Providence Retired Police and Firefighter’s Association

(the Retiree Association), as well as several police and firefighter retirees,

commenced a class-action lawsuit challenging the constitutionality of the 2011

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Medicare Ordinance. See Andrews II, 233 A.3d at 1030. On January 30, 2012, the

trial justice granted the police and firefighter retirees’ motion for a temporary

restraining order and/or a preliminary injunction, thus enjoining the City from

terminating health-care benefits and requiring these retirees to enroll in Medicare.

See id. As a result, we are advised, no retiree incurred out-of-pocket expenses for

health-care coverage while the temporary restraining order and/or preliminary

injunction was in effect. Thereafter, the trial justice ordered the parties into

mediation, which resulted in a settlement agreement. See id.

On May 22, 2012, the City executed a memorandum of understanding with,

inter alia, the Retiree Association. See Andrews II, 233 A.3d at 1030. Similar to the

2011 Medicare Ordinance, the settlement agreement required the police and

firefighter retirees to enroll in Medicare upon eligibility. See id. Unlike the 2011

Medicare Ordinance, however, the settlement agreement provided that “the City

would pay for certain costs associated with Medicare coverage, including penalties

incurred from late enrollment in various Medicare supplemental programs such as

Parts B and D.” Id. All members of the putative class were afforded the opportunity

to opt out from the settlement agreement. After a fairness hearing, the trial justice

declared that the proposed settlement agreement was fair and reasonable and, in

April 2013, she entered a consent judgment memorializing the terms of the

settlement agreement (the 2013 Final and Consent Judgment). See id. at 1030-31.

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The 2013 Final and Consent Judgment extinguished the temporary restraining order

and/or preliminary injunction issued on January 30, 2012.

In October 2013, the putative class members who opted out of the settlement

agreement—plaintiffs—filed this action against defendant City, challenging, inter

alia, the constitutionality of the 2011 Medicare Ordinance. See Andrews II, 233 A.3d

at 1031. In relevant part, plaintiffs’ amended complaint sought a declaratory

judgment that the City breached its contractual obligations to each plaintiff by failing

to provide health-care benefits; that the 2011 Medicare Ordinance was

unconstitutional on its face and as applied because it violated the Contract Clauses,

the Due Process Clauses, and the Takings Clauses of the United States and Rhode

Island Constitutions; and that they were entitled to relief under a promissory estoppel

theory. The plaintiffs also requested monetary damages under the

breach-of-contract and the promissory estoppel theories but, importantly, the

amended complaint did not request monetary damages for the purported

constitutional violations. Additionally, plaintiffs sought a permanent injunction

directing the City to provide the health-care benefits that had been allegedly

wrongfully withheld, as well as prohibiting the City from terminating or suspending

the health-care benefits to which plaintiffs alleged entitlement.

The City filed a motion for partial summary judgment, which the trial justice

granted with respect to plaintiffs’ claims under the Due Process and Takings Clauses

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of the United States and Rhode Island Constitutions, as well as the claim for

promissory estoppel. See Andrews II, 233 A.3d at 1031. In April 2016, a bench trial

ensued on the remaining claims—viz., breach of contract and violation of the

Contract Clauses of the United States and Rhode Island Constitutions. See id. On

February 2, 2017, the trial justice issued a written decision denying relief, and

plaintiffs filed a timely appeal. See id. at 1032.

On appeal in Andrews II, we focused on the Contract Clause claims, and after

carefully reviewing applicable constitutional principles and the parties’ arguments,

we declared ourselves

“satisfied that two critical findings in the [trial justice’s]
Contract Clause analysis are constructed upon the faulty
premise that plaintiffs who have retired were in fact
receiving supplemental medical benefits under the hybrid
plan. The two findings are that (1) the City did not impair
its contractual obligation to plaintiffs covered by [the
collective-bargaining agreements] or [the interest
arbitration awards], and (2) the City presented sufficient
credible evidence that no more moderate course was
available to address the City’s financial condition.”
Andrews II, 233 A.3d at 1038-39.

Despite these faulty findings, this Court discerned no error in the trial justice’s

“pronouncements that the 2011 Medicare Ordinance was passed for a significant and

legitimate public purpose, that the City did not consider the change to retirees’

health-care benefits on par with other policy alternatives, and that the change was

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reasonable under the circumstances.” Andrews II, 233 A.3d at 1039. Thus, we

concluded:

“[T]he controversy ought to be resolved by awarding the
plaintiffs the same remedies for health care as provided in
the 2011 lawsuit’s settlement agreement approved in the
2013 Final and Consent Judgment. It is nothing more than
what the City has agreed to provide for the opt-in retirees
and indeed is contemplated in the 2011 Medicare
Ordinance, which allows for the City’s payment of
‘Medicare supplement or gap coverage’ when ‘otherwise
provided by ordinance or contract.’” Id.

Our mandate in Andrews II stated: “The case shall be remanded to the Superior

Court with instructions to enter judgment consistent with the ‘specific provisions

pertaining to the Medicare Ordinance’ as set forth in the Final and Consent

Judgment entered in PC 11-5853 and PC 12-3590 on April 12, 2013.” Id. at 1040.

After remand to the Superior Court, plaintiffs filed a document entitled

“Memorandum in Support of Order Requiring Defendants to Pay Health Care Costs

Incurred by Plaintiffs.” Specifically, plaintiffs sought to recover the cost of the

premiums paid to obtain supplemental and prescription coverage, the out-of-pocket

health-care expenses incurred because of a lack of coverage, any qualifying

penalties incurred as a result of late enrollment in Medicare Plan B, and statutory

prejudgment interest.3 In requesting such relief, plaintiffs suggested that an

3
On appeal, plaintiffs expressly “contest only [the trial justice’s] denial of
reimbursement of the out-of-pocket expenses.” We thus limit our review to this
issue. It is our understanding that due to the temporary restraining order and/or
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evidentiary hearing on remand would be necessary, and posited that in order to

resolve “significant differences in the individual claims of the plaintiffs,” a special

master might be appointed “to hear each individual claim, make the necessary

findings, and report to the [trial justice].” The City filed an objection.

The trial justice appropriately focused on our mandate in Andrews II and

denied plaintiffs’ requested relief. See Andrews II, 233 A.3d at 1040. In so doing,

the trial justice concluded that “the narrow scope of the Supreme Court’s mandate

precludes additional evidentiary proceedings at this stage,” and that she

“cannot interpret the Supreme Court’s mandate as having
this retroactive effect. The more reasonable interpretation
of the Supreme Court’s decision to award ‘the same
remedies for health care’ and direct the entry of ‘judgment
consistent with the specific provisions pertaining to the
Medicare Ordinance as set forth in the Final and Consent
Judgment’ is that it was intended to identify the specific
health care benefits that the City is now obligated to
provide and give [p]laintiffs the means to enforce the
City’s obligation. * * * Upon entry of a new judgment
‘consistent with’ the provisions of the 2013 Final and
Consent Judgment, [p]laintiffs will possess the ‘same
remedies for health care’ as ‘the opt-in retirees,’ albeit
under a different judgment with a different effective date.”

preliminary injunction issued on January 30, 2012, no retiree—opt-in or opt-out—
incurred any health-care coverage expenditures from the time the City adopted the
2011 Medicare Ordinance through the entry of the 2013 Final and Consent
Judgment. Upon entry of the 2013 Final and Consent Judgment, the temporary
restraining order and/or preliminary injunction issued on January 30, 2012, was
dissolved and the City discontinued its payment for health-care coverage for the
retirees who opted out of the settlement agreement, thus resulting in the opt-out
retirees incurring out-of-pocket health-care expenditures.
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Judgment entered, and this timely appeal ensued.

Standard of Review

On appeal, “we review de novo whether [the Superior Court] faithfully and

accurately followed our mandate on remand.” Portsmouth Water and Fire District

v. Rhode Island Public Utilities Commission, 150 A.3d 596, 602-03 (R.I. 2016)

(brackets omitted) (quoting American States Insurance Co. v. Synod of the Russian

Orthodox Church Outside of Russia, 170 F. App’x 869, 872 (5th Cir. 2006)).

Discussion

This Court has previously summarized the mandate rule:

“When a case has been once decided by this [C]ourt on
appeal, and remanded to the Superior Court, whatever was
before this [C]ourt, and disposed of by its decree, is
considered as finally settled. The Superior Court is bound
by the decree as the law of the case, and must carry it into
execution according to the mandate. That court cannot
vary it, or examine it for any other purpose than execution;
or give any other or further relief; or review it, even for
apparent error, upon any matter decided on appeal; or
intermeddle with it, further than to settle so much as has
been remanded. * * * But the Superior Court may consider
and decide any matters left open by the mandate of this
[C]ourt.” Pleasant Management, LLC v. Carrasco, 960
A.2d 216, 223 (R.I. 2008) (brackets omitted) (quoting
United States v. Thrasher, 483 F.3d 977, 981 (9th Cir.
2007)).

Consistent with the mandate rule, we have recognized that “the opinions of

this Court speak forthrightly and not by suggestion or innuendo.” Pleasant

Management, LLC, 960 A.2d at 223 (quoting Fracassa v. Doris, 876 A.2d 506, 509
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(R.I. 2005)). As this Court has admonished, the role of a trial justice is not “to

attempt to read ‘between the lines’ of our decisions.” Id. (quoting Fracassa, 876

A.2d at 509). Indeed, “[w]e have made ‘clear that the lower courts and

administrative bodies that receive our remand orders may not exceed the scope of

the remand or open up the proceeding to legal issues beyond the remand.’” Id.

(quoting Willis v. Wall, 941 A.2d 163, 166 (R.I. 2008)); see also Hagopian v.

Hagopian, 960 A.2d 250, 253 (R.I. 2008) (stating that a lower court “has no power

or authority to deviate from the mandate issued by an appellate court”) (quoting

RICO Corp., 836 A.2d at 218); Sansone, 957 A.2d at 398 (observing that on remand

a lower court “must implement both the letter and spirit of the appellate court’s

mandate, and may not disregard the explicit directives of [the appellate court]”)

(emphasis and brackets omitted) (quoting RICO Corp., 836 A.2d at 218).

One application of the mandate rule occurred in Sisto v. America

Condominium Association, Inc., 140 A.3d 124 (R.I. 2016), in which a justice of the

Superior Court granted the defendants’ motion for partial summary judgment. See

Sisto, 140 A.3d at 126. On appeal, our mandate simply stated, in relevant part, “we

affirm the judgment of the Superior Court * * * with respect to Sisto’s standing to

file the application for expansion with the [Coastal Resources Management

Council], as well as with respect to the anti-SLAPP issue. * * * The papers may be

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remanded to the Superior Court.” Id. at 128 (quoting Sisto v. America Condominium

Association, Inc., 68 A.3d 603, 617 (R.I. 2013)).

On remand, the defendants filed an amended motion seeking an assessment

of attorney’s fees to recover expenses incurred during the appeal, which the

Superior Court granted. See Sisto, 140 A.3d at 127. Sisto again appealed, and we

noted a threshold question concerning “[w]hether the issue of attorney’s fees was

properly before the Superior Court * * *.” Id. at 127-28. After reviewing the

mandate rule, see supra, this Court concluded that “[t]he mandate [in Sisto] ma[de]

no mention of attorney’s fees in connection with that appeal because that issue was

not before us” and “the fact that we did not explicitly mention attorney’s fees in the

mandate did not preclude the Superior Court from subsequently awarding

defendants attorney’s fees incurred in defending the judgment on appeal.” Id. at 128

(“Because it was silent with regard to attorney’s fees—which, we reiterate, are

mandatory under [the anti-SLAPP statute]—our mandate left the determination of

the proper award of fees to the Superior Court.”). Accordingly, this Court

determined that the Superior Court’s award of attorney’s fees upon remand did not

transgress our mandate. Id.

In this case, we are not confronted with the type of post-judgment proceeding

presented in Sisto, nor did our clear and concise mandate in Andrews II leave open

the possibility of further evidentiary proceedings. Rather, our mandate was

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forthright and narrow: “The case shall be remanded to the Superior Court with

instructions to enter judgment consistent with the ‘specific provisions pertaining to

the Medicare Ordinance’ as set forth in the Final and Consent Judgment entered in

PC 11-5853 and PC 12-3590 on April 12, 2013.” Andrews II, 233 A.3d at 1040

(emphasis added). Plainly, this mandate—“to enter judgment”—did not

contemplate or leave open the prospect for an evidentiary proceeding, and the trial

justice properly recognized that such “additional proceedings on those costs would

be outside the scope of the Supreme Court’s narrow mandate to enter judgment

consistent with the specific provisions pertaining to the Medicare Ordinance as set

forth in the Final and Consent Judgment * * *.” (Internal quotation marks omitted.)

See, e.g., Hagopian, 960 A.2d at 253; Willis, 941 A.2d at 166.

Our mandate in Andrews II also referenced “the ‘specific provisions

pertaining to the Medicare Ordinance’ as set forth in the Final and Consent

Judgment entered in PC 11-5853 and PC 12-3590 on April 12, 2013.” Andrews II,

233 A.3d at 1040. That language correlated with the 2013 Final and Consent

Judgment, specifically the section entitled “Specific Provisions Pertaining to the

Medicare Ordinance,” i.e., paragraphs twelve through twenty-two. None of those

paragraphs awarded the opt-in retirees damages or reimbursement for past

expenses, nor was retroactive relief even contemplated since the opt-in retirees had

no such expenditures. Although plaintiffs invoke principles of equity and maintain

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that they are entitled to recover expenditures incurred after the dissolution of the

temporary restraining order and/or preliminary injunction, the issue presented for

our consideration is whether the mandate in Andrews II encompassed retroactive

expenditures. We conclude that the mandate did not include or contemplate

retroactive relief, but rather was prospective in nature, consistent with the

agreement reached with the opt-in retirees, who did not incur health-care

expenditures prior to the 2013 Final and Consent Judgment.

To be sure, plaintiffs maintain that our silence on the reimbursement question

in Andrews II did not preclude the trial justice from subsequently awarding

retroactive health-care costs. See Sisto, 140 A.3d at 128. We disagree. During trial,

plaintiffs’ counsel made clear that retirees were not seeking an award of individual

damages. The trial justice responded, later recognizing, in relevant part, “[Y]ou’ve

also told me that these figures are not going to the issue of individual damages

because there’s no claim for individual damages.” Before this Court, plaintiffs seek

to limit the scope of the waiver—claiming it did not apply to the Contract Clause

claims; however, our review reveals no such limitation. In any event, the amended

complaint did not seek damages or reimbursement under the Contract Clause

claims; and despite the in-court waiver, plaintiffs nonetheless raised this issue

during the appeal in Andrews II, requesting that this Court “requir[e] the City to

reimburse [plaintiffs] for healthcare expenditures they were required to make to

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secure the healthcare benefits of which they were wrongly deprived * * *.” Further,

it was disclosed at oral argument that plaintiffs produced no discovery concerning

these damages.

In sum, the plaintiffs requested reimbursement for health-care expenditures

during the appellate proceedings culminating in Andrews II, and we declined to

award retroactive relief. Instead, this Court mandated that the Superior Court “enter

judgment” consistent with the 2013 Final and Consent Judgment. The plaintiffs do

not direct us to any pertinent provision of the 2013 Final and Consent Judgment that

provided reimbursement for health-care expenditures, nor would one expect such a

provision because the opt-in retirees incurred no out-of-pocket health-care-related

expenses. Accordingly, the trial justice properly implemented our mandate, and we

discern no error.

Conclusion

For the reasons set forth herein, we affirm the judgment of the Superior Court.

The record in this case is remanded to the Superior Court.

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STATE OF RHODE ISLAND
SUPREME COURT – CLERK’S OFFICE
Licht Judicial Complex
250 Benefit Street
Providence, RI 02903

OPINION COVER SHEET

Manuel Andrews, Jr., et al. v. James J. Lombardi, in
Title of Case his capacity as Treasurer of the City of Providence,
Rhode Island.
No. 2022-243-Appeal.
Case Number
(KC 13-1128)

Date Opinion Filed February 12, 2025

Suttell, C.J., Goldberg, Robinson, Lynch Prata, and
Justices
Long, JJ.

Written By Associate Justice Maureen McKenna Goldberg

Source of Appeal Washington County Superior Court

Judicial Officer from Lower Court Associate Justice Sarah Taft-Carter

For Plaintiffs:

Lauren E. Jones, Esq.
Attorney(s) on Appeal
For Defendant:

William M. Dolan, Esq.