Baltimore Harbor Charters, Ltd. v. Ayd

BATTAGLIA, Judge. Petitioner Baltimore Harbor Charters, Ltd. challenges the decision of the Court of Special Appeals, Baltimore Harbor Charters v. Ayd, 134 Md.App. 188 , 759 A.2d 1091 (2000), which ordered a new trial on the issue of whether BHC violated the Maryland Wage Payment and Collection Law, Maryland Code, § 3-501, et seq. of the Labor and Employment Article (1991, 1999 Repl.Vol.), with regard to a former employee and former ³⁷⁰ shareholder of BHC, respondent Frank Joseph Ayd, III (hereinafter “Ayd”). I. Facts In 1983, Ayd, who had a long-standing interest in boating and mechanics, purchased Summer Flight, a fifty-three foot Pacemaker boat. After a five year period of repair and restoration, Summer Flight finally received certification by the United States Coast Guard, permitting it to be used in a charter boat business in the Baltimore and Annapolis area.

In 1989, Ayd and a friend, Suzanne Edwards, formed Baltimore Harbor Charters, Ltd. (“BHC”), to which Ayd’s new wife, Carol, acceded as a shareholder and board member in 1991. In the same year, pursuant to an informal action of the Board of Directors of BHC, Ayd was “employed to perform management and consulting services on a part-time basis for the Corporation in consideration of the sum of $200.00 per month, payable monthly until terminated by him or the Corporation on ninety (90) days notice.” By 1993, the Ayds began divorce proceedings, precipitating an effort to sell their respective interests in BHC. Additionally, Edwards had resolved to leave BHC. During the same period, Robert Berman, a high school friend of both Ayd and his brother, was attempting to explore new investment opportunities.

He purchased all of the outstanding shares of common stock of BHC from Ayd, Carol Ayd, and Suzanne Edwards for approximately $3,500. The purchase of the common stock of BHC, however, did not include use of Ayd’s boat, Summer Flight, in the charter boat business. In the Spring of 1994, Berman purchased a seventy-five foot yacht, The Wrecking Crew, for $365,000 from a boat dealer in Fort Lauderdale, Florida, to be used in BHC. Ayd organized and performed substantial improvements to The Wrecking Crew, later renamed The Royal Blue, in order to bring the vessel within the appropriate standards for Coast Guard certification and prepare it for use in the charter business. ³⁷¹ After the purchase of the stock of BHC, Berman became Vice President of BHC, named Ayd as President and Treasurer of the company, and made Rita O’Brennan, Ayd’s sister, the Corporate Secretary.

Throughout the transition of ownership of BHC, Ayd continued to perform the same managerial and consulting functions he had performed for BHC since the time of the company’s formation in 1989. From the winter of 1994 until August of 1996, Ayd was the sole signatory on BHC’s checking account. Berman, however, believed that during this time period he was also an authorized user of the account. Both BHC and Ayd agreed that from the time Berman purchased BHC in February 1994 to the day Ayd resigned from the corporation, Ayd was entitled to compensation in the amount of a $200 captain’s fee per charter and a $200 per month administrative fee. 1 Ayd, however, asserted that pursuant to an “Informal Action of the Board of Directors of Baltimore Harbor Charters, Ltd.,” which was memorialized on February 25, 1994, he was to be paid the sum of $576.92 per week for management, consulting and other services, as well as for performing his functions as President and Treasurer of BHC. 2 The original executed document, which was to be ³⁷² placed in the minute book of the corporation following its execution, was not located at the time of trial in this matter.

Berman maintained that the informal action of the board on February 25, 1994 never took place. A copy of the executed document was produced by Rita O’Brennan pursuant to a BHC subpoena in November of 1997. 3 Under the terms of the informal board action of February 25, 1994, Ayd did, in fact, receive six payments of the $576.92 salary for his services in the winter of 1994. BHC, however, did not have an adequate cash flow thereafter, which resulted in Ayd being paid only sporadically for his administrative services and captain’s fees and not receiving any further payments of the $576.92 weekly salary. In March of 1994, Ayd’s boat, Summer Flight, which also served as his residence, had to go into drydock for repairs.

Berman gave Ayd permission to stay onboard The Royal Blue, because Ayd was without funds and needed a place to live. Pursuant to this oral arrangement, Ayd designed and built small living quarters onboard The Royal Blue. Berman never objected to the modifications made by Ayd to The Royal Blue, nor did he ask Ayd for payment for living on the boat. At trial, however, Berman asserted that Ayd’s residence on The Royal Blue served as a form of compensation for his services.

BHC continued to experience financial difficulties throughout 1995 and 1996. In August of 1996, Ayd received a letter from Berman explaining that Berman would be taking over ³⁷³ the financial operation of BHC. Berman stated that he began asking Ayd for the company’s books in the Spring of 1996, but perceived that Ayd was stalling him by not turning them over. Ayd asserted that prior to receiving the August 1996 letter, he received no indication that Berman was displeased with his work for the company.

In late August of 1996, Berman closed the existing bank accounts for BHC and opened a new account without Ayd as a signatory. After futile attempts to resolve their differences, Ayd sent a letter to Berman on August 26, 1996, indicating that if the two could not arrive at a mutual agreement by September 9, 1996 at 9:00 pm regarding the future of Ayd’s position in the company, then Ayd would resign from BHC. The parties had one meeting to discuss Ayd’s continued employment with BHC, with the issue of Ayd’s salary being a point of contention. The parties failed to reach an agreement, and Ayd terminated his employment with BHC, as promised, on September 9, 1996.

When he left BHC, Ayd took with him his personal effects, tools and other belongings which he had brought onto The Royal Blue from his boat, Summer Flight, as well as materials he had installed onto The Royal Blue from Summer Flight so that The Royal Blue could use the boating slip Ayd rented for Summer Flight. On July 9, 1997, Ayd sued BHC in the Circuit Court for Baltimore City, alleging breach of contract, quantum meruit, unjust enrichment, and a claim for unpaid wages in violation of the Maryland Wage Payment and Collection Act, (the “Wage Act”), Md.Code, Lab. & Emp. § 3-501 et seq. (1991, 1999 RepLVol.). The complaint alleged that Ayd had only been paid a total of $9,861.55 in salary and administrative fees during the period of February 1994 to September 9,1996.

He alleged that he was entitled to payment of the $576.92 weekly salary as specified in the informal action of the board, as well as unpaid tip fees of $40.00 (twenty percent of the crew fee) per charter trip that he captained. Ayd sought a total of $81,187.28 in unpaid wages under his breach of contract claim, treble damages totaling $243,561.84 under the Wage Act, and $300,000 on his claims of unjust enrichment and quantum ³⁷⁴ meruit. BHC filed a counterclaim against Ayd alleging breach of a fiduciary duty, conversion, and trespass to chattels. On January 13, 1999, a four-day jury trial began.

At the close of Ayd’s case-in-chief, both Ayd and BHC presented motions for judgment pursuant to Md. Rule 2-519 (1999), which were denied, with the exception of BHC’s motion regarding Ayd’s claims under the Wage Act. The trial court reserved decision on the Wage Act claim. Prior to instructing the jury, the trial judge ruled on the reserved issue and dismissed Ayd’s claim under the Wage Act, stating as follows: Alright [sic]. The Court is going to dismiss the Count.

It’s in the Court’s view that the statute was not designed to cover the situation as outlined in the Plaintiffs case. The statute contemplates (1) a regular pay period, (2) where an employee is generally paid bi-weekly, and (3) in check or currency. In a light most favorable to the Plaintiff, the facts in this ease show, that there was no regular pay periods. The Defendant controlled the, excuse me.

The Plaintiff controlled the Defendant’s accounts up to and including the date, in 1996, when the Defendant took over the books. He had the, he being the Plaintiff, had the control to write payroll checks himself and to pay himself whenever the cash was available. His testimony is that he voluntarily deferred during the time that he worked with Baltimore Harbor Charters, did not take any commissions or tips which may have been due him, voluntarily. The only thing of value that was consistently used during the period of 1994 to 1996 was a place to stay.

That is the charter boat itself, and it is the view of this Court that these are not the facts, the types of situations that were covered by the wage and hour law. Therefore, I’m going to dismiss Plaintiffs Count II. The jury returned a verdict in favor of Ayd on his breach of contract claim and unjust enrichment claim, awarding him $76,099.33 on each count. The jury returned a verdict in favor of BHC on the breach of fiduciary duty claim in the amount of $4,000.00. ³⁷⁵ In response to the jury award, BHC filed a motion for a new trial, judgment notwithstanding the verdict, and remittitur.

A hearing was held on the motions on February 26,1999. The trial judge ruled that she would grant a new trial unless Ayd agreed to accept a remittitur reducing the jury award to $66,237.78. On March 5, 1999, Ayd accepted the remittitur. Thereafter, BHC filed an appeal and Ayd filed a cross-appeal with the Court of Special Appeals. 4 Ayd argued, inter ³⁷⁶ alia, that the trial court erred as a matter of law in dismissing his claim for treble damages for BHC’s violation of the Wage Act.

In a reported decision, Baltimore Harbor Charters, Ltd. v. Ayd, 134 Md.App. 188 , 759 A.2d 1091 (2000), the Court of Special Appeals held that, “administrative, executive, and professional employees, who under the Act may be paid irregularly or less frequently than the standard two-week pay period, are entitled to prompt payment of wages upon termination in accordance with section 3-505, and are entitled to the enforcement remedies provided in section 3-507.1.” Id. at 208 , 759 A.2d at 1101 . BHC filed a Petition for Writ of Certiorari pursuant to § 12-203 of the Maryland Code, Courts and Judicial Proceedings Article (1974, 1998 Repl-Vol.) and Maryland Rule 8-301 (2001), arguing that the trial court properly dismissed Ayd’s claim under the Wage Act. We granted the petition and issued a writ of certiorari to consider that issue. 5 We hold that the trial court erred as a matter of law in dismissing the Wage Act claim, and accordingly, we affirm the decision of the Court of Special Appeals to reinstate Ayd’s claim under the Wage Act. Therefore, we order that this case be remanded to the Circuit Court for Baltimore City for a trial on Ayd’s Wage Act claim. ³⁷⁷ II.

Discussion In the case sub judice, the trial court dismissed Count II of Ayd’s complaint, relating to the Wage Act, by partially granting BHC’s motion for judgment. Pursuant to Md. Rule 2-519(a), “A party may move for judgment on any or all of the issues in any action at the close of the evidence offered by an opposing party, and in a jury trial at the close of all the evidence.” We have explained the formalities of the motion for judgment as follows: The issue traditionally presented by such a motion is a purely legal one — whether, as a matter of law, the evidence produced during [the non-moving party’s] case, viewed in a light most favorable to [the non-moving party], is legally sufficient to permit a trier of fact to find that the elements required to be proved by [the non-moving party] in order to recover have been established by whatever standard of proof is applicable. To frame the legal issue, the court must accept the evidence, and all inferences fairly deducible from that evidence, in a light most favorable to [the non-moving party]; it is not permitted to make credibility determinations, to weigh evidence that is in dispute, or to resolve conflicts in the evidence. The Driggs Corp. v. Maryland Aviation Admin., 348 Md. 389, 402 , 704 A.2d 433, 440 (1998).

In cases tried by a jury, a trial court entertaining a motion for judgment must view the evidence and inferences to be made from the evidence in the light most favorable to the non-moving party. See Metromedia Co. v. WCBM Maryland, Inc., 327 Md. 514, 518 , 610 A.2d 791, 793 (1992)(quoting Md. Rule 2-519(b)); Allstate Ins. v. Miller, 315 Md. 182, 186 , 553 A.2d 1268, 1270 (1989); Impala Platinum Ltd. v. Impala Sales, Inc., 283 Md. 296, 327 , 389 A.2d 887, 905 (1978). Therefore, in reviewing the trial court’s decision to grant BHC’s motion for judgment, we must examine the elements of a cause of action under the Wage Act to determine whether there were any disputed issues of material fact or inferences to be made therefrom which would allow a jury to conclude ³⁷⁸ that Ayd was an employee of BHC entitled to the protections of the Wage Act, and if so, whether Ayd would be entitled to receive treble damages for a violation of the Act along with court costs and reasonable attorneys’ fees. See Nelson v. Carroll, 355 Md. 593, 600 , 735 A.2d 1096, 1099 (1999).

The central component of both parties’ arguments before this Court, and the argument which was dispositive for the trial court’s dismissal of Ayd’s Wage Act claim, is whether Ayd may properly be classified as an employee of BHC entitled to protection under the Wage Act. If Ayd is considered an employee for purposes of the Act, BHC argues that Ayd would not be entitled to treble damages, attorneys’ fees, and costs in a successful action to recover his unpaid wages since there was a “bona fide dispute” as to the amount of wages owed to Ayd at the time he resigned his employment with BHC. The resolution of both arguments on this issue is a matter of statutory interpretation. A. Ayd’s Status as an Employee of BHC We begin the process of interpretation by examining the plain meaning of the words of the statute to determine if it would be possible for a trier of fact to find that Ayd was an employee of BHC.

See Mid-Atlantic Power Supply Ass’n v. Public Service Comm’n of Maryland, 361 Md. 196, 203-04 , 760 A.2d 1087, 1091 (2000). The “definitions” portion of the Wage Act states as follows: (a) In general. — In this subtitle the following words have the meanings indicated. (b) Employer. — “Employer” includes any person who employs an individual in the State or a successor of the person. (c) Wage. — (1) “Wage” means all compensation that is due to an employee for employment.

(2) “Wage” includes: (i) a bonus; (ii) a commission; (iii) a fringe benefit; or ³⁷⁹ (iv) any other remuneration promised for service. Maryland Code, § 3-501 of the Labor and Employment Article (1991, 1999 Repl.Vol.). The statute does not, however, contain a definition of the term “employee” as used therein. Because the words of a statute cannot be given full and complete meaning if viewed in isolation, we consider the statute as a whole rather than analyzing the components as separate and distinct from one another, so as to not render any portion of the statutory scheme “meaningless, surplusage, superfluous or nugatory.” Government Employees Insurance Co. v. Insurance Comm’r, 332 Md. 124, 132 , 630 A.2d 713, 717 (1993).

As we have stated before, “when we pursue the context of statutory language, we are not limited to the words of the statute as they are printed.... We may and often must consider other external manifestations or persuasive evidence, including a bill’s title and function paragraphs, amendments that occurred as it passed through the legislature, its relationship to earlier and subsequent legislation, and other material that fairly bears on the fundamental issue of legislative purpose or goal, which becomes the context within which we read the particular language before us in a given case.” Tipton v. Partner’s Management Co., 364 Md. 419, 435 , 773 A.2d 488, 497-98 (2001)(quoting Kaczorowski v. Mayor & City Council of Baltimore, 309 Md. 505, 514-15 , 525 A.2d 628, 632-33 (1987))(internal quotations omitted). When the words of the statute are plain and unambiguous, “according to their commonly understood meaning,” we need not look to external sources and our inquiry ends. Chesapeake Amusements, Inc. v. Riddle, 363 Md. 16, 28 , 766 A.2d 1036, 1042 (2001)(quoting Chesapeake & Potomac Tel.

Co. of Maryland v. Dir. of Fin. for Mayor and City Council of Baltimore, 343 Md. 567, 578 , 683 A.2d 512, 517 (1996)). We may always consider, however, relevant case law, legislative history, and other material concerning the drafting of the statute in order to understand the context in which it was enacted. See Mayor & City Council of Baltimore v. Chase, 360 Md. 121, 131 , 756 A.2d 987 , 993 ³⁸⁰ (2000)(“the resort to legislative history is a confirmatory process; it is not undertaken to contradict the plain meaning of the statute.”). It is important to understand the “particular problem or problems the legislature was addressing, and the objectives it sought to attain” with the creation of the Wage Act.

Sinai Hosp. of Baltimore v. Department of Employment and Training, 309 Md. 28, 40 , 522 A.2d 382, 388 (1987). In 1966, the General Assembly enacted the Wage Act, codified at Code, Art. 100, § 94 (1957, 1966 Cum.Supp.), relating generally “to wage payment and collection, imposing requirements as to the regularity, frequency and medium of wage payments and permissible deductions therefrom; providing for penalties, and conferring enforcement duties and powers on the Commissioner of the Department of Labor and Industry.” 1966 Md. Laws, ch. 686. 6 Thus, the enactment of ³⁸¹ the Wage Act gave the State the ability to litigate wage disputes on behalf of private citizens who were suffering the abuse of non-payment of wages from their employers. The laws relating to Labor and Employment under the Wage Act were recodified in 1991 as part of the general code revision effort. The Overview to House Bill 1, which was enacted as the Labor and Employment Article of the Maryland Code, described the revisions as follows: The goal in revising is to rewrite the law in a more clear and concise manner without making any substantive changes.

Where there is clear legislative intent, inconsistent provisions are reconciled, obsolete language is deleted, and gaps in the statute are filled. Thus, while the language of a revision differs from the derivative statute, the legislative intent does not change. The General Assembly amended the relevant portions of the Wage Act as to include the definitions of § 3-501, supra, as well as the following: § 3-502. Payment of wage.

(a) Pay periods. (1) Each employer: (1) shall set regular pay periods; and (ii) except as provided in paragraph (2) of this subsection, shall pay each employee at least once in every 2 weeks or twice in each month. (2) An employer may pay an administrative, executive, or professional employee less frequently than required under paragraph (l)(ii) of this subsection. (b) Paydays.

If the regular payday of an employee is a nonworkday, an employer shall pay the employee on the preceding workday. ³⁸² (c) Form, of payment. — Each employer shall pay a wage: (1) in United States currency; or (2) by a check that, on demand, is convertible at face value into United States currency. (d) Effect of section. This section does not prohibit the direct deposit of the wage of an employee into a personal bank account of the employee in accordance with an authorization of the employee. § 3-505. Payment on termination of employment.

Each employer shall pay an employee or the authorized representative of an employee all wages due for work that the employee performed before the termination of employment, on or before the day on which the employee would have been paid the wages if the employment had not been terminated. 1991 Md. Laws, ch. 8, § 2, codified at Maryland Code, §§ 3-502 and 3-505 of the Labor and Employment Article (1991). Although the Act provided for public sanctions against employers who failed to pay employees’ wages for the work which they had performed already, budgetary constraints in 1991 rendered State enforcement of the Act a virtual nullity. See Hearings on H.B. 1006 Before the House Economic Matters Committee, Floor Report. It then became necessary for the General Assembly to revisit the Wage Act and fashion a new remedy for employees to obtain the wages owed to them by their employers. 7 In 1993, the General Assembly amended ³⁸³ the Wage Act to provide employees with a private cause of action against employers for failure to pay wages owed to the employee upon termination of the employment relationship. 1998 Md. Laws, ch. 578.

The statute, effective October 1, 1993, states: (a) In general. — Notwithstanding any remedy available under § 3-507 of this subtitle, if an employer fails to pay an employee in accordance with § 3-502 or § 3-505 of this subtitle, after 2 weeks have elapsed from the date on which the employer is required to have paid the wages, the employee may bring an action against the employer to recover the unpaid wages. (b) Award and costs. — If, in an action under subsection (a) of this section, a court finds that an employer withheld the wage of an employee in violation of this subtitle and not as a result of a bona fide dispute, the court may award the employee an amount not exceeding 3 times the wage, and reasonable counsel fees and other costs. Maryland Code, § 3-507.1 of the Labor and Employment Article. 8 Writing for the Court in Battaglia v. Clinical Perfusionists, Inc., 338 Md. 352 , 658 A.2d 680 (1995), Judge Rodowsky noted that the treble damages, costs and fees provisions of § 3-507.1 provide greater incentives for employers to pay employees in-full for services rendered than the common law causes of action in quantum meruit or breach of contract. See id. at 358-59, 658 A.2d at 683 .

The primary argument raised by BHC is that the trial court properly dismissed Ayd’s claim under the Wage Act because Ayd was not an employee of BHC, but rather, an officer and did not qualify for the Act’s protections. In support of its argument, BHC notes that Ayd served as the President and Treasurer of the corporation, acted in an executive capacity with regard to the operation and activities of The Royal Blue, controlled the checkbook of the company, and acted without the daily supervision of Mr. Berman. In essence, Ayd could ³⁸⁴ have and should have paid himself. Additionally, BHC asserts that in the absence of an actual pattern of payment, Ayd cannot establish that he was an employee entitled to the protections of the Wage Act.

As noted above, the Wage Act defines the term “employer” as used in the statute, but does not provide a specific definition of an “employee.” 9 BHC contends that as President and Treasurer of the corporation, Ayd is properly classified as an “administrative, executive, or professional employee,” as set forth in Md.Code, Lab. & Emp. § 3-502(a)(2), a classification which BHC argues should somehow bar Ayd from the protections of the Wage Act’s provisions concerning payment upon termination of employment as set forth in § 3-505. Section 3-502, however, relates solely to the frequency of payment to administrative, executive, and professional em ³⁸⁵ ployees; it does not obviate the Act’s protection for such employees. As the Court of Special Appeals noted in its decision below, “we may consider the Legislature’s explicit exception of ‘administrative, executive, or professional employees’ in section 3-502 as evidence that the absence of a similar exception in sections 3-505 and 3-507.1 reflects the Legislature’s intent that those provisions would cover all employees.” Baltimore Harbor Charters, Ltd. v. Ayd, 134 Md.App. at 209 , 759 A.2d at 1102 . We have long applied the principle of statutory construction, “expressio unius est exclusio alterius ’ ’—the expression of one thing is the exclusion of another.

See Stanford v. Maryland Police Training and Correctional Comm’n, 346 Md. 374, 383 , 697 A.2d 424, 428 (1997); Biggus v. Ford Motor Credit Co., 328 Md. 188, 214 , 613 A.2d 986, 999 (1992); Gay Investment Co. v. Comi, 230 Md. 433, 438 , 187 A.2d 463, 466 (1963); Johns v. Hodges, 62 Md. 525, 538 (1884). Thus, if the General Assembly had intended to exclude administrative, executive and professional employees from the provisions of §§ 3-505 and 3-507.1, or otherwise limit the application of these provisions to that class of employees, it would have expressly done so. 10 Because the Wage Act is silent with regard to a definition of the word “employee” as used in the statute, and the legislative history does not provide sufficient guidance as to the scope and meaning of the term “employee,” we will consider the legislative and interpretive wisdom of other jurisdictions regarding analogous legislative themes. See Williams v. Mayor & City Council of Baltimore, 359 Md. 101, 146 , 753 A.2d 41, 65-66 (2000) (examining case law of other jurisdictions for factors to be considered in determining whether a “special relationship” exists for tort claims arising out of police action or inaction); Chevy Chase Land Co. v. United States, 355 Md. 110, 124 , 733 A.2d 1055, 1062 (1999)(considering definitions of ³⁸⁶ the railroad term “right of way” as used in other jurisdictions for purposes of interpreting parties’ rights under a deed). In drafting the Wage Act, the Maryland General Assembly neither provided a definition for the term “employee,” as used in the statute, nor did it limit the potential scope of the term. 11 In addition to Maryland, forty-two states and the District of Columbia have enacted legislation concerning the payment of wages to employees upon termination of employment. 12 A majority of the jurisdictions provide a definition for the term “employee” as used in the statutes. 13 The remaining jurisdictions use the word “employee” in their statutes, but do not provide specific definitions for the term. 14 Many states in- ³⁸⁷ elude a broad definition of employee, such as “any person suffered or permitted to work by an employer.” See e.g.

Conn. Gen.Stat. § 31-71a(2) (1997). Even where a state has not provided a definition of employee in the statute, the application of the statute may be limited through an exclusionary provision. See Utah Code Ann. § 34-28-1 (1997)(exclud-ing employees of the state or local governments, and household domestic service from the statutory provision concerning payment of wages at separation from payroll).

Where a statute applies to “employees” but fails to provide a definition for the term “employee,” the United States Supreme Court has recognized that this term may be interpreted in harmony with the common-law distinctions observed between the terms employees or agents, and those classified as independent contractors. See Community for Creative Non-Violence v. Reid, 490 U.S. 730, 739-40 , 109 S.Ct. 2166, 2172 , 104 L.Ed.2d 811, 824 (1989). In the context of the doctrine of respondeat superior, we have stated that “we definitely decided that the test in determining whether a person is a servant or an independent contractor is whether the employer has the right of control over the employee in respect to the work to be performed.” Henkelmann v. Metropolitan Life Insurance Company, 180 Md. 591, 599 , 26 A.2d 418, 422 (1942)(citing State, to use of Boznango v. Blumenthal-Kahn Electric Co., 162 Md. 84, 92 , 159 A. 106, 109 (1932)). 15 We have also ³⁸⁸ concluded that in the context of the former Maryland Workmen’s Compensation Act, Maryland Code (1957, 1985 Repl. Vol.), Art. 101, (repealed in its entirety by 1996 Md. Laws ch. 10, § 15), “[t]he words ‘employer’ and ‘employee’ in the statute are equivalent to and synonymous with the words ‘master’ and ‘servant.’ ” Brady v. Ralph Parsons Co., 308 Md. 486, 499 , 520 A.2d 717, 724 (1987).

We continued, as Mows: ... the test for determining the existence of an employer and employee relationship under the Act is the same as the common law rules for ascertaining the relation of master and servant. That test inquires whether the employer has the right to control and direct the servant in the performance of his work and in the manner in which the work is to be done. In administering this test, we have established five criteria to consult for guidance. These include: (1) the power to select and hire the employee, (2) the payment of wages, (3) the power to discharge, (4) the power to control ³⁸⁹ the employee’s conduct, and (5) whether the work is part of the regular business of the employer.

Id. (internal citations omitted). The analysis employed by this Court in defining the term “employee” under the doctrine of respondeat superior, and the factors emphasized in Brady have been discussed in the context of Wage Act claims in other jurisdictions. While none of the wage payment and collection statutes of other jurisdictions contains the same language as Maryland’s Wage Act, California’s statute does contain provisions similar in force and effect to the language contained in the Maryland Act.

See Cal. Labor Code § 200 et seq. (West 2001). Like the Maryland Wage Act, California does not define the term “employee” in its statute, and it defines the term “wages” as “all amounts for labor performed by employees of every description, whether the amount is fixed or ascertained by the standard of time, task, piece, commission basis, or other method of calculation.” Cal.

Lab.Code § 200 (West 2001). Regarding the termination of employment by an employer, the California statute states that, “If an employer discharges an employee, the wages earned and unpaid at the time of discharge are due and payable immediately.” Cal. Lab.Code § 201. Where an employee has resigned his or her employment, the California statute provides that, “If an employee not having a written contract for a definite period quits his employment, his wages shall become due and payable not later than seventy-two hours thereafter, unless the employee has given seventy-two hours previous notice of his intention to quit, in which case the employee is entitled to his wages at the time of quitting.” Cal.

Lab.Code § 202. In case law interpreting whether a person is an employee entitled to protection under the California statute, the Superi- or Court of California stated as follows: In determining whether one is an employee or an independent contractor, the California Supreme Court has adopted the test of the Restatement of Agency, section 220: In determining whether one who performs services for another ³⁹⁰ is an employee or an independent contractor, the most important factor is the right to control the manner and means of accomplishing the result desired. If the employer has the authority to exercise complete control, whether or not that right is exercised with respect to all details, an employer-employee relationship exists. Strong evidence in support of an employment relationship is the right to discharge at will, without cause.

Other factors to be taken into consideration are (a) whether or not the one performing services is engaged in a distinct occupation or business; (b) the kind of occupation, with reference to whether, in the locality, the work is usually done under the direction of the principal or by a specialist without supervision; (c) the skill required in the particular occupation; (d) whether the principal or the workman supplies the instrumentalities, tools, and the place of work for the person doing the work; (e) the length of time for which the