By: Anthony B. Fioravanti, Jason P. O’Dwyer
On October 3, 2025, the Massachusetts Appeals Court issued a decision in B.C. Construction Co., Inc. v. Johnson Roberts Associates, Inc. In this case, the contractor, B.C. Construction, alleged that an architect, Johnson Roberts Associates (“JRA”), wrongfully interfered in the contractor’s public works contracts in cities and towns around Massachusetts and defamed B.C. Construction in doing so. Ultimately, the Appeals Court decided that JRA did not engage in actionable interference with any of B.C. Construction’s business relationships and that its allegedly defamatory statements were privileged and not actionable. However, the interpretation of law given by the Appeals Court gives contractors a guide as to when and how consultants, like architects and engineers, can be held liable for their behavior.
In 2019, the town of Dracut, Massachusetts, hired JRA as the architect for the construction of a new fire station, a position which would include the evaluation of contractor bids to complete the project. BC Construction was the lowest bidder for the project, but JRA advised Dracut of BC Construction’s poor performance on a project for the city of Everett in 2013, leading Dracut to reject BC Construction’s bid twice. In the same year, Cambridge hired JRA as an architect for one of its municipal projects. Once again, BC Construction submitted a bid, JRA advised on BC Construction’s poor performance history, and Cambridge then rejected BC Construction’s bid.
BC Construction alleged that JRA’s conduct in advising towns of its negative experiences with BC Construction impermissibly and intentionally interfered with BC Construction’s existing or prospective business relationships with the awarding authorities. The Appeals Court held that intentional interference claims like the one that BC Construction asserted require an intent to harm another party, unrelated to a normal business purpose, and a specific malice or ill will against that other party, aside from previous general conflict. Applying this principle, the court ruled that JRA, as a consultant hired to evaluate potential contractors, could not be held liable for responding to a request for its input with “honest advice,” defined as advice given in good faith.
B.C. Construction also alleged that JRA defamed it by advising municipalities of JRA’s negative opinion of B.C. Construction’s work. In evaluating the defamation claim, the Appeals Court noted that consultants have a limited privilege to publish otherwise defamatory material if that publication is relevant to the pursuit of a legitimate business interest. However, the Court noted that the privilege does not exist if there is malice or bad faith involved in the publication of the potentially defamatory material. Here, where there was no bad faith or malice demonstrated, the court could not find that JRA had engaged either in intentional interference or in defamation.
The Court in the B.C. Construction case sets out two methods of pursuing claims against consultants if they interfere with a contractor’s ability to obtain a contract. First, a contractor may recover based on specific bad faith, an intent by the consultant to tamper with a contractor’s relationship based on an ulterior motive. Second, a contractor may recover based on malice, a specific ill will toward a target. This presents clarity for contractors, as the court implies that consultants certainly may be held liable for their actions. However, the court sets the bar for liability very high, and with an even higher evidentiary burden.
While the bar is high for consultant liability, this case clarifies the grounds on which contractors may seek liability on the part of consultants for their negative influence on contracts. Unfortunately, Massachusetts case law is missing a case in contrast to B.C. Construction, meaning that it is difficult to determine what level of allegation and evidence a contractor would need for a court to find a consultant liable for its contract behavior. What is certain, however, is that in the future, contractors looking to allege bad faith and malice will need to meet a large evidentiary burden against consultants that will require skilled legal assistance to demonstrate ulterior motives or ill will.
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