Andejo Corp. v. So. St. Seaport

72 Citing cases

  1. Unitel Telecard Distribution Corp. v. Nunez

    2010 N.Y. Slip Op. 33785 (N.Y. Sup. Ct. 2010)   Cited 2 times

    At the outset, the court acknowledges the exchange of correspondence by the parties with the court concerning the untimeliness of defendant's opposition to the motion and his cross motion as such papers were not served within the time required under CPLR §§ 2214 (b) and 2215. Such failure to comply with CPLR §§ 2214 or 2215 may be excused in the absence of prejudice (see, Andejo Corp. v South St. Seaport L.P., 40 AD3d 407, 408 [1st Dept 2007]; Walker v Metro-North Commuter R.R., 11 AD3d 339, 340 [1st Dept 2004]).

  2. P & HR Sols. v. Ram Capital Funding, LLC

    2021 N.Y. Slip Op. 3554 (N.Y. App. Div. 2021)

    The contracts at issue are between plaintiff P & HR Solutions, LLC, and defendant Ram Capital Funding, LLC. Therefore, unless Ram's veil is pierced to reach Braun, Braun cannot be individually liable for breach of those contracts (see Skanska USA Bldg. Inc. v Atlantic Yards B2 Owner, LLC, 146 AD3d 1, 12-13 [1st Dept 2016], affd 31 NY3d 1002 [2018]; Andejo Corp. v South St. Seaport Ltd. Partnership, 40 AD3d 407 [1st Dept 2007]; Sheridan Broadcasting Corp. v Small, 19 AD3d 331, 332 [1st Dept 2005]). Plaintiffs' alter ego allegations as to Braun are insufficient.

  3. P & HR Solutions, LLC v. Ram Capital Funding, LLC

    No. 2021-03554 (N.Y. App. Div. Jun. 8, 2021)

    The contracts at issue are between plaintiff P & HR Solutions, LLC, and defendant Ram Capital Funding, LLC. Therefore, unless Ram's veil is pierced to reach Braun, Braun cannot be individually liable for breach of those contracts (see Skanska USA Bldg. Inc. v Atlantic Yards B2 Owner, LLC, 146 A.D.3d 1, 12-13 [1st Dept 2016], affd 31 N.Y.3d 1002 [2018]; Andejo Corp. v South St. Seaport Ltd. Partnership, 40 A.D.3d 407 [1st Dept 2007]; Sheridan Broadcasting Corp. v Small, 19 A.D.3d 331, 332 [1st Dept 2005]). Plaintiffs' alter ego allegations as to Braun are insufficient.

  4. Clark Rigging & Rental Corp. v. Liberty Mut. Ins. Co.

    179 A.D.3d 1510 (N.Y. App. Div. 2020)   Cited 1 times

    porate veil in any given instance will necessarily depend on the attendant facts and equities, there are no definitive rules governing the varying circumstances when this power may be exercised" ( Baby Phat Holding Co., LLC v. Kellwood Co. , 123 A.D.3d 405, 407, 997 N.Y.S.2d 67 (1st Dept. 2014) ). With respect to the first element, plaintiff alleged, inter alia, that nonparties Marc Bombini, Adam Bombini, and Tony Bombini "were and/or are in exclusive control" of KC Precast and are also the officers or directors of Tri–Krete; that the Bombinis intermingled the assets of Tri–Krete and KC Precast with each other and with the Bombinis' personal assets; that KC Precast utilized its alter ego, Tri–Krete, as the subcontractor on certain paperwork connected with the construction project because KC Precast was unable to obtain workers' compensation insurance; and that the Bombinis made clear in certain conversations with plaintiff that Tri–Krete and KC Precast are one and the same (cf.Andejo Corp. v. South St. Seaport Ltd. Partnership , 40 A.D.3d 407, 407, 836 N.Y.S.2d 571 (1st Dept. 2007) ). With respect to the second element, it is well established that "[w]rongdoing in this context does not necessarily require allegations of actual fraud.

  5. Belair Care Ctr., Inc. v. Cool Insuring Agency, Inc.

    161 A.D.3d 1263 (N.Y. App. Div. 2018)   Cited 31 times

    Here, the proposed complaint alleges only that Hirsch Wolf and Hirsch Wolf LLC had common owners, officers and directors and that they shared the same office space, addresses and telephone numbers. Such allegations, standing alone, are insufficient to plead the elements required to establish alter ego liability (seeSass v. TMT Restoration Consultants Ltd. , 100 A.D.3d 443, 443, 953 N.Y.S.2d 574 [2012] ; Andejo Corp. v. South St. Seaport Ltd. Partnership , 40 A.D.3d 407, 407, 836 N.Y.S.2d 571 [2007] ; cf.Accredited Aides Plus, Inc. v.Program Risk Mgt., Inc. , 147 A.D.3d at 136, 46 N.Y.S.3d 246).ORDERED that the order is modified, on the law, without costs, by reversing so much thereof as denied plaintiffs' motion seeking leave to amend the complaint to assert a cause of action under General Business Law § 350 ; motion granted to said extent consistent with this Court's decision; and, as so modified, affirmed.

  6. JGK Indus., LLC v. Hayes N.Y. Bus., LLC

    145 A.D.3d 979 (N.Y. App. Div. 2016)   Cited 25 times

    Mere conclusory statements that a corporation is dominated or controlled by a shareholder are insufficient to sustain a cause of action against a shareholder in its individual capacity (see Itamari v. Giordan Dev. Corp., 298 A.D.2d 559, 560, 748 N.Y.S.2d 678 ; see also AHA Sales, Inc. v. Creative Bath Prods., Inc., 58 A.D.3d at 24, 867 N.Y.S.2d 169 ; Andejo Corp. v. South St. Seaport Ltd. Partnership, 40 A.D.3d 407, 407, 836 N.Y.S.2d 571 ).

  7. JGK Indus., LLC v. Hayes NY Bus., LLC

    2016 N.Y. Slip Op. 8848 (N.Y. App. Div. 2016)

    Factors to be considered in determining whether the owner has "abused the privilege of doing business in the corporate form" include whether there was a "failure to adhere to corporate formalities, inadequate capitalization, commingling of assets, and use of corporate funds for personal use" (Millenium Constr., LLC v Loupolover, 44 AD3d 1016, 1016-1017; see Gateway I Group, Inc. v Park Ave. Physicians, P.C., 62 AD3d 141; AHA Sales, Inc. v Creative Bath Prods., Inc., 58 AD3d 6, 24). Mere conclusory statements that a corporation is dominated or controlled by a shareholder are insufficient to sustain a cause of action against a shareholder in its individual capacity (see Itamari v Giordan Dev. Corp., 298 AD2d 559, 560; see also AHA Sales, Inc. v Creative Bath Prods., Inc., 58 AD3d at 24; Andejo Corp. v South St. Seaport Ltd. Partnership, 40 AD3d 407, 407).

  8. Nyahsa Servs., Inc. v. People Care Inc.

    141 A.D.3d 785 (N.Y. App. Div. 2016)   Cited 43 times

    Therefore, we are satisfied that defendant received adequate notice to respond (compare Matter of Level 3 Communications, LLC v Essex County, 129 AD3d 1255, 1256 [2015], lv denied 26 NY3d 907 [2015]). Finally, we discern no error in Supreme Court's dismissal of defendant's thirteenth cause of action requesting a declaratory judgment of alter ego liability as to LeadingAge because the allegations set forth in the third-party complaint are conclusory, and defendant failed to plead any particularized facts with respect thereto (see Angejo Corp. v South St. Seaport Ltd. Partnership, 40 AD3d 407, 407 [2007]; see also CPLR 3013, 3106 [b]; compare MPEG LA, L.L.C. v GXI Intl., LLC, 126 AD3d 641, 642 [2015]). That said, Cool concedes in its brief – as it maintained in Recco – that "there is no entity known as Cool Risk Management, Inc.," which, instead, is a licensed assumed name for Cool Insuring Agency, Inc.

  9. Nyahsa Servs., Inc. v. Recco Home Care Servs., Inc.

    141 A.D.3d 792 (N.Y. App. Div. 2016)   Cited 33 times

    Finally, defendant contends that Supreme Court erred in dismissing its twelfth and thirteenth causes of action – each requesting a declaratory judgment of alter ego liability – against Cool and LeadingAge, respectively. Supreme Court properly dismissed defendant's thirteenth cause of action as to LeadingAge, as the allegations set forth in the third-party complaint are conclusory and defendant failed to plead any particularized facts with respect thereto ( see Andejo Corp. v South St. Seaport Ltd. Partnership, 40 AD3d 407, 407 [2007]; see also CPLR 3013, 3016 [b]; compare MPEG LA, L. L. C. v GXI Intl., LLC, 126 AD3d 641, 642 [2015]). In contrast, Cool concedes in its brief that "there is no entity known as Cool Risk Management, Inc.," which, instead, is a licensed assumed name for Cool Insuring Agency, Inc.

  10. Cornwall Mgmt. Ltd. v. Kambolin

    140 A.D.3d 507 (N.Y. App. Div. 2016)   Cited 12 times
    In Cornwall Mgt, the allegations were held insufficient because the plaintiff failed to allege actions taken by the alleged alter ego entities in connection with the specific loans at issue and the injury to the plaintiff, or a lack of corporate formalities or undercapitalization (id. at 507).

    The Clerk is directed to enter judgment dismissing the complaint as against said defendants. The allegations that defendants Kambolin and Atlant Capital Holdings controlled and dominated defendant Thor United are insufficient to state a cause of action for alter ego liability (see e.g. 501 Fifth Ave. Co. LLC v. Alvona LLC., 110 A.D.3d 494, 973 N.Y.S.2d 137 [1st Dept.2013] ; Morpheus Capital Advisors LLC v. UBS AG, 105 A.D.3d 145, 153–154, 962 N.Y.S.2d 82 [1st Dept.2013], revd. on other grounds 23 N.Y.3d 528, 992 N.Y.S.2d 178, 15 N.E.3d 1187 [2014] ; Andejo Corp. v. South St. Seaport Ltd. Partnership, 40 A.D.3d 407, 407, 836 N.Y.S.2d 571 [1st Dept.2007] ). The complaint alleges, upon information and belief, only that Kambolin, after relinquishing his interest in Thor United, continued to dominate it by controlling its bank account and decision making, and that Thor United and other entities controlled by Kambolin, including Atlant Capital, commingled funds and shared a business address. It alleges no specific facts to establish actions taken by Thor United or its owners in connection with the loans and the alleged scheme to avoid their repayment or that Kambolin's control of Thor United encompassed any such actions.