American Home Assurance Company v. Weaver Aggregate Transport, Inc.
5:10-cv-00329
M.D. Fla.Feb 12, 2018Background
- Weaver obtained two unsatisfied federal judgments against Beacon (one for $145,000; another for $231,507.02 in fees/costs/interest).
- Beacon was administratively dissolved in July 2015; Weaver alleges Beacon transferred assets and that related entities are alter-egos/receivers of assets.
- In 2015 Weaver impleaded BIS Group Holdings, Inc. (BIS) alleging fraudulent transfer and alter-ego; court permitted impleader and BIS moved for summary judgment.
- Weaver sought to implead Beacon Tri-State Staffing, Inc. as another alleged alter-ego/pass-through; court granted impleader subject to filing a supplemental complaint.
- Discovery disputes: Weaver moved for spoliation sanctions against BIS; Weaver subpoenaed attorney Claude Harden’s files and moved to compel over asserted privileges; Harden moved to withdraw representation.
- Court stayed resolution of BIS’s summary judgment and Weaver’s spoliation motion pending filing of the supplemental complaint; narrowed compelled production from Harden to documents about Beacon’s assets, structure, dissolution, and dealings with BIS/Beacon Tri-State.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether Beacon Tri-State may be impleaded under Fla. Stat. §56.29 | Weaver: Beacon Tri-State holds nonexempt Beacon assets and is alter-ego/recipient of transfers | BIS: Insufficient evidentiary basis; disputes factual links | Granted; Weaver may implead and must file a supplemental complaint within 14 days |
| Whether claims against impleaded parties require a statutory complaint under Chapter 726 | Weaver seeks to pursue alter-ego liability and fraudulent-transfer remedies to reach unsatisfied judgments | Impleaded parties argue different procedures/limits apply and subject-matter/personal jurisdiction issues exist | Court: A complaint is now required for Chapter 726 claims; supplemental complaint ordered |
| Whether BIS is entitled to summary judgment on alter-ego/fraudulent-transfer theories | Weaver: Evidence shows transfers/alter-ego linking Beacon↔BIS (and to others) | BIS: No asset transfer; different ownership structures; did not represent itself as Beacon did | Denied without prejudice to renewal after supplemental complaint; factual/jurisdictional issues unresolved |
| Scope of attorney Harden’s subpoena and privilege assertions | Weaver: Harden’s entire file relevant; seeks production to investigate transfers/structure | Harden: Asserts privilege over many documents; seeks to withdraw | Weaver’s motion to compel granted in part; Harden must produce documents relating to Beacon assets/structure/dissolution/transactions with BIS/Beacon Tri-State or submit a detailed privilege log within 10 days; withdrawal deferred |
Key Cases Cited
- National Maritime Services, Inc. v. Straub, 776 F.3d 783 (11th Cir. 2015) (ancillary jurisdiction allowed disgorgement of fraudulently transferred assets from third party)
- Peacock v. Thomas, 516 U.S. 349 (U.S. 1996) (limits on imposing successor liability to satisfy federal judgments)
- Jackson-Platts v. General Electric Capital Corp., 727 F.3d 1127 (11th Cir. 2013) (standards on successor/alter-ego liability and enforceability concerns)
- Reiseck v. Universal Communications of Miami, Inc., 141 F. Supp. 3d 1295 (S.D. Fla. 2015) (discussion of fraudulent-transfer remedies under state law)
- Bodywell Nutrition, LLC v. Fortress Systems, LLC, 846 F. Supp. 2d 1317 (S.D. Fla. 2012) (judgment creditor need not make prima facie showing of third-party assets before impleader under Fla. Stat. §56.29)