162 Conn.App. 430
Conn. App. Ct.2016Background
- Plaintiff Marie Bongiorno sought dissolution and winding up of four defendant entities and related entities in June 2012, originally against fifteen entities and three individuals; the case later narrowed to four corporate/partnership defendants.
- In October 2010, George Bongiorno executed four instruments purporting to assign his entire ownership interests to plaintiff; instruments were not delivered to the companies and were not disclosed until 2013.
- The defendants moved to dismiss in August 2012 for lack of standing, and the case was stayed pending binding arbitration, with the stay extended for arbitration sessions anticipated in June 2014.
- In early 2010, George Bongiorno owned 50% interests in the four defendants; the 2010 assignments were not effective without notice or consent under the relevant operating or partnership statutes.
- The trial court found plaintiff had no ownership/notice rights in June 2012, lacked standing to seek dissolution, and dismissed the action; the appellate court affirmed.
- The key issues address whether the court had subject matter jurisdiction during the stay, whether § 52-422 applies to a motion to dismiss, and whether judicial estoppel applies to the defendants’ positions.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Subject matter jurisdiction during arbitration stay | Bongiorno argues jurisdiction persists and stay does not bar dismissal | Defendants contend lack of standing defeats jurisdiction | Yes, court lacked jurisdiction; dismissal proper. |
| Applicability of § 52-422 to a motion to dismiss | § 52-422 should protect pending arbitration rights | Motion to dismiss is not a pendente lite proceeding | No, § 52-422 not applicable. |
| Judicial estoppel applicability | Defendants’ inconsistent positions warrant estoppel | Positions not sufficiently inconsistent or adopted by court | No, judicial estoppel does not apply. |
Key Cases Cited
- Ferguson Mechanical Co. v. Dept. of Public Works, 282 Conn. 764 (2007) (subject matter jurisdiction and standard of review)
- Raftopol v. Ramé, 299 Conn. 681 (2011) (jurisdiction must be addressed before merits)
- Millward Brown, Inc. v. Commissioner of Revenue Services, 73 Conn. App. 757 (2002) (when court discovers lack of jurisdiction, must dismiss)
- Andross v. West Hartford, 285 Conn. 309 (2008) (standing required to invoke jurisdiction)
- Bysiewicz v. DiNardo, 298 Conn. 748 (2010) (definition of standing; ownership interest necessary)
- MacDermid, Inc. v. Cookson Group, PLC, 149 Conn. App. 571 (2014) (judicial estoppel criteria and limits)
- Golden Hill Paugussett Tribe of Indians v. Southbury, 231 Conn. 563 (1995) (court inherent power to determine jurisdiction)
- Milbauer v. Milbauer, 54 Conn. App. 304 (1999) (pendente lite definitions and related procedures)