Giron v. Dodds
35 A.3d 433
D.C.2012Background
- Dodds and C&C General Builders, Inc. entered a construction contract containing an arbitration clause for disputes relating to the contract.
- Dodds paid about 70% of the contract price by May 3, 2008; project later deemed only 40% complete and not finishable by August 2008.
- Arbitrator awarded Dodds $120,872.42 after finding C&C liable; arbitrator noted no veil-piercing claim had been submitted.
- Dodds later amended the complaint to pierce C&C’s corporate veil, naming Carlos and Alex Giron as individuals.
- Trial court denied compelled arbitration for the amended veil-piercing claim; Dodds sought to confirm the arbitration award and hold Girons liable; appellate court affirmed denying arbitration and preserving veil-piercing action.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether amended veil-piercing claim falls within arbitration scope | Dodds argues veil-piercing arose from collection of the award, not contract claims. | Giron(s) contend claims are within arbitration as they pertain to the arbitration contract. | Amendment not within contract scope; court retains jurisdiction to hear veil-piercing claim. |
| Whether Schattner doctrine applies to justify veil-piercing post-award | Dodds rely on Schattner to allow piercing after award. | Giron(s) argue Schattner is inapplicable here. | Schattner applied; veil-piercing allowed after award to collect the judgment. |
| Whether the court properly denied arbitration and relied on Schattner to do so | Dodds supported by post-award collection theory. | Giron(s) argue ongoing arbitration required. | Court properly asserted jurisdiction and denied further arbitration. |
Key Cases Cited
- Hercules & Co. v. Beltway Carpet Service, Inc., 592 A.2d 1069 (D.C.1991) (arbitration award may be confirmed; arbitrability is law to be examined; stay pending arbitration)
- District Council No. 9 v. APC Painting, Inc., 272 F.Supp.2d 229 (S.D.N.Y.2003) (veil-piercing after money judgment to enforce arbitration award)
- Schattner v. Girard, Inc., 668 F.2d 1366 (D.C.Cir.1981) (supports piercing corporate veil to collect arbitration award under appropriate circumstances)
- Carte Blanche (Singapore) v. Diners Club Int'l, Inc., 2 F.3d 24 (2d Cir.1993) (enforcing arbitration judgment against subsidiary via veil piercing)
- Northern Tankers (Cyprus) v. Backström, 967 F.Supp.1391 (D.Conn.1997) (recognizes court's jurisdiction over veil-piercing to collect arbitration award)