NHB Advisors, Inc. v. Czyzyk
95 So. 3d 444
| Fla. Dist. Ct. App. | 2012Background
- NHB Advisors, Inc. filed an amended complaint as liquidator of Butler Services International for claims arising from Butler’s sale and management.
- Butler filed bankruptcy under Chapter 11 in June 2009; the company and related entities were headquartered in Florida.
- Czyzyk, a California resident and Mercury Air Group CEO, allegedly participated in a conspiracy to steal Butler’s business using confidential information.
- The amended complaint alleged two Florida-relevant actions: receipt of confidential Butler employee data and a Florida meeting with Edward about Mercury’s purchase of Butler.
- Butler’s assets were eventually sold for $27 million, after initial higher offers, under the conspiracy allegations against Czyzyk and others.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether the alleged conspiracy and Florida acts justify personal jurisdiction. | NHB argues conspiracy participation and Florida acts by others satisfy long-arm. | Czyzyk contends no tortious conduct occurred in Florida by him. | Yes; conspiracy and Florida acts support jurisdiction. |
| Whether meeting in Florida and receipt of confidential data establish tortious conduct in Florida. | Plaintiff asserts colorable conspiracy facts tied to Florida conduct. | Czyzyk argues no tortious act occurred in Florida by him. | Yes; alleged conspiracy activities in Florida suffice to establish tortious conduct in Florida for jurisdiction. |
| Whether co-conspirator jurisdiction extends to all conspirators. | If any conspirator committed tort in Florida, all are subject to Florida jurisdiction. | Conspiracy alone without specific facts against each defendant should not grant jurisdiction. | Yes; conspirators are subject to jurisdiction when the conspiracy is pled with specificity and a co-conspirator commits tort in Florida. |
Key Cases Cited
- Venetian Salami Co. v. Parthenais, 554 So.2d 499 (Fla. 1989) (two-step test for Florida long-arm jurisdiction)
- Wilcox v. Stout, 637 So.2d 335 (Fla. 2d DCA 1994) (co-conspirator theory for jurisdiction)
- Watts v. Haun, 393 So.2d 54 (Fla. 2d DCA 1981) (assessing where tortious conduct occurs in Florida)
- Elandia Int’l, Inc. v. Ah Koy, 690 F.Supp.2d 1317 (S.D. Fla. 2010) (conspiracy-based jurisdiction recognized in Florida matters)
- Kitroser v. Hurt, 85 So.3d 1084 (Fla.2012) (corporate shield limits not applicable to intentional torts abroad)
- American Fin. Trading Corp. v. Bauer, 828 So.2d 1071 (Fla. 4th DCA 2002) (minimum contacts and long-arm analysis)