V&A Collection, LLC v. Guzzini Properties Ltd, 46 F.4th 127

V&A bought a 50% interest in Wade Guyton’s painting (the Guyton) in 2013; Inigo Philbrick (through entities he controlled) represented the seller.
In June 2017 Philbrick-controlled IPL entered a $6M agreement with Guzzini to transfer three artworks (including the Guyton and a Rudolf Stingel painting); the agreement is styled as a sale but V&A alleges it functioned as a loan with artworks as collateral.
In 2019 Guzzini sued in rem in New York state court to quiet title to the Stingel (located in New York); V&A’s motion to intervene was denied and the state court suggested V&A bring a separate action about the Guyton.
V&A then sued Guzzini for conversion over the Guyton (located in Switzerland); Guzzini removed to federal court and moved to dismiss for lack of personal jurisdiction.
The district court held it lacked personal jurisdiction because Guzzini’s in rem suit over the Stingel did not constitute consent to litigate a separate dispute over the Guyton in New York; the Second Circuit affirmed.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether Guzzini consented to NY personal jurisdiction by filing the in rem Stingel action	Filing the Stingel action under the June 2017 Agreement waived jurisdictional objections for related litigation, including the Guyton dispute	Consent by suing in one case is limited to that action; the Stingel in rem case concerns a different res and different parties	No. Filing the Stingel in rem action did not waive objections to jurisdiction for this separate suit over the Guyton
Whether the Interpole rule (waiver extends to separate suits arising from same transaction) applies here	Interpole supports extending consent because both works were covered by the June 2017 Agreement	Interpole is inapplicable: the in rem action concerned a different artwork located in NY and did not involve V&A; forum choice driven by res location	Court declined to adopt Interpole for this case and found it inapplicable in any event
Whether the conversion claim depends on resolution of the June 2017 Agreement such that jurisdiction in the Stingel Action would cover it	Title under the June 2017 Agreement is the threshold issue common to both cases	Conversion focuses on V&A’s possessory interest and Guzzini’s dominion over the Guyton, issues that survive a separate disposition of the Stingel	The claims are distinct; a ruling on the Stingel’s ownership would not resolve V&A’s conversion claim over the Guyton

Ins. Corp. of Ireland, Ltd. v. Compagnie des Bauxites de Guinee, 456 U.S. 694 (1982) (discusses consent and waiver of personal jurisdiction)
Klinghoffer v. S.N.C. Achille Lauro, 937 F.2d 44 (2d Cir. 1991) (consent in one suit generally does not extend to unrelated suits)
Leman v. Krentler-Arnold Hinge Last Co., 284 U.S. 448 (1932) (plaintiff’s suit submits it to jurisdiction for counterclaims)
Adam v. Saenger, 303 U.S. 59 (1938) (plaintiff’s voluntary suit can subject it to jurisdiction for purposes of justice to defendant)
Gen. Contracting & Trading Co. v. Interpole, Inc., 940 F.2d 20 (1st Cir. 1991) (extends waiver to separate suits arising from same transaction)
Thyroff v. Nationwide Mut. Ins. Co., 460 F.3d 400 (2d Cir. 2006) (sets out New York conversion elements)
Charles Schwab Corp. v. Bank of Am. Corp., 883 F.3d 68 (2d Cir. 2018) (standard of review for personal jurisdiction dismissals)