Sunquest Enters., Inc. v Zar

Sunquest Enters., Inc. v Zar 2014 NY Slip Op 01551 Decided on March 11, 2014 Appellate Division, First Department Published by New York State Law Reporting Bureau pursuant to Judiciary Law § 431. This opinion is uncorrected and subject to revision before publication in the Official Reports.

Decided on March 11, 2014
Mazzarelli, J.P., Sweeny, DeGrasse, Manzanet-Daniels, Gische, JJ.
11938 650035/12

[*1]Sunquest Enterprises, Inc., Plaintiff-Appellant,

v

Monsour Zar, et al., Defendants-Respondents.




Law Offices of Michael A. Haskel, Mineloa (Michael A. Haskel
of counsel), for appellant.
Sills Cummis & Gross P.C., New York (Kenneth R. Schachter
of counsel), for respondents.

Order, Supreme Court, New York County (Melvin L. Schweitzer, J.), entered on or about April 9, 2013, which denied plaintiff's motion for summary judgment on its complaint, unanimously affirmed, without costs.

Plaintiff is correct that, had defendants entered into a contract on behalf of a non-existent entity, for example, the Studio 1 entity that was dissolved by tax proclamation in 1992, they would be personally liable under the contract (see Imero Fiorentino Assoc. v Green, 85 AD2d 419, 420-421 [1st Dept 1982]; Benfield Elec. Supply Corp. v C & L El. Controls, Inc., 58 AD3d 423, 423-424 [1st Dept 2009]). However, defendants raised an issue of fact whether they contracted on behalf of a non-existent entity or the currently existing division of their corporation, by presenting documentary evidence showing that the Studio 1 for which they ordered goods is a division of Shazdeh Fashions, Inc., of which they are officers. This evidence includes documents exchanged with plaintiff during other transactions that pre-date this one as well as documents that post-date this transaction.

THIS CONSTITUTES THE DECISION AND ORDER
OF THE SUPREME COURT, APPELLATE DIVISION, FIRST DEPARTMENT.

ENTERED: MARCH 11, 2014

CLERK