Opinion
No. CV10 600 30 24S
July 19, 2010
ORDERS RE MOTION TO STRIKE
Count One: ACCOUNT STATED
This count includes allegations that one of the defendants, Lionshare Holdings, LLC (Lionshare), acted through its agent, The Fence Company (TFC), to obtain materials from the plaintiff, Haynes Material Company, on credit. It further alleges that invoices were then sent to the defendants for these materials, that the invoices were not contested, and that the account shows a balance due in the amount of $27,788.15. Such allegations are sufficient for this cause of action. See, e.g., Credit One, LLC v. Head, 117 Conn.App. 92, 98, 977 A.2d 767, cert. denied, 294 Conn. 907, 982 A.2d 1080 (2009).
The defendants argue that the plaintiff was required to attach copies of any such statements to the complaint, but have not provided the court with any authority for this proposition. In addition, the defendants' statements, made in their memorandum in support, that invoices were not delivered to them but were sent to a third party are not proper for consideration, as a motion to strike may not add facts to the complaint. See Zirinsky v. Zirinsky, 87 Conn.App. 257, 268 n. 9, 865 A.2d 488, cert. denied, 273 Conn. 916, 871 A.2d 372 (2005) (speaking motions to strike-those imparting facts not found in the pleadings-will not be granted).
For these reasons, the motion to strike count one is denied.
Count Two: UNJUST ENRICHMENT
Count two includes allegations that the plaintiff supplied materials to the defendants' agent, TFC, that these materials were used for a project that benefitted the defendant, and that the defendants have not compensated the plaintiff for this realized benefit. These allegations are sufficient to state a cause of action for unjust enrichment. See Data-Flow Technologies, LLC v. Harte Nissan, Inc., 111 Conn.App. 118, CT Page 14884 126-28, 958 A.2d 195 (2008).
The defendants argue that TFC was actually a subcontractor, and that, as such, it is the appropriate party from which the plaintiff should seek compensation. Once again, however, the defendant is not permitted to add facts to the complaint, and there is nothing in the complaint to indicate the use of a subcontractor. Rather than by use of a motion to strike, issues such as these may more appropriately be raised by a motion for summary judgment after discovery proceedings are completed.
Therefore, the motion to strike count two is denied.
Count Three: CORPORATE VEIL-CLAIM AGAINST MEMBERS
Count three includes allegations that the other two defendants, Peter and Marcella Leone (the Leones), are the only two members of Lionshare; that they dominated Lionshare in all aspects and respects with regard to the transactions with the plaintiff that there is no true independence of the corporation and that the Leones used their control of Lionshare to obtain materials from the plaintiff, even though they never intended to pay for them. The defendants contend that these allegations are insufficient to support a veil-piercing theory, but failed to attach or electronically file copies of the Superior Court cases cited as authority, and also failed to provide a citation for one case cited in support of their argument. The court will therefore not consider these cases.
The court finds the allegations regarding the Leones' domination of Lionshare, the company's lack of independence, and the use of Lionshare to obtain materials that the Leones never intended to pay for to be legally sufficient to support a veil-piercing theory pursuant to either the instrumentality rule or the identity rule. See generally Davenport v. Quinn, 53 Conn.App. 282, 299-301, 730 A.2d 1184 (1999). The motion to strike is therefore denied as to count three.