Opinion
July 30, 1987
Appeal from the Supreme Court, New York County (McCooe, J.).
This is an action for specific performance of an agreement to sell 100% of the stock in Z M Realty Corp. or for damages. Plaintiff alleges that on July 30, 1985 defendant orally agreed, inter alia, to sell said stock to the plaintiff for the agreed price of $950,000 with the closing to take place on or about October 31, 1985. At the time of the alleged agreement, defendant operated a beauty salon which occupied the entire building leased by Z M in New York City. Plaintiff wished to open a restaurant at that location. In order to defeat the landlord's right of first refusal as to the transfer of a leasehold interest, the transfer was to be structured as a sale of the stock of Z M.
Since this matter involves the sale of stock of a corporation whose only asset is an interest in realty, the Statute of Frauds is applicable to any transfer of the stock. (See, General Obligations Law § 5-703.) This result is consistent with those cases which hold that the transfer of stock in a cooperative apartment building must be in writing (see, Pollard v. Meyer, 61 A.D.2d 766; Rosner v. 80 CPW Apts. Corp., 73 A.D.2d 39). Since there was no writing here, the complaint was properly dismissed. We affirm solely on the basis of the absence of a writing as required by the Statute of Frauds.
Concur — Kupferman, J.P., Sandler, Sullivan, Kassal and Smith, JJ.