Opinion
August 14, 1995
Appeal from the Supreme Court, Westchester County (Coppola, J.).
Ordered that the order is affirmed insofar as appealed from, with costs.
We agree that personal jurisdiction was obtained over the defendant Curtis Massi Elektronik GmbH (hereinafter Curtis Massi) since that defendant is a department of its parent corporation, defendant Curtis Instruments, Inc. (hereinafter Curtis) (see, Delagi v. Volkswagenwerk AG., 29 N.Y.2d 426; Public Adm'r of County of N.Y. v. Royal Bank, 19 N.Y.2d 127). Curtis Massi was wholly owned by Curtis, and Curtis exerted considerable control over its executive personnel and its marketing and operational policies. In addition, Curtis Massi was financially dependent on its parent Curtis for infusions of working capital, as exhibited by a working capital loan by Curtis to Curtis Massi of 1,000,000 deutsche marks. In addition, the record indicated that the acquisition of the so-called "counter/timer assets" was premised upon Curtis' commitment to expend substantial sums for working capital and for research and product development (see, Frummer v Hilton Hotels Intl., 19 N.Y.2d 533, rearg denied 20 N.Y.2d 758, cert denied 389 U.S. 923; Taca Intl. Airlines v. Rolls-Royce of England, 15 N.Y.2d 97; see also, Volkswagenwerk AG. v. Beech Aircraft Corp., 751 F.2d 117; cf., Porter v. LSB Indus., 192 A.D.2d 205).
The court also correctly declined to dismiss the fourth cause of action sounding in fraud, as it contained factual allegations which, taken together, manifested a cause of action cognizable at law (see, Guggenheimer v. Ginzburg, 43 N.Y.2d 268; Rovello v Orofino Realty Co., 40 N.Y.2d 633). Because the documentary evidence submitted by the defendants is contested, and it does not dispose of the matter completely, it does not mandate dismissal of the fraud cause of action (see, Juliano v. McEntee, 150 A.D.2d 524).
In light of the claims of the existence of a fiduciary duty and a breach of that duty, the demand for punitive damages was not improper as a matter of law, and it was proper not to strike it at this time (see, Giblin v. Murphy, 73 N.Y.2d 769; V.J.V. Transp. Corp. v. Santiago, 173 A.D.2d 537).
We have examined the remainder of the defendants' contentions and find them to be without merit. Sullivan, J.P., O'Brien, Thompson and Santucci, JJ., concur.