Opinion
No. FST CV 06 4008323 S
May 23, 2008
MEMORANDUM OF DECISION
By way of background, the plaintiff, Jay Walshon, a Connecticut resident, retained the defendant, Ballon Stoll Bader Nadler. P.C., (BSBN) to represent Walshon in a securities fee claim made by Fiserv Securities, Inc., against Walshon. A National Association of Securities Dealer (NASD) arbitration venue choice was made by BSBN in New York. A letter of retention was sent by BSBN to Walshon in Connecticut where he resides. BSBN is a New York professional corporation and has no partners who live or are licensed to practice in Connecticut and have no officer or clients in Connecticut. See affidavit of Marshall B. Bellovin, Esq., March 14, 2006. The retainer letter in question was dated May 30, 2000 and signed by Walshon, with certain changes he made after receipt of the agreement from BSBN. Ultimately, Walshon sued BSBN for breach of contract to defend and counterclaim for Walshon against Fiserv in the NASD hearing in New York. The plaintiff also sued another law firm, Winget, Spadafora Schwartzberg, LLP. That defendant has not moved to dismiss.
The defendant, BSBN has moved to dismiss, March 15, 2006, claiming lack of personal jurisdiction. The plaintiff objected to the motion (March 22, 2007) and has submitted briefs in opposition dated March 31, 2002, and May 13, 2008 (Reply). The defendant has also submitted a Reply dated May 1, 2008. Both sides argued their respective positions on May 5, 2008 short calendar.
Law
In Ryan v. Cerullo, 282 Conn. 109, 918 A.2d 867 (2007), the Supreme Court upheld a Superior Court decision granting the defendant's motion to dismiss for lack of jurisdiction. The Supreme Court declined to assert jurisdiction over a New York accounting firm engaged by a Connecticut resident to perform services in New York in connection with the preparation of the resident's tax returns. The court considered the facts that the defendant firm derived only minimal income from Connecticut residents, did not solicit business in Connecticut and performed all of its services exclusively in New York. In Rosenblit v. Danaher, 206 Conn. 125, 537 A.2d 15 (1988), the court sustained a dismissal for lack of jurisdiction over an out of state attorney, while the lawsuit continued against Connecticut co-defendant attorneys. In Lombard Bros., Inc. v. General Asset Management Co., 190 Conn. 245, 460 A.2d 481 (1983), the court found that a New York securities dealer did not do business in this state, even though it executed securities trades on directions from its co-defendant, a Connecticut broker, because it did not do business in Connecticut, and was, therefore, not present in Connecticut for jurisdictional purposes. The action did continue against the remaining Connecticut defendants.
The Supreme Court of Connecticut has stated that "we construe the term `transacts any business' to embrace a single purposeful transaction." Zartolas v. Nisenfeld, 184 Conn. 471, 474 (1981). In interpreting this provision, the courts "do not resort to a rigid formula . . . (but instead) balance considerations of public policy, common sense, and the chronology and geography of the relevant factors." Id., 476.
Discussion
The defendant law firm has had no substantial contact with the State of Connecticut. The plaintiff hired the defendant, BSBN, to practice law in New York, not Connecticut, in an arbitration proceeding before the NASD. The defendant did not meet with the plaintiff in Connecticut. They met in New York. The contract in question was sent to the plaintiff who changed it, signed it and sent it back to New York, when the defendant accepted it with the modifications. There are no assets of the defendant in Connecticut. The defendant has no personnel or offices in Connecticut. The defendant does not advertise in Connecticut. See affidavit of Bellovin, 3/14/02.
Under Connecticut law, it must be determined whether the non-resident defendant has "certain minimum contacts with [the forum] such that the maintenance of the suit does not offend traditional notions of fair play and substantial justice." Thomason v. Chemical Bank, 234 Conn. 281, 287, 661 A.2d 595 (1995), citing International Shoe Co. v. Washington, 326 U.S. 310, 316, 66 S.Ct. 154, 90 L.Ed. 95 (1945).
Considering all the arguments of the parties, and weighing the nature of the contacts with Connecticut, as well as the practicalities and overall fairness issues, the court concludes that the motion to dismiss should be granted.
So ordered.