Baccash v. Sayegh
| Decision Date | 29 July 2008 |
| Docket Number | No. 2006-10501.,No. 2006-11561,2006-10501.,2006-11561 |
| Citation | 53 A.D.3d 636,2008 NY Slip Op 6436,862 N.Y.S.2d 564 |
| Parties | IMAN BACCASH, Respondent, v. ANDREW W. SAYEGH, Appellant. |
| Court | New York Supreme Court — Appellate Division |
Ordered that one bill of costs is awarded to the defendant.
The appeal from the intermediate order must be dismissed because the right of direct appeal therefrom terminated with the entry of judgment in the action (see Matter of Aho, 39 NY2d 241, 248 [1976]). The issues raised on appeal from the order are brought up for review and have been considered on the appeal from the judgment (CPLR 5501 [a] [1]).
The plaintiff is the sole officer and shareholder of Iman Bridal Couture, Inc. (hereinafter Bridal Couture), which operates a bridal gown boutique in Nassau County. In late 2000 the plaintiff learned that the owner of a nearby bridal boutique had died, and that his business, Peggy Peters, Ltd. (hereinafter Peggy Peters), was for sale. The plaintiff alleges that she asked the defendant attorney to represent her in connection with a purchase of Peggy Peters' trade name so that she could open a new store under that name. However, the defendant allegedly advised the plaintiff that she would have to purchase Peggy Peters' inventory in order to acquire its trade name. Although the plaintiff agreed to purchase the inventory, she claims that unbeknownst to her the defendant negotiated a stock purchase rather than an asset purchase of Peggy Peters, thus requiring her to assume its trade debt and a bank loan guaranteed by the prior owner. The plaintiff alleges that she did not read the stock purchase agreement she signed at the closing of the Peggy Peters sale on February 14, 2001, because she trusted the defendant. A few months after purchasing the business, the plaintiff closed the Peggy Peters boutique.
The plaintiff subsequently commenced this action against the defendant alleging, inter alia, that he had committed legal malpractice by structuring the purchase of Peggy Peters as a stock purchase rather than an asset purchase without her knowledge, by failing and refusing to inform her of the terms of the purchase, and by defaulting in a creditor's lawsuit which had been brought against both Peggy Peters and Bridal Couture. At the ensuing trial the plaintiff submitted documentary proof that following her February 2001 purchase of Peggy Peters' stock, Bridal Couture issued $46,895 in checks to pay Peggy Peters' debts. In addition, Bridal Couture paid $6,000 to settle the creditor's action which had been commenced against both it and Peggy Peters. After the jury returned a verdict finding, among other things, that the defendant had failed to exercise reasonable care in representing the plaintiff in the purchase of Peggy Peters and awarding her damages, the defendant moved, inter alia, to set aside the verdict and for judgment as a matter of law dismissing the complaint for failure to establish a prima facie case. The defendant alternatively moved, in effect, to set aside the damages award as excessive. In support of that branch of his motion which was to set aside the verdict and for judgment as a matter of law dismissing the complaint, the defendant argued, among other things, that the plaintiff had failed to prove that she had sustained any damages due to his alleged malpractice because the proof submitted at trial revealed that it was Bridal Couture, rather than the plaintiff personally, which made payments totaling $46,895 in satisfaction of Peggy Peters' debts. The trial court denied that branch of the defendant's motion, concluding that since the plaintiff was the sole officer and shareholder of Bridal Couture, the corporation was her alter ego. However, the court granted that branch of the defendant's motion which was, in effect, to set aside the damages award as excessive to the extent of directing a new damages trial unless the plaintiff stipulated to reduce the damages award to the principal sum of $52,895, which were the actual damages proven at trial. After the plaintiff stipulated to the reduction, a...
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