Guilder v. Corinth Const. Corp.

• Decision Date: 02 January 1997
• Citation: 651 N.Y.S.2d 706,235 A.D.2d 619
• Parties: Albert GUILDER, Appellant-Respondent, v. CORINTH CONSTRUCTION CORPORATION, Defendant, and Thomas Moroney et al., Respondents-Appellants.
• Court: New York Supreme Court — Appellate Division

Page 706

651 N.Y.S.2d 706

235 A.D.2d 619

Albert GUILDER, Appellant-Respondent, v. CORINTH CONSTRUCTION CORPORATION, Defendant, and Thomas Moroney et al., Respondents-Appellants.

Supreme Court, Appellate Division,

Third Department.

Jan. 2, 1997.

Lawrence R. Hamilton, Saratoga Springs, for appellant-respondent.

Judge & Duffy (H. Wayne Judge, of counsel), Glens Falls, for respondents-appellants.

Before CARDONA, P.J., and MIKOLL, WHITE and YESAWICH, JJ.

YESAWICH Justice.

Cross appeals (1) from an order of the Supreme Court (Keniry, J.), entered October 10, 1995 in Saratoga County, upon a decision of the court in favor of defendants Thomas Moroney and Rise Moroney, and (2) from the judgment entered thereon.

In 1989, plaintiff and defendant Corinth Construction Corporation (hereinafter Corinth) entered into a land contract for the purchase of a parcel of real property located in the Town of Corinth, Saratoga County. By the terms of the contract, Corinth was to make a $10,000 downpayment and take possession of the property at the closing; the deed was to be held by an escrow agent until the balance of the $125,000 purchase price was paid. To this end, Corinth agreed to make monthly payments of $1,290.24. As security for Corinth's debt, plaintiff took a mortgage on the property.

After removing approximately 40,000 cubic yards of sand from the property, which it used as fill at another location, Corinth defaulted in payment in June 1992. Plaintiff thereafter commenced this action for breach of contract against Corinth (which has since declared bankruptcy), its principals (defendants Thomas Moroney and Rise Moroney) and the escrow agent (who was let out of the action, by stipulation, after the deed to the property was returned to plaintiff). Corinth and the Moroneys answered, Corinth and Rise Moroney interposed counterclaims, and a jury trial ensued.

Because Corinth failed to appear at trial, a default judgment was entered against it on the issue of liability, and the jury thereafter awarded plaintiff $80,000 in damages. The Moroneys' motion to set aside the verdict--which included the jury's rejection of Rise Moroney's counterclaim--as unsupported by the evidence was denied from the bench. Thereafter, Supreme Court, having reserved judgment on plaintiff's request to pierce the corporate veil, which it found presented an equitable question to be decided by the court, denied that request on the ground that plaintiff had not proven that the Moroneys actually owned Corinth. The Moroneys' renewed motion to set aside the verdict was also denied, and these cross appeals ensued.

Although the record does not establish that the Moroneys were indeed shareholders of Corinth, that does not preclude the relief plaintiff seeks. Even if the Moroneys were not Corinth's legal owners, it is apparent that they dominated and controlled the corporation to such an extent that they may be considered its equitable owners (see, Lally v. Catskill Airways, 198 A.D.2d...