Premier Capital, LLC v. Shaw, AC 40785

• Decision Date: 02 April 2019
• Docket Number: AC 40785
• Citation: 206 A.3d 237,189 Conn.App. 1
• Court: Connecticut Court of Appeals
• Parties: PREMIER CAPITAL, LLC v. Jay SHAW

189 Conn.App. 1

206 A.3d 237

PREMIER CAPITAL, LLC

v.Jay SHAW

AC 40785

Appellate Court of Connecticut.

Argued January 4, 2019

Officially released April 2, 2019

Ellery E. Plotkin, Stamford, for the appellant (plaintiff).

Thomas J. Lengyel, for the appellee (defendant).

Keller, Bright and Moll, Js.

MOLL, J.

The defendant, Jay Shaw, appeals from the judgment of the trial court, following a bench trial, rendered in favor of the plaintiff, Premier Capital, LLC (plaintiff LLC). On appeal, the defendant claims that (1) the trial court lacked subject matter jurisdiction over the present case as a result of the plaintiff LLC's lack of standing, (2) the court erred in determining that the plaintiff LLC established ownership of the prior judgment it sought to enforce because there were breaks in the chain of title, and (3) the court erred in concluding that his special defense was invalid. We agree with the defendant on the first claim and, accordingly, reverse the judgment of the trial court.¹

The following facts and procedural history are relevant to our resolution of this appeal. In 1990, Charter Federal Savings commenced an action against the defendant predicated on a default on a loan. See Charter Federal Savings v. Shaw , Superior Court, judicial district of Stamford-Norwalk, Docket No. CV-90-0109612. On August 7, 1991, following a hearing in damages, the trial court rendered judgment against the defendant and in favor of Charter Federal Savings in the amount of $293,259.81, including costs, attorney's fees, and expenses (1991 judgment).

On August 5, 2016, the plaintiff LLC commenced the present case against the defendant. The summons identified the plaintiff as "Premier Capital, LLC," with a place of business located at 336 Lowell Street in Wilmington, Massachusetts. In its operative one count complaint filed on August 11, 2016, in which "Premier Capital, LLC," was identified as the plaintiff, the plaintiff LLC alleged, inter alia, that, following a series of transactions, it had acquired ownership of the 1991 judgment and that the 1991 judgment had not been satisfied. As relief, the plaintiff LLC sought, inter alia, enforcement of the 1991 judgment and postjudgment interest.² Thereafter, the defendant filed an answer and special defenses,³ and the plaintiff LLC filed a reply denying the allegations in the special defenses.

On May 2, 2017, the matter was tried to the court. During trial, the plaintiff LLC offered and had admitted into evidence several exhibits that, according to the plaintiff LLC, established a chain of title demonstrating that it had acquired ownership of the 1991 judgment in 1998. Notably, none of the exhibits makes any reference to "Premier Capital, LLC"; instead, the plaintiff LLC's exhibit number one indicates that "Premier Capital, Inc.," which is not a party to the present case, had acquired certain assets that purportedly included the 1991 judgment. This incongruity was not raised as an issue during trial.

On August 8, 2017, the court issued a memorandum of decision in which it concluded, inter alia, that the plaintiff LLC had proven the allegations of its complaint by a preponderance of the evidence, including that it owned the 1991 judgment. The court rendered judgment in favor of the plaintiff LLC in the amount of $289,794.81,⁴ plus postjudgment interest at a rate of 4 percent annually. On August 28, 2017, the defendant filed this appeal.

On September 13, 2017, the plaintiff LLC filed with the trial court a postjudgment motion to "correct the trial court record" (motion to correct) to reflect that the plaintiff in the present case should have been designated as "Premier Capital, Inc.," rather than "Premier Capital, LLC." The plaintiff LLC claimed that Premier Capital, Inc., and the plaintiff LLC are two separate Massachusetts entities comprised of the same principals and principal offices, and that Premier Capital, Inc., is the "proper entity designation." The plaintiff LLC characterized the listing of "Premier Capital, LLC," as the plaintiff as a scrivener's error. On October 11, 2017, the court issued an order noting that the present case is on appeal and, accordingly, the court declined to take any action on the plaintiff LLC's motion to correct absent approval from this court.⁵

The defendant raises on appeal the dispositive claim that the trial court lacked subject matter jurisdiction over the present case as a result of the plaintiff LLC's lack of standing. Specifically, the defendant contends that the evidence adduced at trial demonstrates that Premier Capital, Inc., rather than the plaintiff LLC, acquired assets purportedly including the 1991 judgment and that, absent a real interest in the 1991 judgment, the plaintiff LLC lacked standing to seek enforcement of the 1991 judgment. In response, the plaintiff LLC argues that the listing of "Premier Capital, LLC," as the plaintiff is a scrivener's error that has not prejudiced the defendant. We agree with the defendant.

At the outset, we note that the defendant is raising this standing claim for the first time on appeal. "If a party is found to lack standing, the court is without subject matter jurisdiction to determine the cause.... [A] claim that a court lacks subject matter jurisdiction may be raised at any time during the proceedings ... including on appeal .... Because the [defendant's] claim implicates the trial court's subject matter jurisdiction, we conclude that it is reviewable even though the [defendant has] raised it for the first time on appeal." (Citations omitted; internal quotation marks omitted.) Perez-Dickson v. Bridgeport , 304 Conn. 483, 506, 43 A.3d 69 (2012). "The issue of whether a party had standing raises a question of law over which we exercise plenary review." Arciniega v. Feliciano , 329 Conn. 293, 301, 184 A.3d 1202 (2018).

"Standing is the legal right to set judicial machinery in motion. One cannot rightfully invoke the jurisdiction of the court unless he [or she] has, in an individual or representative capacity, some real interest in the cause of action, or a legal or equitable right, title or interest in the subject matter of the controversy.... When standing is put in issue, the question is whether the person whose standing is challenged is a proper party to request an adjudication of the issue ...." (Internal quotation marks omitted.) Prime Locations of CT, LLC v. Rocky Hill Development, LLC , 167 Conn. App. 786, 794, 145 A.3d 317, cert. denied, 323 Conn. 935, 150 A.3d 686 (2016).

The evidence in the record indicates that Premier Capital, Inc., acquired certain assets in 1998 that purportedly included the 1991 judgment. It is undisputed, however, that there is no evidence demonstrating that the plaintiff LLC has a real interest in the 1991 judgment. As the plaintiff LLC concedes, Premier Capital, Inc., and the plaintiff LLC are separate, distinct entities. The listing of "Premier Capital, LLC," a...