Gianetti v. Teakwood, Ltd.

19-1135
Gianetti v. Teakwood, Ltd., et al.
UNITED STATES COURT OF APPEALS
FOR THE SECOND CIRCUIT
SUMMARY ORDER
RULINGS BY SUMMARY ORDER DO NOT HAVE PRECEDENTIAL EFFECT. CITATION TO A SUMMARY
ORDER FILED ON OR AFTER JANUARY 1, 2007, IS PERMITTED AND IS GOVERNED BY FEDERAL RULE OF
APPELLATE PROCEDURE 32.1 AND THIS COURT=S LOCAL RULE 32.1.1. WHEN CITING A SUMMARY ORDER
IN A DOCUMENT FILED WITH THIS COURT, A PARTY MUST CITE EITHER THE FEDERAL APPENDIX OR AN
ELECTRONIC DATABASE (WITH THE NOTATION ASUMMARY ORDER@). A PARTY CITING TO A SUMMARY
ORDER MUST SERVE A COPY OF IT ON ANY PARTY NOT REPRESENTED BY COUNSEL.
At a stated term of the United States Court of Appeals for the Second Circuit,
held at the Thurgood Marshall United States Courthouse, 40 Foley Square, in the City of
New York, on the 17th day of April, two thousand twenty.
PRESENT:
DEBRA ANN LIVINGSTON,
RAYMOND J. LOHIER, JR.,
WILLIAM J. NARDINI,
Circuit Judges.
_____________________________________
Charles D. Gianetti,
Plaintiff-Appellant,
v. 19-1135
Teakwood, Ltd., David W. Houze, Todd
Fentress, 256 Enterprises, Inc., Heritage
Resources, Inc., Jack D’Aurora, Robert
J. Behal,
Defendants-Appellees.
_____________________________________
FOR PLAINTIFF-APPELLANT: Charles D. Gianetti, pro se,
Bridgeport, CT
FOR DEFENDANTS-APPELLEES: Jack D’Aurora, Esq., The Behal Law Group,
Columbus, OH
Appeal from a judgment of the United States District Court for the District of Connecticut
(Underhill, J.).
UPON DUE CONSIDERATION, IT IS HEREBY ORDERED, ADJUDGED, AND
DECREED that the judgment of the district court is VACATED and the case is REMANDED
for further proceedings consistent with this order.
Plaintiff-Appellant Charles D. Gianetti (“Gianetti”), proceeding pro se, appeals from the
district court’s dismissal of his complaint for lack of personal jurisdiction over Ohio-based
defendants Teakwood, Ltd. (“Teakwood”); 256 Enterprises, Inc.; Heritage Resources, Inc.; David
W. Houze; Todd Fentress; Jack D’Aurora; and Robert J. Behal. Gianetti, who was a limited partner
in Teakwood’s predecessor entity, a partnership called “Discovery 76,” raised state-law tort claims
against the defendants based on their alleged wrongdoing in dissolving Discovery 76 and
transferring its assets to Teakwood. Where, as here, the district court decides the motion based on
the pleadings and affidavits, we “review the district court’s resulting legal conclusions de novo.”
Dorchester Fin. Secs., Inc. v. Banco BRJ, S.A., 722 F.3d 81, 85 (2d Cir. 2013).
On appeal, Gianetti challenges the district court’s determination that it lacked personal
jurisdiction over the defendants under Connecticut’s long-arm statute, arguing, inter alia, that
jurisdiction was proper because defendants (1) transacted business in Connecticut, and (2)
committed tortious acts in the state. We assume the parties’ familiarity with the underlying facts,
procedural history, and issues on appeal, which we elaborate upon only as necessary to explain
our decision to vacate and remand.
As to Gianetti’s first argument, we are unpersuaded. Gianetti contends that the defendants
are subject to personal jurisdiction in Connecticut because he signed his investment contract in
Connecticut and the defendants transacted business within the state. However, the complaint
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alleges that he obtained his original partnership through a Connecticut brokerage company that is
not a defendant and that the defendants are based in Ohio. The complaint does not allege that any
of the defendants transacted business within Connecticut except to occasionally mail him papers
and distributions.
We agree with the district court that these allegations are insufficient to establish that the
defendants transacted business in Connecticut within the meaning of Connecticut’s long-arm
statute. As one district court has explained, “the term ‘transacts business’ is ‘not broadly
interpreted in Connecticut’ . . . [and] the negotiation of contracts, standing alone, does not
constitute ‘transacting business’ in Connecticut. Similarly, the transmission of communications
between an out-of-state defendant and a plaintiff within the jurisdiction does not, by itself,
constitute the transaction of business in a forum state.” LucidRisk, LLC v. Ogden, 615 F. Supp.
2d 1, 5 (D. Conn. 2009) (citation omitted) (first quoting Goudis v. Am. Currency Trading Corp.,
233 F. Supp. 2d 330, 334 (D. Conn. 2002), then citing Bross Utils. Serv. Corp. v. Aboubshait, 489
F. Supp. 1366, 1371–72 (D. Conn. 1980)); see also, e.g., Ryan v. Cerullo, 282 Conn. 109, 119–21
(2007). Accordingly, the district court correctly determined that personal jurisdiction was lacking
on this basis.
Gianetti’s second argument, by contrast, merits further analysis. According to Gianetti,
personal jurisdiction was also proper based on a distinct provision of the Connecticut long-arm
statute that authorizes jurisdiction over defendants who engaged in a tortious act in Connecticut.
See Conn. Gen. Stat. § 52-59b(a)(2); Conn. Gen. Stat. § 33-929(f)(4). Gianetti argues that he made
the necessary showing of a tort committed in Connecticut in his affidavit in opposition to the
motion to dismiss, which alleged that the defendants mailed him documents containing false or
misleading representations and attached numerous letters as exhibits. Alleged misrepresentations
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such as these may, in some circumstances, constitute tortious conduct within Connecticut
permitting the exercise of personal jurisdiction. See, e.g., Knipple v. Viking Commc’ns, Ltd., 236
Conn. 602, 610–11 (1996); Doe v. Ciolli, 611 F. Supp. 2d 216, 221–22 (D. Conn. 2009) (collecting
cases). Without expressing a view as to the sufficiency of the allegations here, we note that the
district court has not addressed the question of whether Gianetti has established a prima facie
showing of personal jurisdiction on this basis, nor the questions of whether the exercise of such
jurisdiction would comport with due process or whether, as defendants argue, the Ohio litigation
constitutes a res judicata bar to Gianetti’s tort claims. We therefore remand to the district court
for consideration of these issues in the first instance.
We have considered the parties’ remaining arguments and find them to be without merit.
Accordingly, we VACATE the dismissal of the complaint for lack of personal jurisdiction and
REMAND this case to the district court for proceedings consistent with this order.
FOR THE COURT:
Catherine O’Hagan Wolfe, Clerk
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