S. Garson, LLC v. Luck

Summary

The Appellate Division, Second Department, affirmed an order permitting S. Garson, LLC to amend the caption to correct its name and denying the defendants’ requests to dismiss the amended complaint and require security for costs. The court held that the name correction did not prejudice any substantial right and that the plaintiff, a foreign limited liability company authorized to do business in New York, had capacity to sue. It also concluded that the amended complaint adequately stated claims for breach of contract and related costs and fees, and that alleged typographical errors did not warrant dismissal.

Holdings

1. When the proper plaintiff is before the court under a defective name or title, amendment correcting the title is permissible, and the court properly exercised its discretion to grant S. Garson, LLC's renewed motion to amend the caption.
2. Because the plaintiff was a foreign limited liability company authorized to do business in New York, dismissal for lack of capacity to sue was unwarranted and the plaintiff was not required to post a bond as security for costs.
3. The amended complaint adequately stated causes of action for breach of contract and related costs and fees.
4. The typographical error in the apartment address did not defeat notice or require dismissal, and the lease and property-transfer record did not conclusively establish that the lease was a nullity.

Questions Presented

1. Whether the plaintiff could amend the caption to correct its name when the proper plaintiff was already before the court under a defective name.
2. Whether the plaintiff's failure to submit a new proposed amended complaint or to justify its failure to submit a managing-member affidavit on an earlier motion required denial of the renewed amendment motion.
3. Whether the plaintiff's status as a foreign limited liability company authorized to do business in New York required dismissal for lack of capacity to sue or required security for costs.
4. Whether the amended complaint stated causes of action for breach of contract and related costs and fees under CPLR 3211(a)(7).
5. Whether documentary evidence conclusively established that the lease was a nullity or otherwise required dismissal under CPLR 3211(a)(1), and whether Real Property Law § 238-a(2) required dismissal of the late-fee claim.

Disposition

affirmed