The mission of the Connecticut Judicial Branch is to serve the interests of justice and the public by resolving matters brought before it in a fair, timely, efficient and open manner.
Business Law

Appellate Court Opinion

   by Booth, George

 http://jud.ct.gov/lawlib/LawLibNews/Posts/Post.aspx?Id=419

AC38538 - Papallo v. Lefebvre (Fiduciary duty; "On appeal, the plaintiffs claim that the court erred by concluding that (1) the defendant did not breach his fiduciary duty to the plaintiff through his handling of the LLC revenues; (2) the defendant did not have the intent necessary to be found liable for statutory theft; (3) an accounting was not warranted; and (4) the defendant's conduct did not violate CUTPA. The defendant did not participate in this appeal. We agree with the first claim but disagree with the remaining ones. Accordingly, we affirm in part and reverse in part the judgment of the court.")


Connecticut Uniform Limited Liability Company Act

   by Roy, Christopher

 http://jud.ct.gov/lawlib/LawLibNews/Posts/Post.aspx?Id=288

Public Act 16-97 makes many changes to the Connecticut Uniform Limited Liability Company Act. A summary of those changes is available. The act is effective July 1, 2017.

Also, many of our law libraries have received the 2016 supplement to Connecticut Limited Liability Company Forms and Practice Manual. Here is the table of contents:

PART I: ORGANIZATION
Chapter 1: Introduction
Chapter 2: Formation and Organization

PART II: OPERATIONS
Chapter 3: The Operating Agreement
Chapter 4: Organization
Chapter 4A: Single-Member LLCs
Chapter 5: Limited Liability Company Capital
Chapter 6: Allocation and Distribution Provisions
Chapter 7: Management Provisions
Chapter 8: Transfer and Buy-Sell Provisions
Chapter 9: Dissolution
Chapter 10: Books, Records, and Accounting

PART III: MISCELLANEOUS
Chapter 11: Reorganization of the LLC
Chapter 12: Doing Interstate Business
Chapter 13: Professional Limited Liability Companies
Chapter 14: State and Local Tax Issues
Chapter 15: Use of LLCs by Exempt Organizations
Chapter 16: Bankruptcy Issues Concerning LLCs


Connecticut Business Registration Data Search Portal

   by Roy, Christopher

 http://jud.ct.gov/lawlib/LawLibNews/Posts/Post.aspx?Id=248

A new database to look up business corporations, nonstock corporations, benefit corporations, limited liability companies, limited liability partnerships, limited partnerships and statutory trusts has been launched. There is added search functionality compared to the state's CONCORD application. A description from the site is below:

Developed through a partnership between the Connecticut Secretary of the State and the Connecticut Data Collaborative, this portal allows for full-text searching, exploration and downloading of business registration records.

Use the advanced search to limit your results by date, business type, business status and more.

Data is updated monthly. For the latest, official information about a given business, please consult the CT Secretary of the State's CONCORD application.

Source: http://searchctbusiness.ctdata.org/

CT Business Registration Data


Contract Law Appellate Court Opinion

   by Roy, Christopher

 http://jud.ct.gov/lawlib/LawLibNews/Posts/Post.aspx?Id=124

AC37794 - Scarfo v. Snow ("The plaintiff, Neil Scarfo, appeals from the judgment of the trial court, rendered in favor of the defendants, Patrick Snow, Cider Hill Associates, LLC (Cider Hill), Premier Building & Development, Inc., Kane Street Associates, LLC, Cobblestone Associates, LLC, Premier Financial, Inc., Sydney Property Management, LLC, and Premier Development, Inc. On appeal, the plaintiff claims that the court erred in concluding that he did not establish his claims of spoliation of evidence, breach of contract, and breach of fiduciary duty against Snow. Although the trial court authored a well written and thorough memorandum of decision, we, nevertheless, conclude that the form of judgment was improper because the plaintiff lacked standing to assert these claims in his individual capacity, and we reverse the judgment and remand the matter with direction to dismiss the case.")


Declaratory Judgment Law Appellate Court Opinion

   by Roy, Christopher

 http://jud.ct.gov/lawlib/LawLibNews/Posts/Post.aspx?Id=82

AC37588 - Prime Locations of CT, LLC v. Rocky Hill Development, LLC ("The defendants MPM Enterprises, LLC (MPM), and Luke DiMaria appeal from the judgment of the trial court rendered in favor of the plaintiffs, Prime Locations of CT, LLC (Prime Locations), Hasson Holdings, LLC (Hasson), SMS Realty, LLC (SMS), and C&G Holdings, LLC (C&G). On appeal, the defendants argue that the court improperly (1) concluded that the plaintiffs had standing and (2) decided the case on a basis that was not pleaded, briefed or argued during the proceedings in the trial court. We agree with the defendants' second claim, and reverse the judgment of the trial court.")


Tort Law Supreme and Appellate Court Opinions

   by Mazur, Catherine

 http://jud.ct.gov/lawlib/LawLibNews/Posts/Post.aspx?Id=60

SC19248 - Western Dermatology Consultants, P.C. v. VitalWorks, Inc. ("In this certified appeal, the plaintiff, Western Dermatology Consultants, P.C., claims that the Appellate Court improperly reversed the judgment of the trial court, which found that the defendants, VitalWorks, Inc. (VitalWorks), and Cerner Physician Associates, Inc. (Cerner), had violated the Connecticut Unfair Trade Practices Act (CUTPA), General Statutes ยง 42-110a et seq., by making misrepresentations in connection with the sale of certain practice management and electronic medical records software to the plaintiff. The plaintiff contends that the Appellate Court incorrectly concluded that, under applicable choice of law principles, the law of New Mexico, rather than CUTPA, governs the plaintiff's unfair trade practices claim. We conclude that the Appellate Court correctly determined that that claim is governed by New Mexico law. Contrary to the determination of the Appellate Court, however, we conclude that the case must be remanded for a new trial so that New Mexico law can be applied to the plaintiff's unfair trade practices claim.)

AC37516 - Porto v. Petco Animal Supplies Stores, Inc. ("Traditionally, in a premises liability case, a plaintiff must prove that the defendant had actual or constructive notice of the hazard that injured her. Baptiste v. Better Val-U Supermarket, Inc., 262 Conn. 135, 140, 811 A.2d 687 (2002). Our Supreme Court adopted a narrow exception to that notice requirement in Kelly v. Stop & Shop, Inc., 281 Conn. 768, 770, 918 A.2d 249 (2007), where in it held that a supermarket that operated a self-service salad bar was liable for slips and falls suffered by patrons near the service area because the store's self-service mode of operation created an inherently foreseeable hazard. In the present case, the plaintiff, Katerina Porto, seeks to extend that holding to pet stores that allow leashed animals inside its stores, arguing that their 'pet-friendly mode of operation' caused her to slip and fall in dog urine while a customer at the store of the defendant, Petco Animal Supplies Stores, Inc. The trial court held that the mode of operation rule did not apply under those facts and rendered judgment in favor of the defendant. We agree, and affirm the judgment of the trial court.")


Connecticut Business Law Titles in Our Law Libraries

   by Roy, Christopher

 http://jud.ct.gov/lawlib/LawLibNews/Posts/Post.aspx?Id=32

Below are some of our Connecticut treatises, guides, and form books on business law that each of our law libraries own.

  • Connecticut Business Litigation, by Finn & Cedillo (2013)
  • Connecticut Corporation Law & Practice 2d, by Ford (Regularly Updated)
  • Connecticut Limited Liability Company, by Convincer (Regularly Updated)
  • Connecticut Unfair Trade Practices Act, CT Practice Series, v.12, by Langer (Regularly Updated)
  • Library of Connecticut Civil Complaints for Business Litigation (2010)
  • A Practical Guide to Organizing a Business in CT, edited by Seigel (2013)