At page 261 Determining limitation periods for breach of fiduciary duty14 citing cases“However, because we conclude that there is a question of fact as to plaintiffs knowledge in this regard, the cause of action for breach of fiduciary duty cannot be dismissed at this juncture on this ground.”
- William F. Nicklin, No. 19-35092 (Bankr. S.D.N.Y. May 8, 2024).unpublishedId. (citing Yatter v Morris Agency, 256 AD2d 260, 261 (1998)).
- Grabis v. Navient Solutions, LLC, No. 15-01420 (Bankr. S.D.N.Y. Dec. 11, 2020).C.P.L.R. 214(4).75 See also Yatter v. William Morris Agency, 256 A.D.2d 260, 261 (1st Dep’t. 1998) (“Because plaintiff's breach of fiduciary duty claim seeks only money damages, the 75 That section states, in relevant part: The following a…
- Estrada v. Metro. Prop. Grp., Inc., 110 A.D.3d 497 (N.Y. App. Div. 1st Dep't 2013).published Given that the fraud claim was deficient, the only branch of the fiduciary duty claim that could have remained was one for “injury to property” However, that claim is time-barred by the three-year statute of limitations (see CPLR 214 [4];…
- Brooks, III, Llord Byron v. Axa Advisors, LLC, 104 A.D.3d 1178 (N.Y. App. Div. 4th Dep't 2013).publishedThe negligence cause of action accrued on the dates of injury to plaintiffs (see Kronos, Inc. v AVX Corp., 81 NY2d 90, 94 [1993]), which in the case of each plaintiff occurred more than three years prior to the commencement of the action.…
- Jones v. Riese Org., 93 A.D.3d 598 (N.Y. App. Div. 1st Dep't 2012).publishedPlaintiffs claims against the condominium boards for breach of fiduciary duty and negligence are time-barred since the allegations in the complaint establish that they accrued no later than 1990 (see CPLR 214 [4], [5]; Yatter v Morris Agen…
- Pursnani v. Stylish Move Sportswear, Inc., 92 A.D.3d 663 (N.Y. App. Div. 2d Dep't 2012).publishedThus, those causes of action are governed by the three-year limitations period applicable to injury to property (see CPLR 214 [4]; IDT Corp. v Morgan Stanley Dean Witter & Co., 12 NY3d 132, 139-140 [2009]; Carbon Capital Mgt., LLC v Americ…
- Weksler v. Weksler, 81 A.D.3d 401 (N.Y. App. Div. 1st Dep't 2011).publishedThe ninth and tenth causes of action are subject to CPLR 214’s three-year limitations period because plaintiff seeks money damages only under these claims (see Yatter v Morris Agency, 256 AD2d 260, 261 [1998]).
- Monaghan v. Ford Motor Co., 71 A.D.3d 848 (N.Y. App. Div. 2d Dep't 2010).publishedYatter v Morris Agency, 256 AD2d 260, 261 [1998]).
- IDT Corp. v. Morgan Stanley Dean Witter & Co., 907 N.E.2d 268 (N.Y. 2009).publishedYatter v Morris Agency, 256 AD2d 260, 261 [1st Dept 1998]).
- Bouley v. Bouley, 19 A.D.3d 1049 (N.Y. App. Div. 4th Dep't 2005).publishedIf the relief sought is equitable, the six-year period set forth in CPLR 213 (1) applies, but if only money damages are sought, the three-year period set forth in CPLR 214 applies (see Kaufman v Cohen, 307 AD2d 113, 118 [2003]; Matter of K…
Show 3 more citing cases
- Carlingford Ctr. Point Assocs. v. MR Realty Assocs., 4 A.D.3d 179 (N.Y. App. Div. 1st Dep't 2004).publishedA breach of fiduciary duty claim is governed by either a three-year or six-year limitation period, depending on the nature of the relief sought (see Yatter v William Morris Agency, 256 AD2d 260, 261 [1998]).
- Tatko v. Sheldon Slate Prods. Co., 2 A.D.3d 1030 (N.Y. App. Div. 3d Dep't 2003).publishedTo the extent that plaintiff alleges a more general breach of fiduciary duty, such claims would fall under either a three-year or six-year limitations period, depending on the nature of the relief sought (see CPLR 214 [4]; Loengard v Santa…
- Kaufman v. Cohen, 307 A.D.2d 113 (N.Y. App. Div. 1st Dep't 2003).publishedGenerally, the applicable statute of limitations for breach of fiduciary claims depends upon the substantive remedy sought (Loengard v Santa Fe Indus., 70 NY2d 262, 267 [1987]; Yatter v William Morris Agency, 256 AD2d 260, 261 [1998]; see…
682 N.Y.S.2d at 199 finding where the remedy sought is purely monetary in nature, courts construe the suit as alleging “injury to property” within the meaning of N.Y. C.P.L.R. § 214 (4), which has a three-year limitations period5 citing cases
- Pirri v. Cheek, No. 1:19-cv-00180, 2019 WL 2472438 (S.D.N.Y. June 13, 2019).C.P.L.R. § 213 (1)] applies.” Jd. (finding remedy to be primarily monetary in nature, even though plaintiffs also sought equitable relief) (citing Yatter v. Morris Agency, 682 N.Y.S.2d 198, 199 (1st Dep’t 1998); Loengard v. Santa Fe Indus.…
- Rapaport v. Robin S. Weingast & Assocs., Inc., 859 F. Supp. 2d 706 (D.N.J. 2012).publishedCPLR § 214 ; Kaufman v. Cohen, 307 A.D.2d 113, 118 , 760 N.Y.S.2d 157 (N.Y.App.Div.2003)(applying a three year statute of limitation for claim of breach of fiduciary duty where Plaintiff sought monetary damages and did not raise a claim fo…
- Rotter v. Leahy, 93 F. Supp. 2d 487 (S.D.N.Y. 2000).publishedSee Loengard v. Santa Fe Indus., 70 N.Y.2d 262, 266 , 519 N.Y.S.2d 801 , 514 N.E.2d 113 (1987); Yatter v. William Moms Agency, Inc., 256 A.D.2d 260 , 682 N.Y.S.2d 198, 199 (1st Dep’t 1998).
- Bausch & Lomb Inc. v. Alcon Labs., Inc., 64 F. Supp. 2d 233 (W.D.N.Y. 1999).publishedSee, e.g., Independent Order of Foresters v. Donald, Lufkin & Jenrette, Inc., 157 F.3d 933, 942-43 (2d Cir.1998); Eagleston v. Guido, 41 F.3d 865, 871 (2d Cir.1994) (“in some circumstances, factual issues related to statute of limitations…
- Levin v. Modi, No. 19-01102 (Bankr. S.D.N.Y. Oct. 15, 2021).(finding where the remedy sought is purely monetary in nature, courts construe the suit as alleging “injury to property” within the meaning of N.Y. C.P.L.R. § 214 (4), which has a three-year limitations period)
At page 260 shareholder standing found where plaintiff asserted a direct cause of action for alleged intentional undervaluation of shares for the purpose of repurchase by the corporation, pursuant to an employment agreement2 citing cases
- Higgins v. New York Stock Exch., Inc., 10 Misc. 3d 257 (N.Y. Sup. Ct. 2005).published(shareholder standing found where plaintiff asserted a direct cause of action for alleged intentional undervaluation of shares for the purpose of repurchase by the corporation, pursuant to an employment agreement)
- Holbrook v. Nat'l Fuel Gas Distrib. Corp., 11 A.D.3d 1040 (N.Y. App. Div. 4th Dep't 2004).publishedSupreme Court properly concluded that the first cause of action is not barred by the statute of limitations, which the court further properly determined to be six years in accordance with CPLR 213 (2) (see Yatter v William Morris Agency, 2…
Other citing cases
- People v. Trump, 88 N.Y.S.3d 830 (N.Y. Sup. Ct. 2018).published
v.
William Morris Agency, Inc.
—Order, Supreme Court, New York County (Charles Ramos, J.), entered June 30, 1997, which granted defendant’s motion to dismiss the amended complaint to the extent of dismissing the first and second causes of action, unanimously reversed, on the law, with costs, and the first and second causes of action reinstated.
As to plaintiffs first cause of action for breach of contract, we find that plaintiffs allegations are sufficient to withstand defendant’s motion to dismiss pursuant to CPLR 3211 (a) (1) and (7). The nature of the breach, at least with respect to the shareholders’ agreement, was adequately pleaded, given the allegations in the complaint together with plaintiffs affidavit and the contract itself, which was attached to the pleadings (see, e.g., Merrill Lynch, Pierce, Fenner & Smith v Chipetine, 221 AD2d 284, 287; see also, Jaffe v Paramount Communications, 222 AD2d 17, 22-23). As to the documentary evidence defense, in our view, the IAS Court erred in concluding at this stage of the litigation that the contested provisions of the shareholders’ agreement cannot be read to impose any obligation on defendant to disapprove the accountants’ valuation of a departing employee’s stock under any circumstances.
As to both the breach of contract claim and the second cause of action, for breach of fiduciary duty, we find that plaintiff possessed an individual cause of action with respect to the alleged intentional undervaluation of his shares for purposes of their repurchase by defendant (as opposed to an actual decrease in the stock’s value), contrary to the IAS Court’s conclusion that only a derivative cause of action would lie for such claim.
We further find that, as to plaintiffs second cause of action, for breach of fiduciary duty, facts relating to this claim are particularly within defendant’s knowledge, and, just as the IAS Court declined to dismiss plaintiffs fraud claim as insufficiently pleaded under CPLR 3016 (b) for this reason, it should have declined to dismiss the fiduciary claim on the same ground.
In light of our conclusion that the IAS Court erred in dismissing the two causes of action, we turn to the issue of whether they are barred by the Statute of Limitations. With respect to[*261] the breach of contract claim, which must be brought within six years of accrual (CPLR 213 [2]), we agree with plaintiffs contention that this cause of action accrued on the date of the closing of the transaction that gives rise to this litigation (see, Rachmani Corp. v 9 E. 96th St. Apt. Corp., 211 AD2d 262), and that therefore this cause of action is not time-barred. A breach of fiduciary duty claim falls under either a three-year or six-year limitation period, depending on the nature of the relief sought (Loengard v Santa Fe Indus., 70 NY2d 262, 266; Ghandour v Shearson Lehman Bros., 213 AD2d 304, 306, lv denied 86 NY2d 710). Because plaintiffs breach of fiduciary duty claim seeks only money damages, the applicable limitations period is three years. While defendant does not appear to contest plaintiffs argument that a discovery accrual rule applies to this claim, defendant does maintain that it is time-barred because plaintiff had reason to know of the alleged breach as early as 1989, six years before the action was brought. However, because we conclude that there is a question of fact as to plaintiffs knowledge in this regard, the cause of action for breach of fiduciary duty cannot be dismissed at this juncture on this ground. Concur — Milonas, J. P., Rosenberger, Ellerin and Andrias, JJ.