United States District Court, D. Connecticut
RULING GRANTING MOTION TO DISMISS
Bond Arterton, U.S.D.J.
General Electric Company ("GE") brought this suit
against Defendant SunTrust Banks, Inc. ("SunTrust")
in state court, seeking indemnification from Defendant for
its economic losses and costs incurred in defending GE
against an action brought by John Osborne. (See
Compl. [Doc. # 1-1] ¶¶ 3, 15.) Defendant
subsequently removed this case [Doc. # 1] to this Court.
Defendant now moves [Doc. # 20] to dismiss the case for lack
of personal jurisdiction. Plaintiff has failed to oppose the
motion. For the following reasons, Defendant's motion is
alleges the following facts, as relevant to this motion, in
its complaint. Defendant is a Georgia corporation (with its
principal place of business in Georgia), which
"provid[es] various services relating to securities
transactions, including providing signature guarantees for
stock certificate transfers known as a 'medallion
signature guarantee.'" (Compl. ¶ 2.) In 1995 and
1997, Plaintiff "issued shares of GE stock to its former
employee, John Osborne, in certificate form." (Id.
¶ 3.) In "November and December of 1999,
" Plaintiff "received a request to transfer the
Osborne [certificates on the basis of the certificates
purportedly being endorsed by the signature of John
Osborne." (Id. ¶ 4.) Because Defendant
"provided medallion signature guarantees for the 1999
requests to transfer the Osborne [certificates, "
Plaintiff "approved the transfer" of the
certificates. (Id. ¶ 6.)
However, Mr. Osborne later "reported to GE that he
neither requested nor authorized the 1999 transfers, "
and he therefore sought reissuance of his shares from GE.
(Id. ¶¶ 8-9.)
Mr. Osborne sued GE in Connecticut Superior Court for
wrongful transfer of his certificates and was awarded damages
in the amount of $120, 000. (Id. ¶¶
11-12.) Plaintiff seeks indemnification for those damages and
costs associated with defending against the Osborne action.
(Id. ¶ 15.)
determine personal jurisdiction over a non-domiciliary in a
case involving a federal question, the Court must engage in a
two-step analysis." Chloe v. Queen Bee of Beverly
Hills, LLC, 616 F.3d 158, 163 (2d Cir. 2010). First, the
Court applies "the forum state's long-arm
statute." Id. "If the long-arm statute
permits personal jurisdiction, the second step is to analyze
whether personal jurisdiction comports with the Due Process
Clause of the United States Constitution." Id.
long-arm statute provides that:
Every foreign corporation which transacts business in this
state in violation of section 33-920  shall be subject to suit in
this state upon any cause of action arising out of such
Conn. Gen. Stat. § 33-929 (e). In addition:
Every foreign corporation shall be subject to suit in this
state, by a resident of this state or by a person having a
usual place of business in this state ..., on any cause of
action arising as follows: (1) Out of any contract made in
this state or to be performed in this state; (2) out of any
business solicited in this state .. . if the corporation has
repeatedly so solicited business . ..; (3) out of the
production, manufacture or distribution of goods by such
corporation with the reasonable expectation that such goods
are to be used or consumed in this state and are so used or
consumed . . .; or (4) out of tortious conduct in this state
Id. § 33-929(f).
GE has not alleged that Defendant transacts business in
Connecticut in violation of § 33-920, nor any facts from
which such a conclusion could be drawn. Section 33-929(e)
does not, therefore, permit the exercise of personal
jurisdiction over Defendant. Plaintiff fares no better under
§ 33-929(f), as it has not alleged: any contract made by
Defendant in Connecticut or to be performed in Connecticut;
any business solicited by Defendant in Connecticut; any
production, manufacture, or distribution of goods by
Defendant; or any tortious conduct by Defendant in
Connecticut. Indeed, the only mention of Connecticut in the
entirety of the complaint is an assertion that Plaintiffs
principal place of business is ...