On May 20, 2026, the Second Department issued a decision in City of Philadelphia Bd. of Pensions & Retirement v. Winters, 2026 NY Slip Op. 03141, holding that a motion to dismiss for lack of standing fails if the movant cannot show a lack of standing as a matter of law, explaining:
The Supreme Court incorrectly determined that the amended complaint should be dismissed insofar as asserted against SC based on lack of standing. Where a CPLR 3211(a)(3) motion is based upon an alleged lack of standing, the burden is on the moving defendant to establish, prima facie, the plaintiff’s lack of standing as a matter of law. To defeat a defendant’s motion, the plaintiff has no burden of establishing its standing as a matter of law; rather, the motion will be defeated if the plaintiff’s submissions raise a question of fact as to its standing. Here, it cannot be concluded that SC lacked standing as a matter of law. It is undisputed that the plaintiff is a member of SC. While SC contends that the plaintiff cannot have standing under the United Kingdom Companies Act of 2006 (hereinafter the UK Companies Act) because these claims were brought outside the United Kingdom, we conclude, based on the statutory scheme, that the geographic limitation in section 260(1) of the UK Companies Act is a procedural provision intended to distinguish the standards and procedures applicable in England and Wales or Northern Ireland from those applicable in Scotland. Further, the geographic limitation is procedural because it does not create or defeat any substantive rights. Since the procedural law of the forum typically applies under our conflict-of-law rules, the plaintiff’s failure to commence the action in England and Wales or Northern Ireland does not bar it from relying on the UK Companies Act to establish derivative standing in New York.
(Internal quotations and citations omitted).