On April 20, 2023, the First Department issued a decision in G & Y Maintenance Corp. v. Core Cont. Constr. LLC, 2023 NY Slip Op. 02061, holding that domination, without more, was an insufficient basis to pierce the corporate veil, explaining:
Plaintiffs failed to allege facts sufficient to pierce the corporate veil to hold Chiang (Core’s president) liable, as plaintiff set forth only conclusory allegations merely reciting typical veil-piercing factors. Furthermore, using one’s domination and control to cause another to breach its contractual obligations is insufficient to pierce the corporate veil.
Plaintiff contends that the instant action involves more than a simple breach of contract because Chiang misrepresented that Core would pay plaintiff. However, the amended complaint does not assert a claim for fraud and, even if it did, such a claim would be duplicative of the breach of contract claim. Plaintiff knew that it was contracting with Core: it alleges that it sent a proposal to Core — not Chiang — at Core’s request. If plaintiff mistrusted Core’s ability to pay, it should have requested a guarantee from Chiang.
(Internal quotations and citations omitted).