SABR CHEMICALS GROUP LLC v. NORTHEAST CHEMICALS INC (2025)

Order, Supreme Court, New York County (Debra A. James, J.), entered November 22, 2024, which, to the extent appealed from as limited by the briefs, granted plaintiff's motion for leave to amend the complaint, unanimously affirmed, without costs.

Supreme Court providently exercised its discretion in granting plaintiff's motion to amend the caption and the complaint to change the name of defendant United Foods Corporation to United Foods Corp. a/k/a United Foods Corporation.  Documents in the record — including emails, bank records, a credit reference, and a purchase order — sufficiently link United Foods Corporation and United Foods Corp. (see Rodriguez v. Dixie N.Y.C., Inc., 26 A.D.3d 199, 200, 810 N.Y.S.2d 34 [1st Dept. 2006];  National Refund & Util. Servs., Inc. v. Plummer Realty Corp., 22 A.D.3d 430, 430, 803 N.Y.S.2d 63 [1st Dept. 2005]).  Defendants admit that defendant Jimmy Hsu, the president of defendants Northeast Chemicals, Inc. and United Foods Corporation, was also the president of United Foods Corp. Given the strong indications that United Foods Corporation and United Foods Corp. are closely associated with each other, if not part of the same corporate structure, United Foods Corp. “knew or should have known of the existence of the litigation against it, and will not be prejudiced thereby” (Fink v. Regent Hotels, 234 A.D.2d 39, 41, 650 N.Y.S.2d 216 [1st Dept. 1996]).

Additionally, United Foods Corporation (and thus United Foods Corp.) waived any personal jurisdiction argument based on improper service when it failed to raise this issue in its CPLR 3211(a) motion to dismiss the complaint in the related action plaintiff commenced against United Foods Corporation and Mr. Hsu, which was later consolidated with this action (see CPLR 3211[e];  Competello v. Giordano, 51 N.Y.2d 904, 905, 434 N.Y.S.2d 976, 415 N.E.2d 965 [1980]).  Finally, an amended summons naming United Foods Corp. is not necessary because the court already has jurisdiction over it (see Patrician Plastic Corp. v. Bernadel Realty Corp., 25 N.Y.2d 599, 607–608, 307 N.Y.S.2d 868, 256 N.E.2d 180 [1970]).

We have considered defendants' remaining arguments and find them unavailing.