Posts tagged "1201317"

Kirin Produce Co., Inc. v. Lun Fat Produce, Inc., et al. (Lawyers Weekly No. 12-013-17)

COMMONWEALTH OF MASSACHUSETTS SUFFOLK, ss. SUPERIOR COURT. 1684CV03338-BLS2 ____________________ KIRIN PRODUCE CO., INC. v. LUN FAT PRODUCE, INC. and PETER TAM, AS TRUSTEE OF TAM REALTY TRUST and RICHARD Q. CHEN, Intervenor ____________________ MEMORANDUM AND ORDER ALLOWING MOTIONS TO DISMISS Kirin Produce Co., Inc., alleges that it contracted with Lun Fat Produce, Inc., and its owner Peter Tam to purchase Lun Fat’s assets and to lease for three years and then purchase the property where Lun Fat is located. Kirin asserts that Tam and Lun Fat refused to carry out their alleged contractual obligations to Kirin, and that Tam instead agreed to sell all shares of Lun Fat stock and the property in question to Richard Chen. Kirin seeks specific performance of its alleged contract, a declaratory judgment that Lun Fat and Tam entered into an enforceable agreement with Kirin, liquidated damages for breach contract, and compensatory and punitive damages under G.L. c. 93A, § 11. Mr. Chen intervened to protect his interests, prompting Kirin to seek declaratory relief against him as well. Defendants have moved to dismiss all claims under Mass. R. Civ. P. 12(b)(6). Tam and Lun Fat argues that the facts alleged in the complaint make clear that they never entered into any enforceable contract with Kirin, and thus Kirin has not stated any claim upon which relief can be granted. Chen joins in Tam’s arguments. The Court will ALLOW the motions to dismiss because Kirin has not alleged facts plausibly suggesting that Kirin, Tam, and Lun Fat entered into a contractual agreement that satisfies the Statute of Frauds. To the contrary, the detailed allegations in the amended complaint make clear that Kirin never entered into an enforceable agreement with Mr. Tam and Lun Fat. Since there is an actual controversy among the parties and Kirin has standing to bring this action, the Court will order that judgment enter declaring that Kirin and Defendants did not enter into an enforceable contract and dismissing all other claims with prejudice. – 2 – 1. Legal Standard. To survive a motion to dismiss under Rule 12(b)(6), a complaint must allege facts that “plausibly suggest” the plaintiff has a viable claim. Lopez v. Commonwealth, 463 Mass. 696, 701 (2012), quoting Iannacchino v. Ford Motor Co., 451 Mass. 623, 636 (2008), and Bell Atl. Corp. v. Twombly, 550 U.S. 544, 557 (2007). “Conclusory allegations” that a defendant has acted illegally are not enough; judges must disregard such assertions and “focus on whether the factual allegations plausibly suggest an entitlement to relief.” Maling v. Finnegan, Henderson, Farabow, Garrett & Dunner, LLP, 473 Mass. 336, 339 (2015), quoting Curtis v. Herb Chambers I-95, Inc., 458 Mass. 674, 676 (2011). When deciding a motion to […]


Posted by Massachusetts Legal Resources - March 2, 2017 at 4:33 am

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