Enforcement of a Foreign Judgment
Action in the Superior Court in Connecticut Seeking to Enforce the California Judgment
Default Judgment in California
Personal Jurisdiction
Due Process Clause
Nonsignatory to a Contract Bound by a Forum Selection Clause Contained Therein?
Breach of Contract
Full Faith and Credit
Common-Law Enforcement of a Foreign Judgment
Conflict of Laws
Service of Process (California Law)
This appeal arises out of a dispute between the plaintiff, Meribear Productions, Inc., doing business as Meridith Baer and Associates, and the defendants, Joan E. Frank and George A. Frank, in connection with a contract for the design, decoration, and staging for sale of the defendants’ residence at 3 Cooper Lane in Westport. After the plaintiff staged the defendants’ home by installing rental furniture, antiques, art, and home décor for the purpose of enhancing its appearance and, thereby, its prospects for sale, the defendants defaulted on their contractual payment obligations to the plaintiff. The plaintiff, a California company, obtained a default judgment against the defendants in its home state and thereafter filed an action in the Superior Court in Connecticut seeking to enforce the California judgment or, alternatively, to recover under the theories of breach of contract or quantum meruit.
The trial court rendered judgment in favor of the plaintiff against George Frank on the count seeking to enforce the California judgment and in favor of the plaintiff against Joan Frank on the breach of contract count. On appeal, the defendants claim that (1) the California judgment is unenforceable for lack of personal jurisdiction, (2) the contract is unenforceable under the Home Solicitation Sales Act (HSSA), General Statutes § 42-134a et seq., and (3) the amount of damages awarded by the trial court was improper. We affirm the judgment of the trial court.
The relevant facts either are undisputed or were found by the trial court following a bench trial. The plaintiff is a California corporation that provides residential design and decoration services, including the delivery, staging and leasing of home furnishings and décor. The defendants are a married couple who resided in a home owned by Joan Frank at 3 Cooper Lane in Westport. In an effort to sell their home and make it more attractive to potential purchasers, Joan Frank, as the homeowner, entered into a ‘‘staging services and lease agreement’’ (agreement) with the plaintiff on March 13, 2011. Under the terms of the agreement, Joan Frank agreed to pay the plaintiff a ‘‘ ‘staging fee’ ’’ in the amount of $19,000, which represented a nonrefundable ‘‘ ‘initial payment’ ’’ due ‘‘prior to the delivery and installation’’ of the furnishings. After the delivery and installation of the furnishings, the agreement provided that Joan Frank would make monthly rental payments in the amount of $1900 beginning on July 23, 2011. The initial term of the agreement was for four months ‘‘or until the buyer’s contingencies are either satisfied or waived with respect to the purchase of the property, whichever comes first.’’ If the property did not sell after four months, then the agreement would continue on a monthly basis, subject to the right of either party to terminate the agreement by providing written notice.
Joan Frank was the sole signatory to the agreement. Although George Frank did not sign the agreement and was not a party to it, he participated in its negotiation. Indeed, in negotiating the agreement, the plaintiff dealt exclusively with George Frank, his office assistant, and the defendants’ realtor. The plaintiff had no meaningful dealings with Joan Frank other than her execution of the agreement.
In addition to negotiating the agreement, George Frank signed an addendum to the agreement, addendum B, which is a credit card authorization expressly made ‘‘a part of the agreement . . . .’’ Pursuant to the credit card authorization, George Frank ‘‘authorized the plaintiff to charge his Visa credit card a ‘total amount’ of $19,000.’’ George Frank crossed out language in the addendum providing that he agreed to personally guarantee ‘‘any obligations that may become due.’’
Although George Frank was not a party to the agreement, he made substantive modifications to its terms. Paragraph 19 of the agreement contains a choice of law provision, which provides that ‘‘this agreement and the rights of the parties hereunder shall be determined, governed by and construed in accordance with the internal laws of the state of California without regard to conflicts of laws principles.’’ Paragraph 19 also contains a forum selection clause, which provides that ‘‘any dispute under that agreement shall only be litigated in any court having its situs within the city of Los Angeles, California, and the parties consent and submit to the jurisdiction of any court located within such venue.’’ Despite the choice of law provision, George Frank unilaterally added the following language at the end of paragraph 19: ‘‘Since this is a contract for an agreement taking place in the state of Connecticut, Connecticut laws will supersede those of California.’’
After George Frank made the initial payment of $19,000, the plaintiff delivered and installed the rental furnishings and décor pursuant to the terms of the agreement. Thereafter, the defendants defaulted on their rental obligation. The plaintiff hired a crew of movers to remove the rental furnishings and décor from the defendants’ residence, but the defendants denied the movers access to the premises. The defendants demanded that the plaintiff provide a written release of all claims, but the plaintiff refused.
The litigation began in California. On February 15, 2012, the plaintiff filed suit against the defendants in the Superior Court of California, county of Los Angeles, claiming, inter alia, breach of contract and conversion. That action resulted in a default judgment against the defendants in the amount of $259,746.10. When the default judgment remained unsatisfied, the plaintiff brought an action against the defendants in the Superior Court for the judicial district of Fairfield, seeking to enforce the foreign judgment. Alternatively, the plaintiff sought recovery against the defendants for breach of contract and quantum meruit under counts two and three of the complaint, respectively. The defendants raised various special defenses. In particular, the defendants claimed that (1) the California judgment was unenforceable for lack of personal jurisdiction, (2) the agreement was unenforceable under the HSSA because the plaintiff failed to advise the defendants of their cancellation rights, and (3) the plaintiff failed to mitigate its damages and breached the covenant of good faith and fair dealing.
On count one of the plaintiff’s complaint, seeking enforcement of the California judgment, the trial court found that the California court lacked personal jurisdiction over Joan Frank due to insufficient service of process but that ‘‘the substituted service of process on George Frank was valid.’’ ‘‘To the extent that George Frank claimed that the California court lacked sufficient minimum contacts over him’’ to satisfy the due process clause of the federal constitution, the trial court ‘‘disagreed.’’ The trial court reasoned that ‘‘George Frank admitted that he signed a guarantee of the staging agreement with a company that has a principal place of business in California and that the agreement provides that the city of Los Angeles is the appropriate forum. He disputes only the extent of the guarantee. The California court possessed personal jurisdiction over George Frank, and its judgment is entitled to full faith and credit as to him.’’ Therefore, the trial court rendered judgment ‘‘in favor of the plaintiff and against George Frank on the first count of the complaint for common-law enforcement of a foreign judgment.’’
The trial court proceeded to address counts two and three of the plaintiff’s complaint against Joan Frank for breach of contract and quantum meruit, respectively. In connection with count two, the trial court found that ‘‘the plaintiff’s evidence relevant to the claimed breach was credible,’’ that ‘‘the furnishings were delivered to, and installed in, the residence in March, 2011,’’ and that ‘‘Joan Frank failed to make the July rent payment, and the rent payments and other charges due thereafter.’’ Moreover, the trial court found that, following Joan Frank’s default on the rental payments, the plaintiff attempted to remove the inventory from the defendants’ residence, but the defendants wrongfully ‘‘denied the movers access to their home unless the plaintiff provided them with a full release of all claims,’’ which the plaintiff ‘‘reasonably refused . . . .’’ The trial court therefore concluded that Joan Frank had breached the agreement.
The trial court rejected Joan Frank’s claim that the agreement was unenforceable under the HSSA (…)
The trial court also rejected Joan Frank’s claim that the plaintiff had failed to mitigate its damages, finding that it was Joan Frank who had ‘‘wrongfully prevented’’ the removal of the home furnishings and décor. Furthermore, because ‘‘Joan Frank . . . wrongfully withheld payments under the agreement, and wrongfully refused the plaintiff’s attempts to reclaim the inventory,’’ the trial court found that she had breached the covenant of good faith and fair dealing by ‘‘injuring the rights of the plaintiff to receive the benefits of the staging agreement.’’ The trial court therefore rendered judgment in favor of the plaintiff and against Joan Frank on the plaintiff’s breach of contract claim. Having determined that ‘‘the plaintiff proved that Joan Frank breached the contract,’’ the trial court stated that it ‘‘need not consider the alternative claim for quantum meruit.’’
Finally, the trial court addressed the issue of damages. On the first count of the complaint, enforcement of the California judgment against George Frank, the trial court awarded the plaintiff the full amount of the California judgment: $259,746.10. On the second count of the complaint, breach of contract against Joan Frank, the trial court awarded the plaintiff damages for the loss of the home furnishings and décor in the amount of $235,598 and an additional $47,508.45 for ‘‘the rental loss and related late fees,’’ for a total of $283,106.45.
The defendants jointly appealed from the trial court’s judgment to the Appellate Court, claiming that (1) the California judgment was unenforceable against George Frank for lack of personal jurisdiction, (2) the agreement was unenforceable because it did not provide the defendants with notice of their cancellation rights under the HSSA, and (3) the damages award was improper because (a) the trial court awarded double damages against George Frank and Joan Frank for the same loss, and (b) the trial court incorrectly included damages for conversion of the home furnishings in the breach of contract award against Joan Frank. See Meribear Productions, Inc. v. Frank, 165 Conn. App. 305, 311, 316, 321–22, 140 A.3d 993 (2016), rev’d, 328 Conn. 709, 183 A.3d 1164 (2018). The Appellate Court affirmed the trial court’s judgment, holding that (1) the California judgment was enforceable as to George Frank because he consented to personal jurisdiction in California by signing addendum B, which was incorporated into the agreement; see id., 315; (2) the agreement was not subject to the provisions of the HSSA because it fell within the statutory exemption for transactions pertaining to the sale or rental of real property under § 42-134a (a) (5); see id., 316, 321; and (3) the measure of damages was proper because (a) the plaintiff may recover the full amount of damages under either count one or count two of the complaint but may not recover twice for the same loss; see id., 322; and (b) the amount of damages on the breach of contract claim was not clearly erroneous in light of the trial court’s factual findings ‘‘that Joan Frank had breached the staging services agreement by failing to pay the rent due, by wrongfully using the furniture in the defendants’ personal residence for approximately three years, and by thwarting the plaintiff’s efforts to retrieve its inventory, thereby resulting in the total loss of that inventory to the plaintiff.’’ Id., 323.
This court granted the defendants’ joint petition for certification to appeal. See Meribear Productions, Inc. v. Frank, 322 Conn. 903, 138 A.3d 288 (2016). During the adjudication of that appeal, a question arose ‘‘whether George Frank’s appeal had been taken from a final judgment when the trial court’s ruling had not disposed of all counts against him,’’ namely, the plaintiff’s alternative theories of recovery in counts two and three of the complaint, breach of contract and quantum meruit. Meribear Productions, Inc. v. Frank, 328 Conn. 709, 715, 183 A.3d 1164 (2018). Following oral argument and supplemental briefing from the parties, we determined that the trial court’s judgment was not final given that counts two and three ‘‘remained unadjudicated’’ as to George Frank and ‘‘presented the possibility that he could be found liable for additional damages.’’ Id., 726. Accordingly, we reversed the judgment of the Appellate Court and remanded to that court with direction to dismiss the defendants’ joint appeal. See id.
On remand to the trial court, the plaintiff withdrew counts two and three as to George Frank. The defendants thereafter filed a joint appeal with the Appellate Court, which we transferred to this court pursuant to General Statutes § 51-199 (c) and Practice Book § 65-2.
The full faith and credit clause of the United States constitution provides in relevant part that ‘‘Full Faith and Credit shall be given in each State to the . . . judicial Proceedings of every other State. . . .’’ U.S. Const., art. IV, § 1.
Of course, the due process clause sets the outer limits of a state court’s exercise of personal jurisdiction. See, e.g., Goodyear Dunlop Tires Operations, S.A. v. Brown, 564 U.S. 915, 923, 131 S. Ct. 2846, 180 L. Ed. 2d 796 (2011) (‘‘the due process clause of the fourteenth amendment sets the outer boundaries of a state tribunal’s authority’’ to exercise personal jurisdiction over defendant); WorldWide Volkswagen Corp. v. Woodson, 444 U.S. 286, 291, 100 S. Ct. 559, 62 L. Ed. 2d 490 (1980) (‘‘a judgment rendered in violation of due process is void in the rendering state and is not entitled to full faith and credit elsewhere’’). Consistent with the requirements of the full faith and credit clause, however, we first must determine whether the exercise of jurisdiction comports with the applicable law of the foreign state. Under some circumstances—including the present case, as we shall see—we need go no further than an examination of state law because, if jurisdiction is established under state law, then the due process clause is satisfied.
The defendants first claim that the foreign judgment against George Frank is unenforceable for lack of personal jurisdiction because George Frank’s sole contact with California was ‘‘signing a single credit authorization in Connecticut, and every relevant action the plaintiff took with regard to George Frank was taken in Connecticut. ‘‘The defendants contend that, under these circumstances, George Frank lacked sufficient minimum contacts with California and that the assertion of personal jurisdiction over him in that state offended traditional notions of fair play and substantial justice in violation of the due process clause of the United States constitution. See, e.g., Burger King Corp. v. Rudzewicz, 471 U.S. 462, 478, 105 S. Ct. 2174, 85 L. Ed. 2d 528 (1985) (‘‘an individual’s contract with an out-of-state party alone cannot automatically establish sufficient minimum contacts in the other party’s home forum’’ (emphasis in original)). The defendants further argue that George Frank did not consent to jurisdiction in California because he was not a party to the agreement, and, therefore, the forum selection clause in the agreement ‘‘cannot form a proper basis for jurisdiction.’’
The full faith and credit clause of the United States constitution governs an action to enforce a foreign judgment. ‘‘The full faith and credit clause requires a state court to accord to the judgment of another state the same credit, validity and effect as the state that rendered the judgment would give it. . . . This rule includes the proposition that lack of jurisdiction renders a foreign judgment void. . . . A party can therefore defend against the enforcement of a foreign judgment on the ground that the court that rendered the judgment lacked personal jurisdiction, unless the jurisdictional issue was fully litigated before the rendering court or the defending party waived the right to litigate the issue.’’ (Citations omitted.) Packer Plastics, Inc. v. Laundon, 214 Conn. 52, 56, 570 A.2d 687 (1990). The party raising a jurisdictional claim as a defense against the enforcement of a foreign judgment bears the burden of proving, ‘‘by a preponderance of the evidence, facts that demonstrate that the foreign court lacked jurisdiction.’’ Maltas v. Maltas, 298 Conn. 354, 364 n.11, 2 A.3d 902 (2010).
On appeal, we defer to the trial court’s factual findings but exercise plenary review over the ultimate question of personal jurisdiction. See Ryan v. Cerullo, 282 Conn. 109, 118, 918 A.2d 867 (2007). ‘‘The question of whether another state’s court properly exercised personal jurisdiction is determined with reference to the law of that state.’’ Maltas v. Maltas, supra, 298 Conn. 367; see, e.g., Smith v. Smith, 174 Conn. 434, 438–39, 389 A.2d 756 (1978); J. Corda Construction, Inc. v. Zaleski Corp., 98 Conn. App. 518, 524, 911 A.2d 309.
In California, ‘‘a civil court gains jurisdiction over a person through one of four methods. There is the old-fashioned method—residence or presence within the state’s territorial boundaries. . . . There is minimum contacts—activities conducted or effects generated within the state’s boundaries sufficient to establish a ‘presence’ in the state so that exercising jurisdiction is consistent with ‘ ‘‘traditional notions of fair play and substantial justice.’ ’’ . . . A court also acquires jurisdiction when a person participates in a lawsuit in the courthouse where it sits, either as the plaintiff initiating the suit . . . or as the defendant making a general appearance . . . . Finally, a party can consent to personal jurisdiction, when it would not otherwise be available.’’ (Citations omitted; footnote omitted.) Global Packaging, Inc. v. Superior Court, 196 Cal. App. 4th 1623, 1629, 127 Cal. Rptr. 3d 813 (2011).
We need not address the defendants’ minimum contacts argument because we conclude that George Frank consented to personal jurisdiction in California. ‘‘Due process permits the exercise of personal jurisdiction over a nonresident defendant . . . when the defendant consents to jurisdiction. . . . A party, even one who has no minimum contacts with a state, may consent to jurisdiction in a particular case. . . . Agreeing to resolve a particular dispute in a specific jurisdiction, for example, is one means of expressing consent to the personal jurisdiction of courts in the forum state for purposes of that dispute. . . . Although subject matter jurisdiction cannot be conferred by consent, personal jurisdiction can be so conferred, and consent may be given by a contract provision.’’ (Citation omitted; internal quotation marks omitted.) Rockefeller Technology Investments (Asia) VII v. Changzhou SinoType Techonology Co., Ltd., 9 Cal. 5th 125, 140, 460 P.3d 764, 260 Cal. Rptr. 3d 442, cert. denied, U.S. , 141 S. Ct. 374, 208 L. Ed. 2d 98 (2020); see also Burger King Corp. v. Rudzewicz, supra, 471 U.S. 472 n.14 (‘‘Because the personal jurisdiction requirement is a waivable right, there are a variety of legal arrangements by which a litigant may give express or implied consent to the personal jurisdiction of the court. . . . For example, particularly in the commercial context, parties frequently stipulate in advance to submit their controversies for resolution within a particular jurisdiction. . . . When such forum selection provisions have been obtained through freely negotiated agreements and are not unreasonable and unjust . . . their enforcement does not offend due process.’’ (Citations omitted; internal quotation marks omitted.)).
In the present case, the agreement expressly provided in relevant part that ‘‘any dispute under the agreement shall only be litigated in any court having its situs within the city of Los Angeles, California, and the parties consent and submit to the jurisdiction of any court located within such venue.’’ (Emphasis added.) The defendants do not dispute that the forum selection clause in the agreement is valid and enforceable and, therefore, that its ‘‘enforcement does not offend due process.’’ Burger King Corp. v. Rudzewicz, supra, 471 U.S. 472 n.14. Instead, they contend that George Frank is not bound by the forum selection clause because he did not sign the agreement. We disagree.
Generally, a nonsignatory to a contract is not bound by a forum selection clause contained therein. See, e.g., Berclain America Latina S.A., de C.V. v. Baan Co. N.V., 74 Cal. App. 4th 401, 404–405, 409, 87 Cal. Rptr. 2d 745 (1999) (holding that nonsignatory to contract lacked standing to enforce forum selection clause). An exception to this general rule exists, however, for non-signatories who are ‘‘so closely involved in the agreement or associated with a party to the transaction as to be functionally equivalent to that party.’’ Id., 403; see Net2Phone, Inc. v. Superior Court, 109 Cal. App. 4th 583, 589, 135 Cal. Rptr. 2d 149 (holding that forum selection clause was enforceable against nonsignatory on ground that it was ‘‘ ‘closely related’ to the contractual relationship because it stands in the shoes of those whom it purports to represent’’), review denied, Docket No. S117411 (Cal. August 27, 2003); Bancomer, S. A. v. Superior Court, 44 Cal. App. 4th 1450, 1461, 52 Cal. Rptr. 435 (1996) (to demonstrate that nonsignatory is ‘‘ ‘so closely related to the contractual relationship’ that it is entitled to enforce the forum selection clause, it must show by specific conduct or express agreement that (1) it agreed to be bound by the terms of the . . . agreement, (2) the contracting parties intended the nonsignatory to benefit from the . . . agreement, or (3) there was sufficient evidence of a defined and intertwining business relationship with a contracting party’’); Lu v. Dryclean-U.S.A. of California, Inc., 11 Cal. App. 4th 1490, 1494, 14 Cal. Rptr. 2d 906 (1992) (holding that nonsignatories were bound by forum selection clause because they were ‘‘closely related to the contractual relationship’’ in that they allegedly ‘‘participated in the fraudulent representations that induced the plaintiffs to enter into the agreement’’).
Under the ‘‘closely related’’ doctrine, a nonsignatory to a contract may be bound by a forum selection clause if the nonsignatory was so intimately involved in the negotiation, formation, execution, or ratification of the contract that it was reasonably foreseeable that he or she would be bound by the forum selection clause. See, e.g., Carlyle Investment Management, LLC v. Moonmouth Co. SA, 779 F.3d 214, 219 (3d Cir. 2015) (‘‘even if the defendants are not parties to the agreement or third-party beneficiaries of it, they may be bound by the forum selection clause if they are closely related to the agreement in such a way that it would be foreseeable that they would be bound’’); Lipcon v. Underwriters at Lloyd’s, London, 148 F.3d 1285, 1299 (11th Cir. 1998) (nonsignatories who signed letters of credit to provide collateral for signatories were bound by forum selection clause because their ‘‘interests . . . in the dispute are completely derivative of those of the signatories—and thus ‘directly related to, if not predicated upon’ the interests of the signatories’’), cert. denied, 525 U.S. 1093, 119 S. Ct. 851, 142 L. Ed. 2d 704 (1999); Hugel v. Corp. of Lloyd’s, 999 F.2d 206, 209 (7th Cir. 1993) (‘‘in order to bind a nonparty to a forum selection clause, the party must be ‘closely related’ to the dispute such that it becomes ‘foreseeable’ that it will be bound’’); Manetti-Farrow, Inc. v. Gucci America, Inc., 858 F.2d 509, 514 n.5 (9th Cir. 1988) (nonsignatories were bound by forum selection clause because they were ‘‘so closely related to the contractual relationship’’). In determining whether a nonsignatory may be bound by a forum selec- tion clause, ‘‘courts consider the nonsignatory’s . . . relationship to the signatory and whether the nonsignatory received a direct benefit from the agreement.’’ Carlyle Investment Management, LLC v. Moonmouth Co. SA, supra, 219.
Applying these factors, we conclude that George Frank was so closely related to the agreement that he is bound by the forum selection clause explicitly providing that the ‘‘the parties consent and submit to the jurisdiction of any court located within’’ the city of Los Angeles, California. First, the record reflects that George Frank participated in the negotiation of the agreement prior to its execution. Indeed, even though Joan Frank was ‘‘the sole signatory to the agreement,’’ she had no ‘‘meaningful dealings concerning the matter’’ and ‘‘was not involved in the process other than signing the agreement.’’ Instead, George Frank negotiated the agreement, ‘‘took charge of the project and dealt with the plaintiff.’’ George Frank was a party to the agreement in all but name.
Second, George Frank made substantive changes to the agreement prior to its execution. Specifically, ‘‘George Frank unilaterally added the following language to the end of paragraph 19,’’ which is the portion of the agreement that contains the forum selection clause and the choice of law provision: ‘‘Since this is a contract for an agreement taking place in the state of Connecticut, Connecticut laws will supersede those of California.’’ Notably, George Frank made no amendments to the forum selection clause.
Third, in addition to negotiating and amending the agreement, George Frank executed addendum B, which is a credit card authorization that expressly was made ‘‘a part of the agreement . . . .’’ Pursuant to addendum B, George Frank authorized a onetime credit card payment in the amount of $19,000, which represented the ‘‘initial payment’’ or ‘‘staging fee’’ due under the agreement. By doing so, George Frank authorized the sole payment made to the plaintiff and prompted the plaintiff’s full performance of its contractual obligations under the terms of the agreement.
Lastly, we consider George Frank’s relationship with the parties and whether he benefited from the agreement. As we previously explained, George Frank is married to Joan Frank and resided with her at 3 Cooper Lane—where the home furnishings and décor were installed and remained for years. See footnote 3 of this opinion. Given that George Frank plainly enjoyed the use and benefit of the home furnishings and décor and shared his wife’s desire to enter into the agreement for the purpose of selling their marital residence, we have no trouble concluding that he received a direct benefit under the agreement.
For the foregoing reasons, we conclude that George Frank consented to personal jurisdiction in California. Accordingly, the trial court properly found that the California judgment is enforceable against George Frank under the full faith and credit clause.
The concurring and dissenting opinion objects to our reliance on the closely related doctrine to affirm the trial court’s enforcement of the foreign judgment against George Frank, arguing that ‘‘the plaintiff did not advance this theory, either in the trial court or before this court,’’ and that the plaintiff did not raise it as an alternative ground for affirmance under Practice Book § 63-4 (a). It is true that the plaintiff did not frame its jurisdictional argument using the line of cases discussed in this opinion. In all but name, however, the gravamen of the plaintiff’s argument throughout this litigation has been that George Frank was so closely related to the transaction that he should be bound by the forum selection clause in the agreement signed by his wife, Joan Frank. The record reveals that the plaintiff consistently has maintained that George Frank consented to personal jurisdiction in California via the forum selection clause, even though he was not a signatory to the agreement. In support of this argument, the plaintiff always has emphasized George Frank’s close involvement in the negotiation and execution of the agreement, pointing out that he signed addendum B and ‘‘made specific, handwritten changes to the agreement in certain places, including to the forum selection clause, which . . . expressly included the selection of California for litigation arising under the agreement, yet did not alter or delete his consent to California jurisdiction.’’
The plaintiff’s failure to cite the applicable, governing case law is not fatal to its claim because it is well established that ‘‘we may . . . review legal arguments that differ from those raised’’ by the parties ‘‘if they are subsumed within or intertwined with arguments related to the legal claim before the court.’’ (Internal quotation marks omitted.) Jobe v. Commissioner of Correction, 334 Conn. 636, 644 n.2, 224 A.3d 147 (2020); see State v. Santiago, 318 Conn. 1, 124, 122 A.3d 1 (2015) (‘‘We generally do not consider claims or issues that the parties themselves have not raised . . . but in cases too numerous to mention, we have considered arguments or factors pertaining to those claims or issues that were not expressly identified by the parties.’’ (Citation omitted; emphasis in original.)). This is because, ‘‘when a case is properly before the court, the court is not limited to the particular legal theories advanced by the parties, but rather retains the independent power to identify and apply the proper construction of governing law . . . .’’ (Internal quotation marks omitted.) Blumberg Associates Worldwide, Inc. v. Brown & Brown of Connecticut, Inc., 311 Conn. 123, 148, 84 A.3d 840 (2014); see In re David B., 167 Conn. App. 428, 448 n.10, 142 A.3d 1277 (2016) (‘‘in resolving a claim raised by the parties, we are not required to constrain our analysis to the law relied on by the parties’’). Our independent power to identify and apply the proper construction of the governing law is particularly important in a case such as the present one, given our constitutional obligation to afford full faith and credit to the California judgment. See, e.g., State v. Santiago, supra, 124 (emphasizing importance of our power to identify and apply proper construction of governing law ‘‘when plenary consideration is necessary to thoroughly address and accurately decide constitutional claims and other matters of substantial public importance’’). In light of the clear applicability of the closely related doctrine to the facts marshaled by the parties and found by the trial court, we affirm the trial court’s judgment enforcing the California judgment against George Frank.
Service of Process
The plaintiff ‘‘attempted constructive service on the defendants’’ at the office of LCP Homes, Inc., ‘‘located at 1175 Post Road East in Westport.’’ LCP Homes, Inc., ‘‘is a corporation owned by George Frank, and in which he and Joan Frank are corporate officers.’’ The trial court determined that service of process on Joan Frank was insufficient under § 415.20 (b) of the California Code of Civil Procedure because ‘‘Joan Frank is not an owner or operator of the company, and, moreover, there is no evidence that she was ever present at the office.’’ See Cal. Civ. Proc. Code § 415.20 (b) (Deering Supp. 2020) (providing that, in lieu of personal service, ‘‘a summons may be served by leaving a copy of the summons and complaint at the person’s . . . usual place of business’’). With respect to George Frank, the trial court found that substituted service of process was sufficient on the ground that ‘‘he is an owner of LCP Homes Inc. and Andy Frank Builders, which shared the office at 1175 Post Road East,’’ and ‘‘he had a presence at the office at the time of service . . . .’’
(Connecticut Supreme Court, Jan. 11, 2022, Meribear Productions, Inc. v. Frank, SC 20473)
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