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Alexander & Alexander Services, Inc., Alexander & Alexander, Inc., and Alexander & Alexander of New York, Inc., Third-Party v. Lloyd's Syndicate 317, Third-Party

Citations: 902 F.2d 165; 1990 U.S. App. LEXIS 6394Docket: 89-9231

Court: Court of Appeals for the Second Circuit; April 18, 1990; Federal Appellate Court

Narrative Opinion Summary

In this case, Alexander Services, Inc. and its affiliates, acting as Third-Party Plaintiffs-Appellees, appealed against Lloyd's Syndicate 317, a Third-Party Defendant-Appellant, regarding the question of personal jurisdiction. The United States Court of Appeals for the Second Circuit forwarded this jurisdictional query to the New York Court of Appeals, seeking clarification on whether a foreign insurance syndicate could be considered as 'doing business' in New York simply by maintaining a trust fund in a New York bank. This trust fund, managed by the Corporation of Lloyd's, is utilized to secure policies issued to American insureds, including those underwritten by Syndicate 317. The district court initially ruled in favor of Alexander, suggesting that the syndicate was doing business in New York, given the trust fund's role in facilitating compliance with New York insurance regulations. However, Syndicate 317 challenged this interpretation, arguing that their lack of physical presence in New York, such as an office or employees, should exempt them from being subjected to personal jurisdiction. The certification to the New York Court of Appeals was deemed necessary due to the absence of state legal precedents on this issue, which holds substantial implications for foreign entities operating under similar frameworks. The resolution of this legal question is pivotal, as it could impact the jurisdictional reach of New York courts over foreign insurers associated with significant financial deposits in the state.

Legal Issues Addressed

Certification of State Law Questions to State Courts

Application: The federal appellate court certified the unresolved question of state law to the New York Court of Appeals due to its significant public policy implications and lack of precedent.

Reasoning: The New York court should decide a jurisdictional question that involves significant public policy for the state, as it pertains to the jurisdictional limits of its courts.

Impact of Trust Funds on Jurisdiction

Application: The presence of a substantial trust fund in New York, managed by a foreign corporation for insurance underwriting, was argued to facilitate business with New York brokers and companies, potentially establishing jurisdiction.

Reasoning: Alexander contends that Syndicate 317 is indeed doing business in New York, asserting that the substantial trust fund on deposit is essential for the syndicate’s operations involving New York insureds.

Jurisdictional Analysis of Foreign Entities

Application: The court evaluated whether maintaining a bank account and compliance with state insurance regulations constitute sufficient activities to establish personal jurisdiction over a foreign entity.

Reasoning: Syndicate 317 argues it is not 'doing business' in New York as per CPLR Sec. 301, citing precedents that state its maintenance of the Fund does not equate to substantial solicitation or continuity in New York.

Personal Jurisdiction under CPLR Section 301

Application: The court considered whether a foreign insurance syndicate is 'doing business' in New York by maintaining a trust fund in a New York bank, which is used to comply with state insurance regulations.

Reasoning: The key legal question is whether a foreign syndicate of insurance underwriters can be sued in New York based solely on a trust fund held in a New York bank, into which part of the premium income from New York risks is deposited.