Genomma Lab USA Inc. v. Venus Am. Corp.

MEMORANDUM DECISION AND ORDER   f ollowing a two-week trial in November 2019, Plaintiff Genomma Lab USA, Inc. (“Genomma”) won a judgment of $16,683,086 plus interest against Defendant Venus America Corporation (“Venus”). The judgment has not been fully satisfied, and Genomma seeks to pierce the corporate veil to hold Defendant Carlos Carruitero (“Carruitero”) personally liable for the judgment against Venus. On October 18 and 19, 2021, this Court held a bench trial to adjudicate Genomma’s veil-piercing claim. Subsequently, both parties filed proposed findings of fact and conclusions of law. This Opinion constitutes the Court’s Findings of Fact and Conclusions of Law pursuant to Federal Rule of Civil Procedure 52. This Court finds for Genomma on its veil-piercing claim. Carruitero is personally liable for Genomma’s judgment against Venus. I. PROCEDURAL HISTORY Genomma commenced the instant action on July 29, 2014, alleging one count of breach of contract against Venus for Venus’s alleged breach of a 2013 advertising services agreement. (ECF No. 1.) In September 2014, Venus answered Genomma’s complaint, alleged a counterclaim for breach of contract, and filed a third-party complaint for breach of contract against Genomma’s parent company, Genomma Lab Internacional, S.A. de C.V. (ECF No. 13.) By Memorandum Decision and Order dated March 26, 2017, this Court granted summary judgment dismissing Venus’s third-party complaint. (ECF No. 207.) Shortly thereafter, Genomma amended its complaint to assert claims against Defendants Prestige Universal Media (“Prestige Media”) and Carruitero under a veil-piercing theory of liability. (Amended Complaint (“Am. Compl.”), ECF No. 211

26-27.) Those claims were bifurcated from the breach of contract claims, to be decided only in the event Genomma obtained judgment against Venus. (ECF No. 255, at 9.) From November 12 through November 20 of 2019, this Court held a jury trial on Genomma’s claim against Venus and Venus’s counterclaim against Genomma. On November 20, 2019, the jury returned a verdict in favor of Genomma on all claims and awarded Genomma damages of $16,683,086 for Venus’s breach. (ECF No. 307.) On April 7, 2020, this Court entered judgment against Venus in the amount of $26,012,816, representing the verdict of $16,683,086 plus prejudgment interest of $9,329,730. (ECF No. 335.) In August 2021, this Court also entered a default judgment against Prestige Media after it failed to appear by counsel in this action. (ECF No. 369.) In February 2021, pursuant to this Court’s judgment against Venus, the United States Marshal for the Southern District of Florida conducted an execution sale of three Miami properties owned by Venus. (Transcript of Bench Trial (“Tr.”) 51:13-53:12.) Genomma acquired these properties from the Marshal by credit bids totaling $4,320,000. (Id.) Accordingly, $21,692,816 of this Court’s $26,012,816 judgments against Venus and Prestige Media remains unsatisfied.¹ Genomma now seeks to pierce the corporate veil and hold Carruitero liable for the remainder of its judgment. II. STANDARD OF REVIEW Federal Rule of Civil Procedure 52(a) provides, in relevant part, that a court conducting a bench trial “must find the facts specially and state its conclusions of law separately,” and that “[j]udgment must be entered under Rule 58.” Fed. R. Civ. P. 52(a)(1). Rule 52(a) further provides that such “[f]indings of fact, whether based on oral or other evidence, must not be set aside unless clearly erroneous, and the reviewing court must give due regard to the trial court’s opportunity to judge the witnesses’ credibility.” Fed. R. Civ. P. 52(a)(6). III. FINDINGS OF FACT The following section constitutes this Court’s Findings of Fact pursuant to Federal Rule of Civil Procedure 52(a)(1).² These Findings of Fact are drawn from the testimony at trial and the parties’ trial exhibits. A. The Parties and the Nature of Their Dispute Plaintiff Genomma is the United States operating subsidiary of Genomma Internacional, a Mexico-based distributor of health and beauty products throughout Latin America and the U.S. (Am. Compl.