The Alexander Company v. Bensaid

1. Abdul Bensaid and Cynthia Brown appeal a judgment of the circuit court sanctioning Bensaid and Brown for their failure to comply with the court's scheduling order and the statutes governing civil procedure. Brown additionally appeals the court's judgment finding a partnership by estoppel between Brown and Bensaid. For the following reasons, we affirm.

Background

2. Bensaid and Brown are the sole members of "Nadia's LLC," a limited liability company that owns and operates Nadia's Restaurant on State Street in Madison. After purchasing the restaurant, Bensaid discussed possible renovations with representatives of Alexander Company. Bensaid met with David Vos, an architect with Alexander Company, at the restaurant in January of 1999. Between January and March, Bensaid met with Vos several more times. Brown was present at one of those meetings, but neither Brown nor Bensaid stated they were or were not operating as a partnership and neither disclosed that they were part of a limited liability company.

3. On March 19, 1999, Bensaid entered into a contract with Alexander Company for remodeling work. Bensaid was designated in the contract as both the owner and the owner's representative. Brown did not sign the contract. Brown did issue a check from her personal checking account to Alexander Company in the amount of $10,000 for the initial work at the restaurant. When Alexander Company asked Bensaid to provide proof of financial capability prior to completion of the renovations, it received a letter from Firstar Bank indicating that Brown was approved for a loan in the amount of $75,000, contingent on an appraisal of her home. Alexander Company was paid an additional $20,000 from a business account in the name of Nadia's LLC.

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full text of the Court's opinion.

By the Court. Judgment affirmed for Plaintiff for $69,486.

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C.L.