PITTSBURGH – Counsel for the president of a Pittsburgh distillery has filed preliminary objections in a secondary cross-complaint, one related to another case it filed against one of its former executives over access to the company’s Facebook page and website.
Kingfly Spirits first filed suit on Feb. 19 in the Allegheny County Court of Common Pleas Blake Ragghianti, its former head distiller, vice president, secretary and treasurer who holds a 15 percent ownership share.
(Later, Kingfly Spirits President Mark Willson, individually and doing business as “Willson1, LLC”, added as a defendant to the case.)
According to the complaint, Ragghianti’s relationship with Kingfly Spirits dissolved in early February, when he refused to work unless his annual salary jumped to $85,000. Willson alleged he accepted Ragghianti’s resignation on Feb. 12.
Two days later, everyone in the company lost access to the Facebook page except Ragghianti, who was the only person with administrator privileges for the social media page. The company website was taken offline the same night, which the company said could only be done by Ragghianti.
Formal complaints include breach of contract, misappropriation of trade secrets, unfair competition, and tortious interference with a business relationship.
The company seeks damages and legal fees, as well as it having sought special and preliminary injunctive relief forcing Ragghianti to produce the requested passwords to the business’s social media page.
In response to the injunction motion, Ragghianti claimed that while Willson contributed the building and funding to their partnership, he brought the production facility and managed production, federal and state compliance and excise taxes, accounting, sales and the bar – in addition to negotiating a $30,000 claim from CPA Truschak, who ran all accounting and tax aspects of Kingfly Spirits from 2015 to 2019.
“The bar opened in February of 2019. The current breakdown in the relationship occurred when Ragghianti submitted a proposed budget, including an annual salary for him of $85,000, and new legal counsel Mr. Sees failed to provide information to Ragghianti concerning the agreements of the parties dating at least 2015, lack of meetings and corporate formalities, undercapitalization and management dysfunction, including failure to budget and perform tax and accounting functions,” the defendant’s response to the injunction motion stated.
“Willson’s response to the budget was to lock Ragghianti out of his building and advance false claims that Ragghianti resigned all of his positions and duties. Ragghianti immediately attempted through counsel to schedule a meeting of the principals, which was rebuffed in favor of this litigation.”
On March 11, Allegheny County Court of Common Pleas Judge Christine A. Ward issued a court order granting Kingfly Spirits’ motion for special and preliminary injunctive relief.
Through the granting of the motion, Ragghianti was ordered to return and deliver any confidential, proprietary and trade secret information and provide Kingfly Spirits with an affidavit verifying same; that he would immediately contact Facebook and transfer all administrative privileges to Kingfly Spirits’ social media account; that he would be prohibited from using any of the business’s accounts, including bank accounts, until further notice; that any mediation which takes place will have the costs shared by both parties and that the business would arrange a date and time for Ragghianti to reclaim his personal property still on site.
Ragghianti filed a cross-complaint against Kingfly Spirits and Willson on Dec. 3, for breach of contract, unjust enrichment and shareholder derivative claims.
UPDATE
On Jan. 11, counsel for Willson filed preliminary objections to the cross-complaint.
“Pennsylvania Rule of Civil Procedure Rule 1018.1(a) sets forth that, ‘Every complaint filed by a plaintiff and every complaint filed by a defendant against an additional defendant shall begin with a notice to defend in substantially the form in [Pennsylvania Rule of Civil Procedure 1018.1(b).’ The Ragghianti complaint does not begin with a notice to defend, and it is therefore in violation of Pennsylvania Rule of Civil Procedure 1018.1(a),” the objections stated.
The filing also objected to multiple causes of action allegedly being contained in each count of the cross-complaint.
“Count I of the Ragghianti complaint purportedly sets forth a claim for breach of contract, however, the averments pled, and relief requested, sound in multiple counts, including, but not limited to claims for declaratory judgment and piercing the corporate veil,” the objections stated.
“Count II of the Ragghianti complaint purportedly sets forth a claim for a claim for unjust enrichment/quantum meruit, but also sound in a claim for piercing the corporate veil without having pled such a separate claim. Count III of the Ragghianti complaint sets forth multiple claims under the generic headline of ‘Shareholder Derivative Claims.”
The objections also referenced exhibits which were not attached to the cross-complaint and that the claims contained in the cross-complaint were allegedly not pled sufficiently.
The plaintiff is represented by Brian Must of Metz Lewis Brodman Must O’Keefe, in Pittsburgh.
The defendant is represented by David S. Klett of Klett & Associates and Nicholas A. Miller of Herron Business Law, also in Pittsburgh.
Allegheny County Court of Common Pleas case GD-20-002719
From the Pennsylvania Record: Reach Courts Reporter Nicholas Malfitano at nick.malfitano@therecordinc.com