Vecchiarino v. Ridgway

7ermont Superior Court
Filed. 02/10/26
Windhain nit

VERMONT SUPERIOR COURT CIVIL DIVISION
Windham Unit Case No. 23-CV-01112
Court Street
Newfane VT 05345
802-365-7979
www.vermontjudiciary.org

Giovanni Vecchiarino v. Margit Ridgway, et al

Ruling on Defendant Puretz's Motion for Summary Judgment (Motion #
18)

In this personal injury action, Plaintiff Giovanni Vecchiarino alleges that he was
injured when Defendant Seton King hit a golf ball in an indoor golf simulator room, and
the golf ball ricocheted and struck Plaintiff. The complaint names Defendant Snow
Mansions LLC ("Snow"), which rented the premises where the alleged incident took
place, and Defendant Avrohom Shmuel Puretz, who manages Snow. Puretz moves for
summary judgment. For the reasons discussed below, Puretz's motion for summary
judgment is granted.

Procedural Standard

Summary judgment is appropriate if the evidence in the record, referred to in the
statements required by V.R.C.P. 56(c), shows that there is no genuine issue as to any
material fact and that the moving party is entitled to a judgment as a matter of law.
V.R.C.P. 56(a); Gallipo v. City of Rutland, 163 Vt. 83, 86 (1994). The Court derives the
undisputed facts from the parties' statements of fact submitted under V.R.C.P. 56(c) and
any supporting documents and affidavits. Boulton v. CLD Consulting Engineers, Inc.,
J
2003 VT 72, 29, 175 Vt. 413, 427. "Where the moving party does not bear the burden
of persuasion at trial, it may satisfy its burden of production by showing the court that
there is an absence of evidence in the record to support the nonmoving party's case."
Caldwell v. Champlain Coll. Inc., 2025 VT 17, q 7 (quotation omitted). "The nonmoving
party may survive the motion if it responds with specific facts raising a triable issue,"
and courts "give the nonmoving party the benefit of all reasonable doubts and
inferences." Id. (quotations omitted). Summary judgment is "mandated," however,
"where, after an adequate time for discovery, a party fails to make a showing sufficient
to establish the existence of an element essential to the party's case and on which the
party has the burden of proof at trial." Jd. (quotation omitted).

Facts

The following facts are undisputed unless otherwise noted. Snow Mansions LLC
("Snow") is an active Vermont limited liability company ("LLC"). Puretz is a member of
Snow. At the time of the incident that underlies the Complaint in this action, Snow

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leased 2 Margit Roadway, Dover, Vermont, from Defendant Margit Ridgway.1 Snow
rented the premises to the Alpha Tau Omega Gamma Sigma Chapter on or about
December 20, 2021. Puretz sent email communications on behalf of Snow to the
fraternity with an email address sarahpbookings@snowmansion.com.

Snow does not hold monthly meetings and does not have a secretary, treasurer,
president, or corporate book, but it does pay its yearly fees as a Vermont LLC. Snow
asserts that it has a corporate bank account, and EIN, and a corporate accountant.
Although Snow’s lease from Ridgway required Snow to purchase liability insurance for
the premises, Puretz admits that he did not purchase the insurance, and he did not
notify Ridgway that he did not purchase insurance. At deposition, Puretz’s counsel
instructed Puretz not to answer questions about Snow’s assets.

Puretz was involved in renting out properties for approximately 15 years prior to
the underlying incident in this action. Sorah Puretz, Puretz’s wife, is also a member of
Snow. Puretz formed Snow to negotiate with Ridgway, but asserts that he later used an
attorney for negotiations. Snow is run out of Puretz’s in-law’s home. It is disputed
whether Puretz kept a ledger or other records for Snow’s transactions. Puretz is a
partner in PS Dover Properties. He asserts that another organization, YC Dover,
purchased the subject property from Ridgway, subject to Snow’s lease, as recorded on
August 19, 2024. According to Puretz, YC Dover recorded a mortgage in favor of
Rosemont Properties LLC on the property on November 6, 2024, and the mortgage was
discharged on March 7, 2025. Plaintiff asserts with no reference to evidence in the
record, that Yosef Rothenberg of YC Dover is a friend of Puretz.

Discussion

Puretz moves for summary judgment because he was not the lessor of premises
and did not owe a duty of care to Plaintiff, and there is no evidence that would support
piercing the corporate veil of Snow. “Common law negligence has four elements: a legal
duty owed by defendant to plaintiff, a breach of that duty, actual injury to the plaintiff,
and a causal link between the breach and the injury.” Demag v. Better Power Equip.,
Inc., 2014 VT 78, ¶ 6, 197 Vt. 176 (quoting Zukatis v. Perry, 165 Vt. 298, 301 (1996).
“The existence of a duty ‘is primarily a question of law.’” Id. (quoting Endres v. Endres,
2008 VT 124, ¶ 11, 185 Vt. 63). “Absent a duty of care, an action for negligence fails.”
Deveneau v. Wielt, 2016 VT 21, ¶ 8, 201 Vt. 396.

“The landowner owes a duty of reasonable care to an invitee, such that the invitee
‘is not unnecessarily or unreasonably exposed to danger.’” Demag v. Better Power
Equip., Inc., 2014 VT 78, ¶ 11 (quoting Ball v. Melsur Corp., 161 Vt. 35, 43 (1993))
(overruled by Demag as to the distinction between invitees and licensees). The
longstanding rule is that “[a] tenant having entire control of the premises is, so far as

1 Puretz includes the lease as Exhibit E. The lease provides that Snow will use the premises for
long and short term residential rental property, camps, or other gatherings. Ex. E, § 6.1. Snow
was responsible for all utilities, maintenance, taxes, insurance, and repairs, and had Ridgway’s
consent to alter, remodel, or improve the property. Id., § 7.

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third persons are concerned, deemed the owner.” Fleurrey v. Dep’t of Aging & Indep.
Living, 2023 VT 11, ¶ 16, 217 Vt. 527 (quoting Beaulac v. Robie, 92 Vt. 27, 32 (1917)). It
is undisputed that Snow rented the premises from Ridgway, and under the terms of the
lease, had full control of the property, including maintenance and the right to operate it
as a rental property without further responsibility to Ridgway. The fraternity, in turn,
had a short-term rental from Snow, which owed a duty of care toward the fraternity and
its members who were present at the premises at the time of the incident. Puretz acted
on behalf of Snow in dealing with the property and the rental to the fraternity.

Under Vermont’s law pertaining to limited liability companies,

(a) The debts, obligations, or other liabilities of a limited
liability company, whether arising in contract, tort, or
otherwise:
(1) are solely the debts, obligations, or other liabilities
of the company; and
(2) do not become the debts, obligations, or other
liabilities of a member or manager solely by reason of
the member acting as a member or the manager
acting as a manager.
(b) The failure of a limited liability company to observe any
particular formalities relating to the exercise of its power or
management of its activities is not a ground for imposing
liability on a member or manager for the debts, obligations,
or other liabilities of the company.

11 V.S.A. § 4042. Under certain circumstances, “[t]he court will look beyond the
corporation to its shareholders for liability, that is, pierce the corporate veil, where the
corporate form has been used to perpetrate a fraud, and also where the needs of justice
dictate.” Doherty v. Town of Woodstock, 2023 VT 56, ¶ 9, 218 Vt. 474 (quoting Agway,
Inc. v. Brooks, 173 Vt. 259, 262 (2001) (citation omitted)). “The doctrine of piercing the
corporate veil, however, is the rare exception, applied in the case of fraud or certain
other exceptional circumstances . . .and usually determined on a case-by-case basis.”
Dole Food Co. v. Patrickson, 538 U.S. 468, 475 (2003) (internal citations omitted).

Plaintiff’s opposition to summary judgment first focuses on a theory that Puretz
used Snow to perpetrate fraud, either through his wife’s involvement in the company,
his use of the sarahpbookings@snowmansion.com email address, and the transactions
regarding the property. According to Plaintiff, Sorah Puretz is a 50% member of Snow,
yet has little or no knowledge of the business. Neither this, nor any of the other
allegations Plaintiff brings about Sorah Puretz’s hands-off role in Snow, creates a
dispute of fact that Puretz used Snow to perpetrate fraud.

The theory about the email address similarly does not provide a basis to infer
fraud. Puretz admitted that he used the address. Even drawing the inference that he
intended the fraternity to believe that there was an employee named “Sarah P.” who
handled the booking by email, despite the nonexistence of that employee, it is far too

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great of a stretch to infer that Puretz did so to perpetrate fraud. The fraternity booked
the house and then used it for its intended purpose. If it was deceptive to appear to have
an employee handle the booking, when it was in fact a member using the email address,
then what was the fraudulent outcome?

Finally, Plaintiff alleges that 14 days after he filed a motion for a Writ of
Attachment against the property (owned by Ridgway), a company called YC Dover,
purportedly owned by Yosef Rothenberg, purchased the property from Ridgway. His
Statement of Undisputed Facts provides no reference to admissible evidence in the
record in support of this proposition, but even if it did, it is difficult to discern how this
would present a viable theory that Puretz used Snow to perpetrate fraud. Plaintiff has
not moved to amend his complaint to name YC Dover or Rothenberg as defendants or to
claim that Ridgway fraudulently conveyed the property to YC Dover. See 9 V.S.A. § 2281
et seq.

Fraud is not the only way to show that the Court should pierce the corporate veil.
Plaintiff also argues that the Court should pierce the corporate veil of Snow to prevent
manifest injustice because Snow is merely a “sham corporation” designed to avoid
Puretz’s personal liability. Plaintiff’s Opposition Motion to Defendant Puretz’s Motion
for Summary Judgment with Request for Hearing at 10. “In cases not involving
fraudulent activity, the court will look to the facts and circumstances of each case to
determine whether the corporate veil should be pierced in the interests of fairness,
equity, and the public need.” Doherty, 2023 VT 56, ¶ 9 (quoting Agway, Inc., 173 Vt. at
263). “Courts generally list as reasons for piercing the corporate veil the following:
using the corporation to perpetrate a fraud; the personal use of corporate funds; the
failure to observe corporate formalities; and undercapitalization.” In re Vermont Toy
Works, Inc., 135 B.R. 762, 770 (D. Vt. 1991).

Here, Snow admittedly did not observe several formalities associated with
operating an LLC. “While it is doubtful that the court would have equitable cause to
pierce the corporate veil merely because a closely held corporation did not follow
corporate formalities, ‘[e]quity ... will not blindly accept mere corporate form over the
actual substance of the transactions involved.’ ” Agway, Inc., 173 Vt. at 263–64
(quoting In re Vt. Toy Works, Inc., 82 B.R. 258, 305 (D.Vt.1987) (citation omitted)
(rev’d on ground of insufficient evidence by 135 B.R. at 773)); see also 11 V.S.A. §
4042(b). In Agway, Inc., “there was substantial evidence of not only a lack of corporate
formality, but more significantly, of the fact that” the subject business “was a mere
corporate strawman” the individual defendants’ personal businesses, “without assets,
capital, or purpose beyond evading contract liability.” Id. There are no genuinely
disputed facts here that would support such a conclusion.

Snow also did not take out liability insurance for the premises as its contract with
Ridgway required. However, Plaintiff does not bring sufficient assertions supported by
reference to admissible evidence to show that Puretz comingled his personal assets with
those of the LLC, or that the LLC has insufficient assets. As a result, even making all
inferences in favor of Plaintiff, there is no genuine dispute of material fact that Snow is

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an alter ego for Puretz or so underinsured and undercapitalized that veil piercing would
be warranted.

At Puretz’s deposition, Plaintiff asked Puretz whether there were other assets of
Snow Mansions beyond 2, 3, and 6 Margit Ridgway Road. Exh. 2 at 71:25–72:1–2.
Puretz’s counsel stated that “the question is directed to any kind of post-judgment effort
to collect on a judgment … so it’s not relevant to any claim in the case,” and “direct[ed]
the witness not to answer the question.” Id. at 72:7–11. Accordingly, Puretz did not
answer the question, and Plaintiff’s counsel stated that he would “make a request for all
the assets of Snow Mansions,” “follow that up in writing,” and “keep the deposition open
to follow up, because there is no insurance in this case.” Id. at 73:8–12.

Plaintiff complains that this conduct during discovery prevented him from
obtaining the evidence that he needs to show Snow’s financial situation. Indeed,
Puretz’s counsel instructed Puretz not to answer, and the reason for doing so, relevance,
did not conform with the applicable rule. See V.R.C.P. 30 (“A party may instruct a
deponent not to answer only when necessary to preserve a privilege, to enforce a
limitation on evidence directed by the court, or to present a motion under paragraph
(3),” which relates to orders limiting the scope of the deposition.). Notwithstanding this
resistance to producing testimony about LLC assets, the absence of which could
arguably support corporate veil piercing, Plaintiff did not seek an order or relief from a
superior judge under V.R.C.P. 30(b)(3) or 30(d)(2), nor is the Court aware of any
follow-up in which Plaintiff sought the answer to his question about Snow’s assets. He
has not explained why he did not otherwise obtain the necessary evidence in discovery,
nor has he made a request to gather the evidence he requires. See V.R.C.P. 56(d) (“If a
nonmovant shows by affidavit or declaration that, for specified reasons, it cannot
present facts essential to justify its opposition, the court may: (1) defer considering the
motion or deny it; (2) allow time to obtain affidavits or declarations, or to take
discovery; or (3) issue any other appropriate order.”).

The lack of formality and liability insurance for the premises under the terms of
the lease, without more, are not sufficient to raise a dispute of fact that Puretz used
Snow merely as an alter ego or that Snow was undercapitalized. With no facts that
would support Puretz’s duty of care as an individual defendant to Plaintiff’s claims,
Plaintiff does not make sufficient assertions backed by admissible evidence to show that,
making inferences in his favor, there is a dispute of fact that Puretz used Snow
fraudulently or in any other way that would support piercing the corporate veil.

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Order

For the reasons discussed above, Defendant Puretz’s motion for summary
judgment is granted.

Electronically signed: 2/9/2026 1:12:16 PM pursuant to V.R.E.F. 9(d)

_________________________________________
John R. Treadwell
Superior Court Judge

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