## Facts

- Anne Faggionato, a U.K. citizen and art dealer, assisted New York dealer Curt Marcus in locating a Claude Monet “haystack” painting for Randolph D. Lerner, a New York collector.
- Faggionato represented that she located a Monet haystack painting in France that was not yet included in the Wildenstein Institute catalogue raisonné; an attestation from Wildenstein was treated as significant authenticity evidence.
- The painting was owned by undisclosed third-party owners in France; Faggionato never identified the owners to Lerner.
- Faggionato alleged Lerner entered a binding agreement to buy the painting for $13 million, conditioned on receiving customary authenticity/provenance documentation.
- Faggionato alleged the requested documentation was provided around February 2, 2006, but Lerner refused to complete the purchase.
- Lerner raised concerns about documentation and transparency (including owner identity and a bill of sale) and ultimately declined to buy.
- Faggionato sued for specific performance and damages, including lost profit/commissions and reputational harm; Lerner moved to dismiss under Rules 12(b)(1) and 12(b)(6).

## Issues

1. Under New York choice-of-law rules, which substantive law governed the dispute about enforceable rights in the alleged sale agreement.
2. Under the governing law, whether Faggionato had standing to sue as a contracting party, as an authorized agent of the undisclosed owners, or as another intermediary with enforceable rights.
3. Whether lack of standing required dismissal for lack of subject-matter jurisdiction under Rule 12(b)(1).

## Decision

- The court applied New York choice-of-law rules and determined French law governed the dispute because key events and the painting and owners were located in France.
- The court granted Lerner’s Rule 12(b)(1) motion and dismissed the action for lack of standing.
- The court concluded Faggionato failed to show she was a party to the alleged sale contract or a legally authorized agent of the owners under French law.
- Because standing was jurisdictional, the court did not proceed to resolve the merits-based Rule 12(b)(6) arguments.

## Legal Principles

- Standing is a threshold jurisdictional requirement; when challenged, the plaintiff must show a legally protected interest under the substantive law governing the asserted right.
- Under French law, an agency relationship requires proof that the principal granted authority to the agent; an intermediary cannot claim agent status without evidence of a mandate.
- Under French law, an intermediary directed to arrange a contract for an undisclosed principal generally lacks an independent right to sue to enforce that contract; enforcement rights belong to the actual contracting parties.
- Expected commissions or profits from a contemplated transaction do not, without recognized contractual privity or agency authority under the governing law, supply enforceable rights sufficient for standing.

## Conclusion

The court dismissed the broker’s claims because French law did not recognize her as a contracting party or authorized agent with enforceable rights in the alleged $13 million Monet sale, leaving her without standing to sue in federal court.


Faggionato v. Lerner, 500 F. Supp. 2d 237 (S.D.N.Y. 2007)