## Facts

- Kalafrana Shipping Ltd. agreed to buy the motor cargo vessel *ASSIL* from Sea Gull Shipping Co. Ltd. under a May 4, 2006 memorandum of agreement (MoA).
- The MoA required Sea Gull to complete certain necessary repairs before delivery and contained a clause requiring arbitration in London under LMAA terms.
- Disputes arose concerning responsibility for repair costs and an alleged wrongful arrest of the vessel at Trieste, Italy (April 4–6, 2007).
- The parties arbitrated in London, and the arbitrator awarded Kalafrana $611,373.62 plus interest and arbitration fees; Sea Gull did not pay.
- Kalafrana filed in the Southern District of New York seeking a maritime attachment under Supplemental Rule B to secure the unpaid award.
- The court issued an ex parte attachment order up to $639,635.38; Kalafrana attached $123,195.28 by August 2008.
- Sea Gull moved to vacate or reduce the attachment as to the MoA-based claims, arguing lack of admiralty jurisdiction and asserting the attachment was wrongful or an abuse of process.
- Kalafrana cross-moved for leave to amend its complaint and to attach additional Sea Gull assets.

## Issues

1. Whether the MoA for sale of the *ASSIL* constituted a maritime contract sufficient to invoke federal admiralty jurisdiction and support a Rule B attachment.
2. Whether the attachment should be vacated or reduced under Rules B and E and the Aqua Stoli standard, including whether Kalafrana stated a valid prima facie admiralty claim.
3. Whether Kalafrana should be granted leave to amend the complaint and expand the attachment to additional assets.

## Decision

- The court held the MoA, as pleaded, qualified as a maritime contract and supported admiralty jurisdiction.
- The court found Kalafrana satisfied the Aqua Stoli requirements for maintaining a Rule B attachment.
- Sea Gull’s motion to vacate or reduce the attachment was denied.
- Sea Gull’s claim that the attachment was wrongful or an abuse of process was rejected.
- Kalafrana’s cross-motion for leave to amend and to attach additional assets was granted, with directions to submit revised pleadings and a proposed order within seventy-two hours.

## Legal Principles

- A Rule B maritime attachment may issue when the plaintiff shows: (1) a valid prima facie admiralty claim, (2) the defendant cannot be found within the district, (3) the defendant’s property is within the district, and (4) no statutory or maritime-law bar applies.
- Under Rule E(4)(f), the defendant is entitled to a prompt post-attachment hearing at which the plaintiff must show why the attachment should not be vacated.
- Whether an agreement is a “maritime contract” depends on its connection to maritime commerce; a vessel sale agreement may fall within admiralty when its terms and disputes are closely tied to the vessel’s operational condition and maritime performance (including repair obligations and related maritime dispute resolution).
- An attachment obtained through a verified complaint and compliant ex parte process will not be vacated absent a failure of the Rule B prerequisites or a showing of improper purpose or comparable misconduct.
- Leave to amend in this setting may be granted where amended pleadings continue to state a cognizable admiralty claim and the requested security corresponds to the claimed amount (including interest and fees tied to the award).

## Conclusion

The court treated the vessel sale MoA, which included repair-related obligations and generated a London maritime arbitration award, as a maritime contract within admiralty jurisdiction; it sustained the Rule B attachment against a jurisdictional and abuse-of-process challenge and permitted amendment to pursue additional attachment consistent with the claimed award-related sums.


Kalafrana Shipping Ltd. v. Sea Gull Shipping Co. Ltd., 591 F. Supp. 2d 505 (S.D.N.Y. 2008)