North Shore Architectural Stone, Inc., a company that installs limestone in residential and commercial buildings, agreed to supply and install limestone for a property owned by Joseph Vitacco. North Shore contracted with American Artisan Construction, Inc., for a shipment of limestone to a Vitacco’s property. After receiving the delivery, Vitacco reported to North Shore that the delivery did not contain the agreed-upon amount of limestone. North Shore contacted Artisan about the discrepancy. Artisan’s president, John Cina, claimed that Artisan had shipped the proper amount of limestone, so some of it must have been stolen from the site. North Shore agreed to pay for additional limestone to be sent to Vitacco.

In reality, Artisan had failed to ship all of the limestone. According to North Shore, Cina lied about shipping the limestone and claimed it had been stolen so that North Shore would pay additional money for replacement limestone. Upon discovery of the lie, North Shore sued Artisan and Cina for conversion and fraud. Cina moved to dismiss the charges against himself, arguing that “at all times [he] was acting in his capacity as an officer of [Artisan], and not in his individual capacity.” Can Cina be held individually liable for fraud?