Crinnian v. Wakefield

Filing 23

MEMORANDUM OPINION. Signed by Judge Virginia Emerson Hopkins on 8/29/14. (ASL)

FILED
2014 Aug-29 PM 04:43
U.S. DISTRICT COURT
N.D. OF ALABAMA

IN THE UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF ALABAMA
EASTERN DIVISION
WILLIAM M. WAKEFIELD,

)
)
Plaintiff/Counterdefendant,
)
) Case No.: 1:14-CV-0718-VEH
v.
) Case No.: 1:14-CV-0715-VEH
) (As ordered upon consolidation)
SUSAN WAKEFIELD CRINNIAN, )
et al.,
)
)
Defendant(s)/Counterplaintiff(s). )

MEMORANDUM OPINION
I.

Introduction
Plaintiff William M. Wakefield (“Mr. Wakefield”) initiated this declaratory

judgment action in the Circuit Court of Calhoun County, Alabama on March 12,
2014. (Doc. 1-1 at 3).1 Mr. Wakefield sued the following four defendants:
Wakefield’s Inc. (the “Family Company”), Susan Wakefield Crinnian (“Ms.
Crinnian”), the Susan Wakefield Crinnian Trust (the “Trust”), and John W. Gordon
(“Mr. Gordon”). (Doc. 1-1 at 3-4 ¶¶ 2-5).
The lawsuit arises out of a dispute between Ms. Crinnian and Mr. Wakefield
about Mr. Wakefield’s alleged mismanagement of the Family Company, a closely-

1

All page references to Doc. 1-1 correspond with the court’s CM/ECF numbering system.

held clothing business, and his unfair treatment of the Trust. (Doc. 1-1 at 8 ¶¶ 21-22;
id. at 4 ¶ 8). Mr. Wakefield is the majority shareholder and president of the Family
Company. (Doc. 1-1 at 3 ¶ 1). The Trust, Mr. Gordon, and Mr. Wakefield’s wife are
the Family Company’s current minority shareholders. (Id. at 7 ¶ 16). Ms. Crinnian is
a former minority shareholder.
The complaint seeks the following forms of declaratory relief:
a.

That in all transactions with [Mr.] Gordon, [Mr.] Wakefield has
acted consistently with the Articles of Incorporation, Bylaws, and
his duties owed to the Company and its shareholders;

b.

That in all transactions with [Mr.] Gordon, [Mr.] Wakefield has
protected the interests and rights of the Trust as a minority
shareholder, and all other minority shareholders;

c.

That in his actions as President and majority shareholder, [Mr.]
Wakefield has acted in accordance with his legal and fiduciary
duties set forth in the Articles of Incorporation, Bylaws, and
Alabama law;

d.

That [Mr.] Wakefield’s actions are consistent with and protected
by the Business Judgment Rule; and

e.

For such other, additional relief to which Plaintiff may be entitled,
premises considered.

(Doc. 1-1 at 9 ¶ 23).
Ms. Crinnian and the Trust removed the action arising under the Alabama
Declaratory Judgment Act to federal court on April 18, 2014, asserting the presence

2

of diversity jurisdiction under 28 U.S.C. § 1332 in conjunction with the fraudulent
joinder of the Family Company and Mr. Gordon. (Doc. 1 at 1; id. at 3-4 ¶ 9-10).
Alternatively, Ms. Crinnian and the Trust contend that “an alignment of actual
interests . . . mandates that [the Family Company and Mr. Gordon] be aligned with
[Mr. Wakefield] and not [Ms.] Crinnian and the Crinnian Trust.” (Id. at 5 ¶ 12).
This litigation was reassigned to the undersigned on June 24, 2014. (Doc. 10).
By a separate order, the court has consolidated 1:14-CV-0715-VEH with this lawsuit
as a counterclaim asserted against counterdefendant Mr. Wakefield.
Pending before the court are: (i) Ms. Crinnian and the Trust’s Motion To
Dismiss for Lack of Subject Matter Jurisdiction (Doc. 3) (the “Dismissal Motion”)
filed on April 18, 2014; (ii) Mr. Wakefield’s Motion To Remand (Doc. 8) (the
“Remand Motion”) filed on May 5, 2014; and (iii) Mr. Wakefield’s Request for Oral
Argument on His Motion To Remand (Doc. 14) (the “OA Request”) filed on July 7,
2014.
The parties have briefed the Dismissal and Remand Motions to some degree
(Docs. 4, 9), and all motions are now ready for disposition. For the reasons explained
below, the Remand Motion is due to be granted, the Dismissal Motion is due to be
termed as moot, and the OA Request is due to be denied.

3

II.

Standards
A.

General Jurisdictional Principles

“It is by now axiomatic that the inferior courts are courts of limited jurisdiction.
They are ‘empowered to hear only those cases within the judicial power of the United
States as defined by Article III of the Constitution,’ and which have been entrusted
to them by a jurisdictional grant authorized by Congress.” Univ. of S. Ala. v. Am.
Tobacco Co., 168 F.3d 405, 409 (11th Cir. 1999) (quoting Taylor v. Appleton, 30
F.3d 1365, 1367 (11th Cir. 1994)). “Accordingly, ‘[w]hen a federal court acts outside
its statutory subject-matter jurisdiction, it violates the fundamental constitutional
precept of limited federal power.’” Univ. of S. Ala., 168 F.3d at 409 (quoting Victory
Carriers, Inc. v. Law, 404 U.S. 202, 212, 92 S. Ct. 418, 425, 30 L. Ed. 2d 383
(1971)). “Simply put, once a federal court determines that it is without subject matter
jurisdiction, the court is powerless to continue.” Univ. of S. Ala., 168 F.3d at 410.
“A necessary corollary to the concept that a federal court is powerless to act
without jurisdiction is the equally unremarkable principle that a court should inquire
into whether it has subject matter jurisdiction at the earliest possible stage in the
proceedings.” Univ. of S. Ala., 168 F.3d at 410. “Indeed, it is well settled that a
federal court is obligated to inquire into subject matter jurisdiction sua sponte
whenever it may be lacking.” Id. (citing Fitzgerald v. Seaboard Sys. R.R., 760 F.2d
4

1249, 1251 (11th Cir. 1985) (per curiam)).
Moreover, “[t]he jurisdiction of a court over the subject matter of a claim
involves the court’s competency to consider a given type of case, and cannot be
waived or otherwise conferred upon the court by the parties. Otherwise, a party could
‘work a wrongful extension of federal jurisdiction and give district courts power the
Congress denied them.’” Jackson v. Seaboard Coast Line R.R., 678 F.2d 992, 100001 (11th Cir. 1982) (quoting American Fire & Cas. Co. v. Finn, 341 U.S. 6, 18, 71
S. Ct. 534, 542, 95 L. Ed. 702 (1951)) (footnote and citation omitted). Furthermore,
“[b]ecause removal jurisdiction raises significant federalism concerns, federal courts
are directed to construe removal statutes strictly.” Univ. of S. Ala., 168 F.3d at 411
(citing Shamrock Oil & Gas Corp. v. Sheets, 313 U.S. 100, 108-09, 61 S. Ct. 868,
872, 85 L. Ed. 1214 (1941)).
Lastly, Congress has decreed and the Supreme Court has confirmed that—with
the express exception of civil rights cases that have been removed— orders of remand
by district courts based upon certain grounds, including in particular those premised
upon lack of subject matter jurisdiction, are entirely insulated from review. More
specifically, § 1447(d) provides:
An order remanding a case to the State court from which it was removed
is not reviewable on appeal or otherwise, except that an order remanding
a case to the State court from which it was removed pursuant to section
5

1443 of this title shall be reviewable by appeal or otherwise.
28 U.S.C. § 1447(d) (emphasis added); see also Kirchner v. Putnam Funds Trust, 547
U.S. 633, 642 , 126 S. Ct. 2145, 2154, 165 L. Ed. 2d 92,(2006) (recognizing that
“‘[w]here the [remand] order is based on one of the grounds enumerated in 28 U.S.C.
§ 1447(c), review is unavailable no matter how plain the legal error in ordering the
remand’” (quoting Briscoe v. Bell, 432 U.S. 404, 413 n.13, 97 S. Ct. 2428, 2434 n.13,
53 L. Ed. 2d 439 (1977))); Milton I. Shadur, Traps for the Unwary in Removal and
Remand, 33 no. 3 Litigation 43 (2007); Powerex Corp. v. Reliant Energy Servs., Inc.,
127 S. Ct. 2411, 2418 (2007) (holding that when “the District Court relied upon a
ground that is colorably characterized as subject-matter jurisdiction, appellate review
is barred by § 1447(d)”).
B.

Diversity Jurisdiction

Ms. Crinnian and the Trust premise their removal upon this court’s diversity
jurisdiction. “Diversity jurisdiction exists where the suit is between citizens of
different states and the amount in controversy exceeds the statutorily prescribed
amount, in this case $75,000.” Williams v. Best Buy Co., 269 F.3d 1316, 1319 (11th
Cir. 2001) (citing 28 U.S.C. § 1332(a)). Therefore, removal jurisdiction based upon
diversity requires: (1) a complete diversity of citizenship between the plaintiff(s) and
the defendant(s); and (2) satisfaction of the amount in controversy requirement.
6

1.

Citizenship Requirement

Diversity jurisdiction “requires complete diversity—every plaintiff must be
diverse from every defendant.” Palmer v. Hosp. Auth., 22 F.3d 1559,1564 (11th Cir.
1994). “Citizenship, not residence, is the key fact that must be alleged in the
complaint to establish diversity for a natural person.” Taylor v. Appleton, 30 F.3d
1365, 1367 (11th Cir. 1994).
2.

Fraudulent Joinder Principles

The dispute over satisfaction of the citizenship requirement in this case has to
do with whether Mr. Wakefield has fraudulently joined the Family Company and Mr.
Gordon as defendants in his declaratory judgment action. “[W]hen there is no
possibility that the plaintiff can prove a cause of action against the resident (nondiverse) defendant[,]” fraudulent joinder is established. Triggs v. John Crump Toyota,
Inc., 154 F.3d 1284, 1287 (11th Cir. 1998). Relatedly, if fraudulent joinder is
established, then the resident defendant is subject to dismissal as a party and its
citizenship is disregarded for diversity requirement purposes. See id.
The Eleventh Circuit extensively addressed the issue of removal based on
diversity jurisdiction when it is alleged that a non-diverse defendant has been
fraudulently joined in Crowe v. Coleman, 113 F.3d 1536 (11th Cir. 1997). There the
court stated:
7

In a removal case alleging fraudulent joinder, the removing party
has the burden of proving that either: (1) there is no possibility the
plaintiff can establish a cause of action against the resident defendant;
or (2) the plaintiff has fraudulently pled jurisdictional facts to bring the
resident defendant into state court. Cabalceta v. Standard Fruit Co., 883
F.2d 1553, 1561 (11th Cir. 1989). The burden of the removing party is
a ‘heavy one.’ B. Inc. v. Miller Brewing Co., 663 F.2d 545, 549 (5th
Cir. Unit A 1981).
Crowe, 113 F.3d at 1538.2
The standard is onerous because, absent fraudulent joinder, a plaintiff has the
absolute right to choose his forum. That is, courts must keep in mind that the plaintiff
is the master of his complaint and has the right to determine how and where he will
fight his battle. As Crowe further recognized:
This consequence makes sense given the law that “absent
fraudulent joinder, plaintiff has the right to select the forum, to elect
whether to sue joint tortfeasors and to prosecute his own suit in his own
way to a final determination.” Parks v. The New York Times Co., 308
F.2d 474, 478 (5th Cir. 1962).[3] The strict construction of removal
statutes also prevents “exposing the plaintiff to the possibility that he
will win a final judgment in federal court, only to have it determined that
the court lacked jurisdiction on removal,” see Cowart Iron Works, Inc.
v. Phillips Constr. Co., Inc., 507 F. Supp. 740, 744 (S.D. Ga. 1981)

Under the second prong of the fraudulent joinder test, the court must
determine whether the plaintiff has fraudulently pled facts relating to a party’s
citizenship in an effort to avoid diversity jurisdiction. No issue related to the second
prong exists in this case. Accordingly, the court limits its analysis to the first inquiry.
2

In Bonner v. Prichard, 661 F.2d 1206, 1209 (11th Cir. 1981) (en banc), the
Eleventh Circuit adopted as binding precedent all decisions of the former Fifth
Circuit handed down prior to October 1, 1981.
3

8

(quoting 14A C. Wright, A. Miller & E. Cooper, Federal Practice and
Procedures § 3721), a result that is costly not only for the plaintiff, but
for all the parties and for society when the case must be re-litigated.
Crowe, 113 F.3d at 1538.
To establish fraudulent joinder of a resident defendant, the burden of proof on
the removing party is a “heavy one[,]” see Crowe, 113 F.3d at 1538 (internal
quotation marks omitted) (quoting B, Inc. v. Miller Brewing Co., 663 F.2d 545, 549
(5th Cir. Unit A 1981)), requiring clear and convincing evidence and particularity in
pleading. Parks, 308 F.2d at 478 (citing Barron and Holtzoff, Federal Practice and
Procedure, § 103, p. 478). Although affidavits and depositions may be considered,
the court must not undertake to decide the merits of the claim but must look to
whether there is a possibility that a claim exists. More particularly, the Crowe court
explained the framework for analyzing fraudulent joinder as:
While ‘the proceeding appropriate for resolving a claim of
fraudulent joinder is similar to that used for ruling on a motion for
summary judgment under Fed. R. Civ. P. 56(b),’ [B. Inc., v. Miller
Brewing Co., 663 F.2d 545, 549 n.9 (5th Cir., Unit A 1981)], the
jurisdictional inquiry ‘must not subsume substantive determination.’ Id.
at 550. Over and over again, we stress that ‘the trial court must be
certain of its jurisdiction before embarking upon a safari in search of a
judgment on the merits.’ Id. at 548-49. When considering a motion for
remand, federal courts are not to weigh the merits of a plaintiff’s claim
beyond determining whether it is an arguable one under state law. See
id. ‘If there is even a possibility that a state court would find that the
complaint states a cause of action against any one of the resident
defendants, the federal court must find that joinder was proper and
9

remand the case to state court.’ Coker v. Amoco Oil Co., 709 F.2d 1433,
1440-41 (11th Cir. 1983), superseded by statute on other grounds as
stated in Georgetown Manor, Inc. v. Ethan Allen, Inc., 991 F.2d 1533
(11th Cir. 1993).
Crowe, 113 F.3d at 1538 (emphasis added).
In a later fraudulent joinder decision, the Eleventh Circuit elaborated:
The fact that the plaintiffs may not ultimately prevail against the
individual defendants because of an insufficient causal link between the
defendants’ actions and the plaintiffs’ injuries does not mean that the
plaintiffs have not stated a cause of action for purposes of the fraudulent
joinder analysis. In a fraudulent joinder inquiry, ‘federal courts are not
to weigh the merits of a plaintiff's claim beyond determining whether it
is an arguable one under state law.’ Crowe, 113 F.3d at 1538.
Pacheco de Perez v. AT & T Co.,139 F.3d 1368, 1380-81 (11th Cir. 1998); see also
Tillman v. R.J. Reynolds Tobacco, 340 F.3d 1277, 1279 (11th Cir. 2003) (“[I]f there
is a possibility that a state court would find that the complaint states a cause of action
against any of the resident defendants, the federal court must find that the joinder was
proper and remand the case to state court.”).
III.

Analysis
A.

Mr. Wakefield’s Remand Motion

Because Mr. Wakefield’s Remand Motion challenges this court’s subject
matter jurisdiction on removal, the court addresses it first. Mr. Wakefield makes two
primary points in his Remand Motion in response to Ms. Crinnian and the Trust’s

10

removal petition. First, neither the Family Company nor Mr. Gordon has been
fraudulent joined in this action because both are necessary parties pursuant to
Alabama Rule of Civil Procedure 19(a). (Doc. 8 at 6). Second, the Family Company
is also a necessary party defendant pursuant to Alabama Rule of Civil Procedure 23.1.
Ms. Crinnian and the Trust counter that, even if the Family Company and Mr.
Gordon were not fraudulently joined, the court should realign them as party plaintiffs
with Mr. Wakefield.
The undersigned has not been able to find any reported decisions analyzing
fraudulent joinder in the context of a removed Alabama Declaratory Judgment action
that mirrors these facts. However, the court has located two instructive cases that
have dealt with similar jurisdictional inquiries in the situation of a removed insurance
coverage dispute.
First, in Earnest v. State Farm Fire and Cas. Co., 475 F. Supp. 2d 1113 (N.D.
Ala. 2007), the plaintiff, an insured, sued State Farm and other non-diverse individual
defendants, in the Circuit Court of Jefferson County, seeking a judgment under a
policy of insurance issued to him by State Farm. State Farm removed the lawsuit to
federal court and, like Ms. Crinnian and the Trust, State Farm argued that, because
the other defendants were improperly joined, the court should disregard their
Alabama citizenship. Alternatively, State Farm contended that, if its co-defendants
11

were, in fact, properly joined, then realigning them as plaintiffs would be appropriate.
In analyzing fraudulent joinder, the Earnest court correctly observed:
Triggs provides district courts with an explanation of the test that
should be applied in determining if a defendant is joined fraudulently in
a typical case. The Triggs test, however, is not easily applied to this type
of declaratory judgment action. The Declaratory Judgment Act provides
that “any court of the United States, upon the filing of an appropriate
pleading, may declare the rights and other legal relations of any
interested party seeking such declaration, whether or not further relief
is or could be sought. Any such declaration shall have the force and
effect of a final judgment or decree and shall be reviewable as such.” 28
U.S.C. § 2201. As one would expect, an action by a party to declare his
or her rights is not a typical claim that is made against another party.
Instead, it is filed to determine relative rights, and is only effective if the
outcome is binding upon those properly made a party to the action.
Earnest, 475 F. Supp. 2d at 1115-16 (emphasis by underling added); see also Earnest,
475 F. Supp. 2d at 1115 (“Plaintiff agrees with State Farm’s contention that there is
no possible cause of action, in the traditional sense, that exists against the non-diverse
defendants under the Complaint.”); id. (“[However,] Earnest apparently did not
include the non-diverse defendants in his action so that he could allege a cause of
action against them; rather, he maintains that they are ‘parties in interest’ because an
adjudication of insurance coverage or non-coverage affects each of them, and he
wants the remaining defendants to be bound by a resulting declaratory judgment.”).
After pointing out the uniqueness of testing a fraudulent joinder theory in a
declarative proceeding, the Earnest court determined that, while suing the underlying
12

tort plaintiff as a defendant in the declaratory judgment action before it had not been
fraudulent, joining the other individual defendants was inappropriate. More precisely,
the Earnest court found:
While it may be unusual for an individual to bring an action to
declare the obligations of his insurer, the underlying tort plaintiff would
be an indispensable party no matter who initiated the complaint;
otherwise, he or she would not be bound by the result. If State Farm had
filed a declaratory judgment action in federal district court pertaining to
its obligation to defend or indemnify Earnest from Thomas's claims, it
too would have included Thomas, a non-diverse party, as a defendant.
If not, State Farm’s action would have been subject to dismissal for
failure to join an indispensable party. See Ranger Ins. Co. v. United
Housing of New Mexico, 488 F.2d 682 (5th Cir. 1974). . . .
The umbrella of this logic, however, does not extend far enough
to include Watson or Hutto. These two defendants have no interest in
the outcome of the declaratory judgment action and further, Earnest has
no reason for them to be bound by it. Therefore, they are not real parties
in interest. Since they are not real parties in interest, and since no claim
was made against them in the declaratory judgment action, Watson and
Hutto were fraudulently joined and are to be ignored for the purpose of
considering diversity of citizenship. See Henderson v. Washington Nat.
Ins. Co., 454 F.3d 1278, 1281 (11th Cir. 2006).
475 F. Supp. 2d at 1117 (footnote omitted) (emphasis added).
However, nevertheless, the Earnest court still denied the motion to remand,
finding a realignment of the parties to be appropriate because the underlying tort
plaintiff’s interests were “closely aligned with Mr. Earnest’s efforts to obtain
indemnity” from State Farm. 475 F. Supp. 2d at 1117.

13

Second, in Andalusia Enterprises, Inc. v. Evanston Ins. Co., 487 F. Supp. 2d
1290 (N.D. Ala. 2007), the district court, analyzing necessary parties under the
Alabama Declaratory Judgment Act, agreed with Earnest on the approach to use in
evaluating fraudulent joinder, but deviated from that decision with respect to the
question of party realignment.
Concerning realignment, the Andalusia court reasoned in part that 28 U.S.C.
§ 1441(b) “unequivocally precludes removal in a case brought under Alabama’s
Declaratory Judgment Act.” 487 F. Supp. 2d at 1295.
Section 1441(b) provides in pertinent part:
(2) A civil action otherwise removable solely on the basis of the
jurisdiction under section 1332(a) of this title may not be removed if any
of the parties in interest properly joined and served as defendants is a
citizen of the State in which such action is brought.
28 U.S.C. § 1441(b)(2) (emphasis added). As the Andalusia court further explained:
Lane was not only a citizen of the state in which this action was
brought, but he was “properly joined and served as a defendant”. To
find removal jurisdiction under such circumstances would totally ignore
§ 1441(b) and is counter to the universal rule that construes removal
statutes strictly. This removal statute contemplates the determination of
the question of removability using the lineup of the parties at the time
of removal, unless that lineup is facially improper. Here it was both
proper and mandated by Alabama procedure.
487 F. Supp. 2d at 1295 (emphasis by underlining added).
The Andalusia court perceived another problem with the challenged removal
14

before it:
[B]ecause Lane was a necessary party defendant in the state court, the
action against him was not subject to dismissal under Rule 12(b)(6).
Therefore, as a proper party, his failure to join in the removal violates
the unanimity requirement of 28 U.S.C. § 1446(a), and creates another
defect in this removal. Section 1446(a) precludes removal unless all
properly named and served defendants join. Andalusia and Hughes make
this point, and the court agrees with them. Before any alignment
problem is confronted, all properly joined defendants must join in the
removal. Lane did not. Section 1446(a) makes no exception for a proper
party defendant who, in fact, may be in total agreement with the
plaintiff. It simply and straightforwardly requires that all properly
named and served defendants join in the removal. Here, one such
defendant did not join.
Andalusia, 487 F. Supp. 2d at 1296 (emphasis by underlining added). As reorganized,
§ 1446(b)(2)(A) now provides “[w]hen a civil action is removed solely under section
1441(a), all defendants who have been properly joined and served must join in or
consent to the removal of the action.” 28 U.S.C. § 1446(b)(2)(A) (emphasis added).
The Andalusia court also declined to realign on the basis that “[r]ealignment
is appropriate only if the interests of the realignment parties are manifestly the same.”
487 F. Supp. 2d at 1296-97. When the court examined the record, it could not “make
such a finding in this case.” Id. at 1297; see also Agrella v. Great American Ins.
Companies, No. 99–C–5309, 1999 WL 1101319, at *3 (N.D. Ill. Nov. 29, 1999)
(“Realignment here would run counter to the policy of narrow construction of
diversity claims.”).
15

Turning to Mr. Wakefield’s remand contentions, and relying upon the
reasoning used both in Earnest and Andalusia as persuasive authority, the court
agrees with Mr. Wakefield that the Family Company is a necessary party to portions
of this declarative proceeding as provided for under Alabama law. In particular, § 66-227 of the Alabama Declaratory Judgment Act provides:
All persons shall be made parties who have, or claim, any interest which
would be affected by the declaration, and no declaration shall prejudice
the rights of persons not parties to the proceeding.
Ala. Code § 6-6-227 (emphasis added); see also Ala. R. Civ. P. 19(a) (“ A person who
is subject to jurisdiction of the court shall be joined as a party in the action if . . . (2)
the person claims an interest relating to the subject of the action and is so situated that
the disposition of the action in the person’s absence may (i) as a practical matter
impair or impede the person's ability to protect that interest or (ii) leave any of the
persons already parties subject to a substantial risk of incurring double, multiple, or
otherwise inconsistent obligations by reason of the claimed interest.”).
The parties’ dispute over whether Mr. Wakefield has wrongfully managed the
Family Company when selling its stock to Mr. Gordon, and Mr. Wakefield’s request
for separate declarations that he “has acted consistently with the Articles of
Incorporation, Bylaws, and his duties owed to the Company and its shareholders,”
and that he has adhered to the Business Judgment Rule, render the Family Company’s
16

presence essential to this proceeding because it has a stake in such declarations,
regardless of whether they are decided favorably or unfavorably to Mr. Wakefield,
and because Mr. Wakefield intends for the Family Company to be bound by the
results.4
As for the issue of realignment, the court agrees with the Andalusia decision
(and thus is unpersuaded by the path followed in Earnest) that inviting this court to
accomplish such a diversity-driven party restructuring in a removed declaratory
judgment action is squarely at odds with the plain language of § 1441(b)(2).5 Another
procedural obstacle, before even reaching the requested realignment, is the failure of
the Family Company to join in or consent to the removal as is statutorily required of
all properly joined and served defendants. 28 U.S.C. § 1446(b)(2)(A).
Realignment also runs counter to several overarching jurisdictional principles,
including that “state courts are the courts of primary or general jurisdiction in this
country and that the federal courts are courts of limited or statutory jurisdiction,
meaning that access to federal courts can be obtained only by a supplicant's meeting
all of the jurisdictional requirements, construed against him.” Andalusia, 487 F. Supp.
2d at 1293 (citing Shamrock Oil & Gas Corp. v. Sheets, 313 U.S. 100, 61 S. Ct. 868,
4

The court limits its analysis to the Family Company as a necessary party.

5

The court acknowledges that, in Andalusia, the request for party realignment was lately
made. However, that lateness was but one of many reasons why the Andalusia court refused to
realign the parties.
17

85 L. Ed. 1214 (1941)).
Finally, even if this court were to overlook all of the foregoing hurdles, Ms.
Crinnian and the Trust have not persuaded the court that the interests of Mr.
Wakefield and the Family Company sufficiently dovetail. Instead, based upon the
nature of the commercial improprieties asserted against Mr. Wakefield, the court can
envision many ways in which they may, in fact, deviate. Consequently, consistent
with Andalusia, a realignment is far from an obvious choice for the court to make.
Therefore, because the Family Company is a properly joined defendant to the
declaratory judgment action, and because realignment is either statutorily prohibited
or otherwise inappropriate, diversity jurisdiction does not exist and the Remand
Motion is due to be granted.
B.

Ms. Crinnian and the Trust’s Dismissal Motion

Ms. Crinnian and the Trust’s Dismissal Motion seeks to dismiss Mr.
Wakefield’s complaint for lack of subject matter jurisdiction (Doc. 3 at 1), contending
that “there is no case or controversy which gives rise to a cause of action under
Alabama’s declaratory judgment statute.” (Doc. 4 at 2). Alternatively, Ms. Crinnian
and the Trust requests that this court consolidate Mr. Wakefield’s declaratory
judgment action “with a shareholder oppression action filed by Mrs. Crinnian and the

18

Crinnian Trust,6 as plaintiffs, against William M. Wakefield, as the defendant and
styled Susan Wakefield Crinnian, individually and as Trustee of the Susan Crinnian
Trust v. William M. Wakefield, United States District Court for the Northern District
of Alabama, Eastern Division, Civil Action No. CV-14-HS-715-E.” (Doc. 3 at 1-2).
Because the court has determined that removal jurisdiction premised upon
diversity is lacking and that, as a result, remand is appropriate, it does not reach the
merits of the Dismissal Motion and it is due to be termed as moot.
C.

Mr. Wakefield’s OA Request

Due to the straightforward nature of the disputed issues presented by the
parties, the court sees no need for oral argument, and Mr. Wakefield’s OA Request
is due to be denied.
IV.

Conclusion
For the reasons stated above, the Remand Motion is due to be granted and the

Dismissal Motion is due to be termed as moot. Further, the OA Request is due to be
denied. Finally, the court will enter an order of remand consistent with this
memorandum opinion.

6

As mentioned in the introductory section, a consolidation has already been ordered.
19

DONE and ORDERED this 29th day of August, 2014.

VIRGINIA EMERSON HOPKINS
United States District Judge

20