Branch Banking and Trust Company v. Imagine CBQ, LLC et al

Filing 43

ORDER granting 36 Motion to Amend Complaint with instruction that Branch Banking properly allege citizenship as set out. The amended complaint should be filed on or before 11/30/11. Signed by Judge Kristi K. DuBose on 11/16/2011. (cmj)

IN THE UNITED STATES DISTRICT COURT
FOR THE SOUTHERN DISTRICT OF ALABAMA
SOUTHERN DIVISION
BRANCH BANKING AND TRUST
COMPANY,

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Plaintiff,
vs.
IMAGINE CBQ, LLC, et al.,
Defendants.

CIVIL ACTION NO. 11-0168-KD-C

ORDER
This action is before the Court on the unopposed motion for leave to amend complaint
filed by plaintiff Branch Banking and Trust Company (doc. 36). Branch Banking moves the
Court for leave to amend its complaint to sufficiently allege diversity jurisdiction. Defendants
amended their motion to dismiss to add that they “have no objection to plaintiff amending its
complaint to properly secure the jurisdiction of this Court.” (doc. 32).
Upon consideration, and for the reasons set forth herein, the motion for leave to amend is
GRANTED with instruction that Branch Banking should properly allege the citizenship of the
members of F. W. Hopkins, LLC, and consequently, the citizenship of all the members of
Imagine, LLC, and shall file its amended complaint on or before November 30, 2011.
The Federal Rules state that A. . . a party may amend its pleading only with the opposing
party's written consent or the court's leave@ and that the Acourt should freely give leave when
justice so requires.@ Fed. R. Civ. P. Rule 15(a)(2). Defendants have given written consent by
amending their motion to dismiss to add that they have no objection to Branch Banking’s
proposed amendment. Thus, the Court need not determine whether justice requires granting
Branch Banking leave to amend its complaint.

However, this action is before the Court on basis of diversity jurisdiction. For purposes of
diversity of citizenship, limited liability companies are “citizens” of any state of which a member
of the company is a citizen. See Rolling Greens MHP, L.P. v. Comcast SCH Holdings, LLC, 374
F. 3d 1020, 1023 (11th Cir. 2004) (AThe federal appellate courts that have answered this question
have all answered it in the same way: like a limited partnership, a limited liability company is a
citizen of any state of which a member of the company is a citizen. We join them in this
holding.@) The citizenship of the members of Imagine CBQ, LLC, is alleged in the proposed
amended complaint. (doc. 36-1). The members’ citizenship (Alabama and Texas) is diverse
from that of Branch Banking (North Carolina). However, the citizenship of the members of F.
W. Hopkins, LLC, is not alleged in the complaint. F. W. Hopkins, LLC is a named defendant
and is a member of Imagine, LLC. Thus, an allegation as to its citizenship is necessary to
properly allege diversity jurisdiction.
DONE this the 16th day of November, 2011.

s/ Kristi K. DuBose
KRISTI K. DuBOSE
UNITED STATES DISTRICT JUDGE