Hepting et al v. AT&T Corp. et al
Filing
80
Declaration of Starlene Meyerkord in Support of 79 MOTION to Dismiss Motion of Defendant AT&T, Inc. to Dismiss Plaintiffs' Amended Complaint; Supporting Memorandum Declaration of Starlene Meyerkord in Support of Motion of Defendant AT&T, Inc. to Dismiss Plaintiffs' Amended Complaint filed byAT&T Inc.. (Related document(s) 79 ) (Ericson, Bruce) (Filed on 4/28/2006)
Hepting et al v. AT&T Corp. et al
Doc. 80
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PILLSBURY WINTHROP SHAW PITTMAN LLP BRUCE A. ERICSON #76342 DAVID L. ANDERSON #149604 JACOB R. SORENSEN #209134 MARC H. AXELBAUM #209855 BRIAN J. WONG #226940 50 Fremont Street Post Office Box 7880 San Francisco, CA 94120-7880 Telephone: (415) 983-1000 Facsimile: (415) 983-1200 Email: bruce.ericson@pillsburylaw.com SIDLEY AUSTIN LLP DAVID W. CARPENTER (admitted pro hac vice) BRADFORD A. BERENSON (admitted pro hac vice) DAVID L. LAWSON (admitted pro hac vice) EDWARD R. McNICHOLAS (admitted pro hac vice) 1501 K Street, N.W. Washington, D.C. 20005 Telephone: (202) 736-8010 Facsimile: (202) 736-8711 Attorneys for Defendants AT&T CORP. and AT&T INC. UNITED STATES DISTRICT COURT NORTHERN DISTRICT OF CALIFORNIA SAN FRANCISCO DIVISION
TASH HEPTING, GREGORY HICKS, CAROLYN JEWEL and ERIK KNUTZEN on Behalf of Themselves and All Others Similarly Situated, Plaintiffs, vs.
No. C-06-0672-VRW DECLARATION OF STARLENE MEYERKORD IN SUPPORT OF MOTION OF DEFENDANT AT&T INC. TO DISMISS PLAINTIFFS' AMENDED COMPLAINT Date: June 8, 2006 Time: 2 p.m. Courtroom: 6, 17th Floor Judge: Hon. Vaughn R. Walker Filed concurrently: 1. AT&T Inc.'s Motion to Dismiss 2. Proposed order
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StarDecHepting.DOC
AT&T CORP., AT&T INC. and DOES 1-20, inclusive, Defendants.
Declaration of Starlene Meyerkord in Support of AT&T Inc.'s Motion to Dismiss No. C-06-0672-VRW
Dockets.Justia.com
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I, STARLENE MEYERKORD, declare as follows: 1. My job title is Director, Office of Vice President and Secretary of AT&T
Inc. I make this declaration in support of the motion of defendant AT&T INC. to dismiss plaintiffs' Amended Complaint for lack of jurisdiction. The facts stated herein are based upon my own personal knowledge, or upon the corporate business records of AT&T Inc., or, where so indicated, upon my information and belief. If called as a witness, I could and would competently testify thereto. Background on AT&T Inc.
2.
AT&T Inc. was incorporated in Delaware in October 1983 under the name
Southwestern Bell Corporation. Since then it has changed its name twice. In 1995 it changed its name to SBC Communications Inc. More recently, in November 2005, it changed its name to AT&T Inc. after the merger of AT&T Corp. with a subsidiary of SBC Communications Inc. Throughout, it has remained a Delaware corporation.
3.
AT&T Inc.'s principal and only place of business is in San Antonio, Texas.
Before it moved to San Antonio, its principal and only place of business was St. Louis, Missouri. 4. AT&T Inc. is and always has been purely a holding company. It was created
as one of seven regional holding companies that were divested on January 1, 1984, by the American Telephone and Telegraph Company as part ofthe settlement of United States v. Western Electric Company, Inc., Civil Action No. 82-0192 (D.D.C.). As part ofthat divestiture, it received equity interests in the Southwestern Bell Telephone Company and certain other companies. It remains a holding company that conducts no business itself. It has no assets other than stock in its subsidiaries.
5.
AT&T Inc. does not provide telecommunications services or Internet
services to the public. AT&T Inc. does not itself make or sell any products or services.
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Declaration of Starlene Meyerkord in Support of AT&T Inc.'s Motion to Dismiss No. C-06-0672-VRW
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6.
AT&T Inc. has a 17-member board of directors. Only two of the 17
directors are officers of AT&T Inc. or any of its subsidiaries. The other 15 directors are non-employee directors. 7. AT&T Inc. is a legally and factually separate corporate entity, distinct ITom
its subsidiaries. Each of the affiliated subsidiaries maintains its own independent corporate, partnership or limited liability company identity and structure. 8. Some of AT&T Inc.'s subsidiaries are, among other things, engaged in the
development and sale of telecommunications services to the public. AT&T Inc.'s Relationship to AT&T Corp. 9. 10. AT&T Corp. is a direct subsidiary of AT&T Inc. AT&T Corp. is a corporation separate and distinct from AT&T Inc. that is
capable of satisfying any potential judgment. It has its own management and board of directors, and it keeps its own corporate minutes. Its management and board of directors are responsible for the management and operations of AT&T Corp. AT&T Corp. has two directors. AT&T Inc.'s Lack of Contacts with the State of California 11. AT&T Inc. does not do business in the State of California. It has no
employees or distributors resident in California. It does not have an office or mailing address in California, and it does not own or lease any real property in California. It provides no telecommunications, Internet, or any other services in California. 12. AT&T Inc. has never been registered or otherwise qualified to do business in
the State of California, and therefore, AT&T Inc. did not appoint an agent for service of process in California for such purpose. 13. California. 14. AT&T Inc. does not manufacture any product of any kind or provide any AT&T Inc. does not pay income, property, or use taxes to the State of
service of any nature that could find its way through the stream of commerce into
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Declaration of Starlene Meyerkord in Support of AT&T Inc.'s Motion to Dismiss No. C-06-0672-VRW
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California. It has not chosen to avail itself of the privilege of doing business in the State of California. 15. The AT&T brand website at attcom is maintained and administered by a
subsidiary of AT&T Inc., not AT&T Inc. 16. The attcom website is an online marketing channel that markets the goods
and services of AT&T Inc.' s subsidiaries and business partners. I am familiar with the goods and services that may be purchased or contracted for on the attcom website. AT&T Inc. does not provide goods or services to the public and therefore, none of the goods or services offered at the attcom website are provided by AT&T Inc. 17. The causes of action alleged in the Plaintiffs' complaint apparently arose in
California. Since AT&T Inc. has no business presence in California, then these allegations do not and cannot apply to AT&T Inc. I declare under penalty of perjury that the foregoing is true and correct Executed thiw day of April, 2006, at San Antonio, Texas.
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Declaration of Starlene Meyerkord in Support of AT&T Inc.'s Motion to Dismiss No. C-06-0672-VRW
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