Mann v. Garden of Life, LLC et al

Filing 18

ORDER DENYING 12 PLAINTIFF'S MOTION TO REMAND. Signed by Judge Beth Labson Freeman on 5/30/2018. (blflc4S, COURT STAFF) (Filed on 5/30/2018)

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UNITED STATES DISTRICT COURT

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NORTHERN DISTRICT OF CALIFORNIA

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SAN JOSE DIVISION

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JANICE MANN,
Plaintiff,

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GARDEN OF LIFE, LLC, et al.,

[Re: ECF 12]

Defendants.

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United States District Court
Northern District of California

ORDER DENYING PLAINTIFF'S
MOTION TO REMAND

v.

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Case No. 18-cv-02134-BLF

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Before the Court is Plaintiff Janice Mann’s motion to remand the action to state court.

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Mot., ECF 12. Pursuant to Civil Local Rule 7-1(b), the Court takes this matter under submission

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without oral argument and VACATES the hearing scheduled for September 27, 2018. For the

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reasons discussed below, Mann’s motion to remand is DENIED.

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This action was initially filed in the Santa Cruz Superior Court. On April 9, 2018,

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Defendant Garden of Life, LLC (“Garden of Life”) removed the action to this District based on

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diversity jurisdiction. Notice of Removal, ECF 1. On May 3, 2018, Mann filed the instant motion

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based on two reasons: lack of diversity jurisdiction and failure to obtain all defendants’ consent to

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removal.

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First, Mann argues that Garden of Life has not established that diversity jurisdiction exists

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in this action. Mot. 3. As Mann points out, diversity jurisdiction under 28 U.S.C. § 1332(a)(1)

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requires that the action is between “citizens of different States.” And when a defendant in the

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action is a Limited Liability Corporation (“LLC”), the moving defendant must set forth the

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citizenship of the owners/members of the LLC. Johnson v. Columbia Properties Anchorage, LP,

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437 F.3d 894, 899 (9th Cir. 2006) (“[A]n LLC is a citizen of every state of which its

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owners/members are citizens.”). Mann asserts that Garden of Life’s removal of this action was

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improper because its Notice of Removal fails to show the citizenship of Defendants Garden of

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Life, LLC and Atrium Biotech Investments, LLC’s members or owners. Mot. 4.
Garden of Life responds that its Amended Notice of Removal identifies the citizenship of

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all defendants including Garden of Life, LLC and Atrium Biotech Investments, LLC.1 Opp’n 5,

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ECF 16. The Amended Notice of Removal states that:

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(1) Garden of Life, LLC is a wholly owned subsidiary of Atrium Biotech

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Investments, LLC, “i.e., the only ‘member’ of Garden of Life, LLC is

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Atrium Biotech Investments, LLC.” Amended Notice of Removal ¶ 6,

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ECF 14.
(2) Atrium Biotech Investments, LLC is a wholly owned subsidiary of

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United States District Court
Northern District of California

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Atrium Biotech HoldCo, LLC, “i.e., the only ‘member’ of Atrium Biotech

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Investments, LLC is Atrium Biotech HoldCo, LLC.” Id. ¶ 8.

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(3) Atrium Biotech HoldCo, LLC is a wholly owned subsidiary of Atrium

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Innovations, Inc., “i.e., the only ‘member’ of Atrium Biotech HoldCo,

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LLC is Atrium Innovations, Inc.” Id. ¶ 9.

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(4) Atrium Innovations, Inc. is a Canadian corporation with its principal

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place of business in Quebec, Canada. Id. ¶ 10.
Mann contends that the Amended Notice of Removal is still deficient because it merely

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states that “another company is a ‘member.”” Reply 4, ECF 17. Mann also claims that the

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Amended Notice of Removal’s placement of the term “member” in quotation marks makes the

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meaning of that term unclear whether Garden of Life is referring to “actual members” or

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something else. Id.
The Court disagrees with Mann’s contention. As set forth above, the Amended Notice of

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Removal makes clear that each LLC is wholly owned by the respective parent LLC or corporation.

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Because an LLC takes the citizenship of its owners and members, Johnson, 437 F.3d at 899, a

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A notice of removal can be amended to correct a defective allegation of jurisdiction, but not to
add a new basis for removal jurisdiction. ARCO Environmental Remediation, L.L.C. v. Dept. of
Health and Environmental Qualify of Montana, 213 F.3d 1108, 1117 (9th Cir. 2000).
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wholly owned LLC has the citizenship of its parent LLC or corporation. The chain of ownership

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described above makes it clear that the citizenship of Garden of Life, LLC, Atrium Biotech

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Investments, LLC, and Atrium Biotech HoldCo, LLC can be traced to Canada. On the other hand,

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Mann is a citizen of California. Amended Notice of Removal ¶ 5. Thus, the Amended Notice of

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Removal provides that Mann has a different citizenship from the LLC Defendants. On this basis,

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the Court finds that Garden of Life has established that diversity jurisdiction exists.
Second, Mann argues that Garden of Life has failed to show that all defendants have

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consented to the removal of this action. See Mot. 4; Reply 5. 28 U.S.C. § 1446(b)(2)(A) provides

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that “[w]hen a civil action is removed solely under section 1441(a), all defendants who have been

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properly joined and served must join in or consent to the removal of the action.” Mann contends

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United States District Court
Northern District of California

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that Garden of Life has “failed to make any such showing.” Mot. 4.

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Garden of Life responds that it did not need the consent of other defendants in this case

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because they were not served at the time of removal. Opp’n 6. Indeed, a removing defendant

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need not obtain the consent of defendants who were served after the filing of the notice of

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removal. Cachet Residential Builders, Inc. v. Gemini Ins. Co., 547 F. Supp. 2d 1028, 1032 (D.

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Ariz. 2007). Mann does not dispute Garden of Life’s representation that it was the only defendant

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that was served on the date the Notice of Removal was filed. Accordingly, the Court finds that

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Garden of Life did not need to obtain consent of other defendants and thus has satisfied the

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consent requirement set forth in § 1446(b)(2)(A) when the Notice of Removal was filed.

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For the above reasons, the Court is unpersuaded by Mann’s arguments that removal of this
action was improper. Therefore, Mann’s motion to remand this action to state court is DENIED.

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IT IS SO ORDERED.

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Dated: May 30, 2018
______________________________________
BETH LABSON FREEMAN
United States District Judge

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