Dennis v. Ralph Lauren Corporation et al

Filing 40

ORDER: The motion for leave to file a second amended complaint (Dkt # 28 ) is granted. No later than fourteen (14) days from the date this Order is filed, Plaintiff may file the proposed second amended complaint which is attached to the motion. If Plaintiff does not file the second amended complaint within fourteen (14) days, the Court will order the Clerk of Court to close the case. Signed by Judge William Q. Hayes on 4/12/2017. (mdc)

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UNITED STATES DISTRICT COURT

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SOUTHERN DISTRICT OF CALIFORNIA

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COURTNEY DENNIS, on behalf of
herself and all others similarly
situated,

CASE NO. 16cv1056-WQH-BGS
ORDER

Plaintiff,
v.
RALPH LAUREN CORPORATION,
a Delaware corporation; RALPH
LAUREN RETAIL, INC., a Delaware
corporation; and DOES 1-20,
inclusive,

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Defendants.
HAYES, Judge:
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The motion before the Court is the motion for leave to file a second amended
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19 complaint. (ECF No. 28).
20 I. BACKGROUND
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On May 2, 2016, Plaintiff Courtney Dennis filed a class action complaint against

22 Defendants Ralph Lauren Corporation and Ralph Lauren Retail, Inc. (ECF No. 1). On
23 July 18, 2016, Plaintiff filed an amended class action complaint against Defendants
24 alleging causes of action arising from Defendants’ alleged deceptive pricing of Ralph
25 Lauren merchandise. (ECF No. 13). On August 22, 2016, Defendants filed a motion
26 to dismiss for failure to state a claim. (ECF No. 20). On December 20, 2016, the Court
27 dismissed the complaint in its entirety. (ECF No. 25). The Order stated, “Plaintiff shall
28 file any motion for leave to file a second amended complaint on or before January 17,
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1 2017.” Id.
2

On January 18, 2017, Plaintiff filed a motion for leave to file a second amended

3 complaint.1 (ECF No. 28). Plaintiff’s proposed second amended class action complaint
4 alleges three causes of action: (1) violation of California’s Unfair Competition Laws,
5 California Business & Professions Code Sections 17200, et seq.; (2) violation of
6 California’s False Advertising Laws, California Business & Professions Code Sections
7 17500, et seq.; (3) violations of California Consumer Legal Remedies Act, California
8 Civil Code section 1750, et seq. (ECF No. 28-2). On February 21, 2017, Defendants
9 filed a response in opposition. (ECF No. 34). Attached to their response, Defendants
10 filed a declaration by Jennifer Avallon, Senior Vice President of Merchandising at
11 Ralph Lauren Corporation, stating that the shirt Plaintiff allegedly purchased is the “SS
12 Stretch Julie Polo” and was sold for $74.99 during September 2015. Id. at 24-25. On
13 March 10, 2017, Plaintiff filed a reply. (ECF No. 39).
14 II. CONTENTIONS OF THE PARTIES
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Plaintiff contends that leave to amend should be granted because Defendants

16 cannot demonstrate prejudice or undue delay. (ECF No. 28-1 at 3-4). Plaintiff
17 contends that she seeks leave to amend to cure deficiencies in the first amended
18 complaint. Plaintiff contends that there is no evidence she is acting in bad faith. Id. at
19 4-5. Plaintiff contends that amendment would not be futile because “the deficiencies
20 identified by the Court can be cured by amendment” and she alleges a “viable legal
21 claim.” Id. at 6. Plaintiff contends that extrinsic evidence is irrelevant at the pleading
22 stage where the factual allegations of the proposed second amended complaint are to
23 be taken as true. (ECF No. 39 at 2). Plaintiff contends that the declaration provided by
24 Defendants is “inadmissible hearsay/cumulative account of supposed sales data that
25 Defendants have refused to provide to Plaintiff and that has not been subjected to cross26
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Plaintiff filed a motion for leave to file a second amended complaint on January
27 17, 2017. (ECF No. 26). On January 17, 2017, Plaintiff filed a Notice of Errata stating
that Plaintiff “erroneously set the hearing for February 15, 2017” in its motion. (ECF
28 No. 27). On January 18, 2017, Plaintiff filed the “Corrected Notice of Motion and
Motion for Leave to File Second Amended Complaint.” (ECF No. 28).
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1 examination in discovery.” (ECF No. 39 at 2). Plaintiff contends that even if
2 Defendants’ factual assertion was true and could be properly considered at this stage
3 of the proceedings, it would not be fatal to the proposed second amended complaint.
4 Id. at 3.
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Defendants contend that Plaintiff has been afforded two opportunities to state her

6 claim and that any further amendment would be futile. (ECF No. 34). Defendants
7 contend that the allegations regarding shirt pricing in the proposed second amended
8 complaint “are sharply different from the first two pleadings . . . . which calls into
9 serious question the bona fides of Plaintiff’s allegations[.]” Id. at 4. Defendants
10 contend that the proposed second amended complaint does not satisfy the plausibility
11 requirement of Rule 8(a) or the particularity requirement of Rule 9(b). Id. at 5.
12 Defendants contend that Plaintiff’s bad faith and undue delay in seeking amendment,
13 the previous amendments to her complaint, and the prejudice that would result from
14 granting leave to file a second amended complaint all weigh against granting leave to
15 amend; however, Defendants contend the Court “need only consider the SAC’s futility
16 to deny Plaintiff’s motion.” Id. at 14. Defendants contend that the standard for
17 granting leave to amend is the same as for a Rule 12(b)(6) motion to dismiss and the
18 Court cannot grant this motion because the proposed second amended complaint fails
19 to state “with particularity, non-conclusory matter that if taken as true, plausibly
20 establishes Ms. Dennis’s false advertising claim.” Id. at 18. Defendants contend that
21 “contrary to the allegations of the [second amended complaint], Ralph Lauren in fact
22 sold the SS Julie Stretch Polo women’s shirt at the full $74.99 ‘Our Price’ during
23 September 2015.” Id. at 21.
24 III. DISCUSSION
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Federal Rule of Civil Procedure 15 mandates that leave to amend “be freely given

26 when justice so requires.” Fed. R. Civ. P. 15(a). “This policy is to be applied with
27 extreme liberality.” Eminence Capital, LLC v. Aspeon, Inc., 316 F.3d 1048, 1051 (9th
28 Cir. 2003) (quotation omitted). In Foman v. Davis, 371 U.S. 178 (1962), the Supreme
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1 Court offered several factors for district courts to consider in deciding whether to grant
2 a motion to amend under Rule 15(a):
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In the absence of any apparent or declared reason – such as undue delay,
bad faith or dilatory motive on the part of the movant, repeated failure to
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cure deficiencies by amendments previously allowed, undue prejudice to
the opposing party by virtue of allowance of the amendment, futility of
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amendment, etc. – the leave sought should, as the rules require, be “freely
given.”
6 Foman, 371 U.S. at 182; see also Smith v. Pac. Prop. Dev. Co., 358 F.3d 1097, 1101
7 (9th Cir. 2004). “Not all of the [Foman] factors merit equal weight. As this circuit and
8 others have held, it is the consideration of prejudice to the opposing party that carries
9 the greatest weight.” Eminence Capital, 316 F.3d at 1052 (citations omitted). “The
10 party opposing amendment bears the burden of showing prejudice.” DCD Programs,
11 Ltd. v. Leighton, 833 F.2d 183, 187 (9th Cir. 1987). “Absent prejudice, or a strong
12 showing of any of the remaining Foman factors, there exists a presumption under Rule
13 15(a) in favor of granting leave to amend.” Eminence Capital, 316 F.3d at 1052.
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The Court has reviewed the motion for leave to file a second amended complaint

15 and all related filings. Defendants filed the declaration by Jennifer Avallon in support
16 of their contention that amendment would be futile. (ECF No. 34 at 24-25). The Court
17 concludes that consideration of the declaration is improper at this stage of the
18 proceedings. See Lee v. City of Los Angeles, 250 F.3d 668, 688 (9th Cir. 2001) (“As
19 a general rule, a district court may not consider any material beyond the pleadings in
20 ruling on a Rule 12(b)(6) motion.”); Ashcroft v. Iqbal, 556 U.S. 662, 679 (2009)
21 (holding that on a motion to dismiss, “[w]hen there are well-pleaded factual allegations,
22 a court should assume their veracity and then determine whether they plausibly give rise
23 to an entitlement to relief”).
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The Court concludes that Defendants have not made a sufficiently strong

25 showing of the Foman factors to overcome the presumption of Rule 15(a) in favor of
26 granting leave to amend. See Eminence Capital, 316 F.3d at 1052. Any challenge to
27 the merits of the proposed second amended complaint will be considered after the
28 amended pleading is filed. See Hynix Semiconductor Inc. v. Toshiba Corp., No. C-04-4-

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1 4708, 2006 WL 3093812, at *2 (N.D. Cal. Oct. 31, 2006) (“In view of Rule 15(a)’s
2 permissive standard, courts ordinarily defer consideration of challenges to the merits
3 of a proposed amended pleading until after leave to amend is granted and the amended
4 pleading is filed.”).
5 IV. CONCLUSION
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IT IS HEREBY ORDERED that the motion for leave to file a second amended

7 complaint (ECF No. 28) is granted. No later than fourteen (14) days from the date this
8 Order is filed, Plaintiff may file the proposed second amended complaint which is
9 attached to the motion. If Plaintiff does not file the second amended complaint within
10 fourteen (14) days, the Court will order the Clerk of Court to close the case.
11 DATED: April 12, 2017
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WILLIAM Q. HAYES
United States District Judge

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