Wylie v. Red Bull North America, Inc.
Filing
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OPINION AND ORDER that Defendant's 6 Motion to Dismiss the Amended Complaint is GRANTED in part and DENIED AS MOOT in part. IT IS FURTHER ORDERED that Defendant's Motion to Dismiss the Amended Complaint for lack of subject-matter juris diction is GRANTED. IT IS FURTHER ORDERED that Defendant's Motion to Dismiss for failure to serve, and failure to state a claim upon which relief can be granted is DENIED AS MOOT. IT IS FURTHER ORDERED that Plaintiff's Amended Complaint is DISMISSED WITHOUT PREJUDICE.. Signed by Judge William S. Duffey, Jr on 3/13/2015. (anc)
Plaintiff is a citizen of Pennsylvania, and Defendant is a “corporation or business
entity” with headquarters in California. Compl. at ¶ 5. On April 15, 2014, the
Court ordered Plaintiff to file, on or before May 2, 2014, an Amended Complaint,
or submit evidence, that properly identifies Defendant’s citizenship. In its April
15, 2014, Order, the Court found that the original Complaint failed to allege the
citizenship of the Defendant because Plaintiff asserted only that Defendant was a
“corporation or business entity” with headquarters in California. The Court’s April
15, 2014, Order, specifically noted that a Defendant is a citizen of its state of
incorporation and the state in which it has its principal place of business. Because
the Complaint failed to allege the state of Defendant’s incorporation, the Court
concluded that it was unable to determine whether it had subject-matter jurisdiction
over this proceeding. The Court warned Plaintiff that it is required to dismiss this
action unless Plaintiff files an Amended Complaint alleging sufficient facts to
show the Court’s jurisdiction or submits evidence establishing jurisdiction. See
Travaglio v. Am. Express Co., 735 F.3d 1266, 1268-69 (11th Cir. 2013) (holding
that a district court must dismiss an action for lack of subject-matter jurisdiction
unless the pleadings or record evidence establishes jurisdiction).
On April 30, 2014, Plaintiff filed an Amended Complaint, in which he
alleged that Defendant “is a business entity incorporated in the state of California
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with a branch office incorporated in the state of Georgia with its registered agent at
CT Corporation, 1201 Peachtree Street, Atlanta, Georgia 30361. A copy of the
Georgia Secretary of State[’s] website printout confirming Red Bull’s citizenship
as an incorporated entity in Georgia is attached hereto as Exhibit ‘A.’”
Am. Compl. at ¶ 5.
On May 8, 2014, Defendant moved to dismiss the Amended Complaint on
the grounds that Plaintiff (1) failed to properly allege subject-matter jurisdiction in
the Amended Complaint, (2) failed to effect service of process on Defendant, and
(3) failed to state a claim upon which relief can be granted under Rule 12(b)(6) of
the Federal Rules of Civil Procedure.
On June 4, 2014, Plaintiff filed a Response to the Motion to Dismiss. In the
Response, Plaintiff claims that the Amended Complaint was submitted with a
“copy of the Defendant’s registration with the Georgia Secretary of State showing
that the Defendant is, in fact, a California corporation.” Resp. to Mot. to Dismiss
at 3. Plaintiff’s response does not adequately allege the Defendant’s principal
place of business. Plaintiff submitted a printout from the Georgia Secretary of
State’s (“SS”) website that identifies Red Bull North America, Inc. as a foreign
corporation with its “jurisdiction” in California and its “Principal Office Address”
located at 1740 Stewart Street, Santa Monica, CA. See Ex. A, attached to the Am.
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Compl. Plaintiff appears to argue that the printout from the SS’s website
constitutes sufficient evidence of Defendant’s citizenship.
II.
DISCUSSION
As the party invoking the Court’s jurisdiction, Plaintiff has the burden to
establish that jurisdiction exists. See Marshall v. Washington, 487 F. App’x 523,
525-26 (11th Cir. 2012). “To make that showing, [Plaintiff] must establish that the
amount in controversy exceeds $75,000 and that [he] is a citizen of a different state
than [Defendant].” Id. Plaintiff bears the burden to prove the parties’ citizenship
by a preponderance of the evidence. See Scoggins v. Pollock, 727 F.2d 1025, 1026
(11th Cir. 1984).
Plaintiff filed a defective Amended Complaint because he failed to allege the
Defendant’s principal place of business. See Am. Compl. at ¶ 5. A corporation is
a “citizen of any State by which it has been incorporated and of the State where it
has its principal place of business.” See 28 U.S.C. § 1332(c)(1). The Amended
Complaint fails to show that the parties in this action are diverse because it does
not identify Defendant’s principal place of business. See Crist v. Carnival Corp.,
410 F. App’x 197, 200 (11th Cir. 2010) (noting that “even looking past the
deficient citizenship allegation, the face of the Complaint fails to show the parties
are diverse.”); Marshall, 587 F. App’x at 526 (holding that the complaint failed to
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allege defendant’s citizenship because it did not allege where defendant has its
principal place of business and “without knowing that, we cannot know the bank’s
citizenship for diversity purposes and we cannot know whether complete diversity
exists.”).
Plaintiff has also failed to present evidence of Defendant’s principal place of
business. Plaintiff’s reliance on the information available on the SS’s website is
misplaced. The printout from the SS’s website states that Defendant’s “Principal
Office Address” is located in Santa Monica, California. “[P]rincipal Office
Address” is not synonymous with a defendant’s “principal place of business.”
“Principal place of business” is a term of art with a defined legal meaning for
jurisdictional purposes.
In Hertz Corporation v. Friend, the United States Supreme Court adopted the
“nerve center” test to determine a corporation’s principal place of business.
559 U.S. 77, 92-93 (2010). The “nerve center” refers to “the place where a
corporation’s officers direct, control, and coordinate the corporation’s activities.”
Id. It is generally “the place where the corporation maintains its headquarters—
provided that the headquarters is the actual center of direction, control, and
coordination, i.e., the ‘nerve center,’ and not simply an office where the
corporation holds its board meetings (for example, attended by directors and
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officers who have traveled there for the occasion).” Id. at 93. The “nerve center”
is not necessarily located where “the bulk of a company’s business activities
visible to the public take place.” Id. at 96. It does not “automatically generate a
result,” but it “provides a sensible test that is relatively easy to apply.” Id.; see also
Mendez v. Jarden Corp., 503 F. App’x 930, 936 n.3 (11th Cir. 2013);
Holston Investments, Inc. B.V.I. v. Lanlogistics Corp., 677 F.3d 1068, 1071 (11th
Cir. 2012).
In Hertz, the Supreme Court specifically noted that the “mere filing of a
form . . . listing a corporation’s ‘principal executive offices’ [is], without more . . .”
insufficient to establish a corporation’s principal place of business because it
“would readily permit jurisdictional manipulation, thereby subverting a major
reason for the insertion of the ‘principal place of business’ language in the
diversity statute.” Id. at 97.
Relying on this principle, a majority of federal courts have found that
information filed with the Secretary of State that shows a corporation’s “Principal
Office Address” is insufficient proof of the corporation’s principal place of
business. See Jackson v. HCA-Healthhone, LLC, No. 13-cv-02615-PAB,
2013 WL 5567510, at *1 (D. Colo. Oct. 9, 2013) (“[a]lleging a state of formation
and ‘principal office address’ alone is insufficient to ground jurisdiction for
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corporations” because the principal place of business is where “the corporation’s
officers direct, control and coordinate the corporation’s activities.”);
In re Lorazepam & Clorazepate Antitrust Litigation, 900 F. Supp. 2d 8, at 18-19
(D. D.C. 2012) (finding that the listing of a “principal office address” in an annual
report filed with the Secretary of State “offers little in the way of support for where
the companies’ officers actually ‘direct’ and ‘coordinate’ corporate activity.”); see
also Mardikian v. Golden Eagle Ins. Corp., No. C 13-02981 WHA, 2013 WL
4532454, at *3 (N.D. Ca. Aug. 26, 2013); White v. Halstead Indus., Inc.,
750 F. Supp. 395, 399 (E.D. Ark. 1990) (noting that “principal office address” “is
not necessarily the same thing as defendant’s principal place of business for
diversity jurisdiction purposes.”).
The Court concludes that Plaintiff’s evidence does not adequately establish
Defendant’s principal place of business where its officers direct, control and
coordinate business activities. The printout from the SS’s website that is attached
to Plaintiff’s Amended Complaint states only that Defendant’s “Principal Office
Address” is located in Santa Monica, California. Because the information
provided to the SS is not sufficient to establish that Defendant’s “principal place of
business” is, in fact, in California, the Court concludes that Plaintiff has failed to
present evidence of Defendant’s citizenship. See Jackson, 2013 WL 5567510,
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at *1; In re Lorazepam, 900 F. Supp. 2d at 18-19; Mardikian, 2013 WL 4532454,
at *3; White, 750 F. Supp. at 399.
Despite the fact that the Court specifically apprised Plaintiff regarding why
the original Complaint failed to adequately allege diversity of citizenship under
Section 1332, Plaintiff failed to correct the deficiency and repeated the defective
allegations regarding Plaintiff’s citizenship made in the original Complaint.
Plaintiff’s failure to allege adequately the Defendant’s citizenship requires the
Court to dismiss this case without prejudice for lack of subject-matter jurisdiction.
See Butler v. Morgan, 562 F. App’x 832, 836 (11th Cir. 2014) (affirming dismissal
for failure to adequately allege citizenship because the district court sua sponte
allowed plaintiff to amend his original complaint once to cure the deficiency, and
the district court was not required to consider additional or amended pleadings
because further amendment was futile); Variable Annuity Life Ins. V. Adel,
197 F. App’x 905, 906 (11th Cir. 2006) (“Of course, if the amendments show that
there is no diversity of citizenship, the district court must dismiss the action.”)
(citations omitted); McGovern v. American Airlines, Inc., 511 F.2d 653, 654 (5th
Cir. 1975) (declining the plaintiff an opportunity to amend after the district court
dismissed the complaint without prejudice because he “ha[d] shown in a second
plea to the trial court no inclination to cure the jurisdictional defect even though[]
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[he was] on notice of the defect[ive] [pleading].”).1
III.
CONCLUSION
Accordingly, for the foregoing reasons,
IT IS HEREBY ORDERED that Defendant’s Motion to Dismiss the
Amended Complaint is GRANTED in part and DENIED AS MOOT in part [6].
IT IS FURTHER ORDERED that Defendant’s Motion to Dismiss the
Amended Complaint for lack of subject-matter jurisdiction is GRANTED.
IT IS FURTHER ORDERED that Defendant’s Motion to Dismiss for
failure to serve, and failure to state a claim upon which relief can be granted is
DENIED AS MOOT.
IT IS FURTHER ORDERED that Plaintiff’s Amended Complaint is
DISMISSED WITHOUT PREJUDICE.
SO ORDERED this 13th day of March, 2015.
_______________________________
WILLIAM S. DUFFEY, JR.
UNITED STATES DISTRICT JUDGE
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In Bonner v. City of Pritchard, 661 F.2d 1206, 1209 (11th Cir. 1981), the
Eleventh Circuit adopted as binding precedent decisions of the Fifth Circuit
rendered prior to October 1, 1981.
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