Arcelormittal Indiana Harbor LLC v. Amex Nooter LLC

Filing 95

OPINION AND ORDER: ArcelorMittal Indiana Harbor LLC to submit, on or before 7/12/2016, a second supplemental jurisdictional statement and supporting brief in accordance with the attached Order. Signed by Magistrate Judge Paul R Cherry on 7/5/2016. (smb)

UNITED STATES DISTRICT COURT
NORTHERN DISTRICT OF INDIANA
HAMMOND DIVISION
ARCELORMITTAL INDIANA HARBOR LLC,
Plaintiff,
v.
AMEX NOOTER, LLC,
Defendant.

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CAUSE NO.: 2:15-CV-195-PRC

OPINION AND ORDER
This matter is before the Court sua sponte. The Court must continuously police its subject
matter jurisdiction. Hay v. Ind. State Bd. of Tax Comm’rs, 312 F.3d 876, 879 (7th Cir. 2002). A
limited liability company is analogous to a partnership and takes the citizenship of its members.
Belleville Catering Co. v. Champaign Mkt. Place, LLC, 350 F.3d 691, 692 (7th Cir. 2003). If the
members of the limited liability company are themselves limited liability companies, the plaintiff
must also plead the citizenship of those members as of the date the complaint was filed. Thomas v.
Guardsmark, LLC, 487 F.3d 531, 534 (7th Cir. 2007) (“[A]n LLC’s jurisdictional statement must
identify the citizenship of each of its members as of the date the complaint or notice of removal was
filed, and, if those members have members, the citizenship of those members as well.”). A
corporation, however, is deemed to be a citizen of every state and foreign state in which it has been
incorporated and the state or foreign state where it has its principal place of business. 28 U.S.C. §
1332(c)(1). The term “principal place of business” refers to the corporation’s “nerve center,” that
is, the place where a corporation’s officers direct, control, and coordinate the corporation’s
activities. Hertz Corp. v. Friend, 559 U.S. 77, 92-93 (2010). Plaintiff Indiana Harbor invoked this
Court’s diversity jurisdiction by filing Indiana state law claims in federal court. As the party seeking

federal jurisdiction, Indiana Harbor has the burden of establishing that subject matter jurisdiction
exists. Smart v. Local 702 Int’l Bhd. of Elec. Workers, 562 F.3d 798, 802-03 (7th Cir. 2009).
On June 21, 2016, the Court ordered Plaintiff ArcelorMittal Indiana Harbor LLC (“Indiana
Harbor”) to file a supplemental jurisdictional statement that identifies the citizenship of all the
members of Indiana Harbor and of ArcelorMittal USA LLC and clarifies the citizenship of
Defendant Amex Nooter, LLC.
Indiana Harbor filed the Supplemental Jurisdictional Statement on June 28, 2016, clarifying
that Amex Nooter, LLC is a citizen of Missouri for purposes of diversity jurisdiction. As for Indiana
Harbor and ArcelorMittal USA LLC, Indiana Harbor explained that Indiana Harbor is a limited
liability company, whose sole member is ArcelorMittal USA LLC; ArcelorMittal USA LLC is a
limited liability company whose sole member is ArcelorMittal USA Holdings II LLC; ArcelorMittal
USA Holdings II LLC is a limited liability company whose sole member is ArcelorMittal Holdings
LLC; ArcelorMittal Holdings LLC is a limited liability company whose sole member is
ArcelorMittal USA Holdings LLC; and ArcelorMittal USA Holdings LLC is a limited liability
company whose sole member is Ispat Inland S.A.R.L.
The jurisdictional statement then represents, without any citation to law, that Ispat Inland
S.A.R.L. is a “limited liability company.” A S.A.R.L. is a “société à responsabilité limitée,” a
corporate form available in many countries, including France, Luxembourg, and Switzerland. The
jurisdictional statement does not indicate the country in which Ispat Inland S.A.R.L. was formed.
The jurisdictional statement goes on to explain that Ispat Inland S.A.R.L. is wholly owned by
ArcelorMittal S.A., a Luxembourg corporation with its principal place of business in Luxembourg.

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The statement concludes that Indiana Harbor and ArcelorMittal USA LLC are citizens of
Luxembourg for purposes of diversity jurisdiction.
However, there appears to be no controlling law that a S.A.R.L. should be considered a
limited liability company as opposed to a corporation for purposes of diversity of citizenship. See
Burge v. Sunrise Medical (US) LLC, No. 13-CV-2215, 2013 WL 6467994 (D. Colo. Dec. 9, 2013)
(addressing a Luxembourg S.A.R.L.); V & M Star, LP v. Centimark Corp., 596 F.3d 354, 357 (6th
Cir. 2010) (“[N]o controlling precedent exists regarding how to determine the citizenship of a
French S.A.R.L. for diversity-jurisdiction purposes.”); Indus. Fuel Co., Inc. v. Invista S.A.R.L., LLC,
Civil No. 5:06CV40-V, 2008 WL 619189, at *3 (W.D.N.C. Feb. 5, 2008) (questioning whether the
defendant Luxembourg S.A.R.L. could be considered a limited liability company because it had
shareholders and managers and did not have “members” as that term is used in LLC parlance but
nevertheless finding that there was diversity of citizenship whether the S.A.R.L.’s citizenship was
considered as a corporation or a limited liability company).
In this case, if Ispat Inland S.A.R.L. is treated as a limited liability company for purposes of
determining citizenship in the context of diversity jurisdiction, it would be a citizen of Luxembourg
because the sole member of the S.A.R.L. is ArcelorMittal S.A., a Luxembourg corporation with its
principal place of business in Luxembourg. As a result, Plaintiff Indiana Harbor would be a citizen
of Luxembourg, and there would be diversity of citizenship with Defendant Amex Nooter, a citizen
of Missouri.
In contrast, there is insufficient information for the Court to determine the citizenship of Ispat
Inland S.A.R.L. if treated as a corporation. Indiana Harbor has not identified either Ispat Inland
S.A.R.L.’s country of incorporation (or formation) or its principal place of business.

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Therefore, the Court ORDERS Plaintiff ArcelorMittal Indiana Harbor LLC to submit, on
or before, July 12, 2016, a second supplemental jurisdictional statement and supporting brief
providing:
(1) the country of incorporation (or formation) of Ispat Inland S.A.R.L.;
(2) the principal place of business of Ispat Inland S.A.R.L.; and
(3) a statement of law regarding the nature of the S.A.R.L. entity for purposes of determining
its citizenship in the context of diversity jurisdiction under 28 U.S.C. § 1332 and a discussion of why
Ispat Inland S.A.R.L. should be considered either a corporation or a limited liability company in this
context.
SO ORDERED this 5th day of July, 2016.

s/ Paul R. Cherry
MAGISTRATE JUDGE PAUL R. CHERRY
UNITED STATES DISTRICT COURT

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