Appliance Recycling Centers of America, Inc. v. AMTIM Capital, Icn.
Filing
16
MEMORANDUM OF LAW & ORDER. IT IS HEREBY ORDERED that: Defendant AMTIM Capital, Inc.'s Motion to Dismiss for Lack of Jurisdiction, or in the Alternative, for Forum Non Conveniens 2 is DENIED. (Written Opinion). Signed by Chief Judge Michael J. Davis on 8/20/11. (GRR)
UNITED STATES DISTRICT COURT
DISTRICT OF MINNESOTA
Appliance Recycling Centers of
America, Inc.,
MEMORANDUM OF LAW &
ORDER
Civil File No. 11-888 (MJD/JSM)
Plaintiff,
v.
AMTIM Capital, Inc.,
Defendant.
Denis E. Grande, Patrick B. Steinhoff, and Timothy J. Grande, Mackall, Crounse
& Moore, PLC, Counsel for Plaintiff.
Christina Rieck Loukas and Jeffrey R. Ansel, Winthrop & Weinstine, PA, Counsel
for Defendant.
I.
INTRODUCTION
This matter is before the Court on Defendant AMTIM Capital, Inc.’s
Motion to Dismiss for Lack of Jurisdiction, or in the Alternative, for Forum Non
Conveniens [Docket No. 2]. Oral argument was heard June 3, 2011. For the
reasons articulated below, the Court will deny the motion.
II.
FACTUAL BACKGROUND
A. Parties
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Plaintiff Appliance Recycling Centers of America, Inc. (“ARCA”) is a
Minnesota corporation, which is in the business of collecting, disposing and
recycling major appliances. Additionally, ARCA is engaged in the retail sale of
major appliances through the operation of nineteen retail stores in four
metropolitan areas. ARCA conducts operations in Canada through its subsidiary
ARCA Canada, Inc. (“ARCA Canada”).
Defendant AMTIM Capital, Inc. (“AMTIM”) is a Canadian corporation
organized under the laws of the Province of Ontario, Canada. AMTIM is a
management consulting company. In this capacity, AMTIM has contracted with
ARCA to solicit and manage contracts for the provision of ARCA’s recycling
services in Canada. AMTIM is not registered to do business in Minnesota, has
never had any offices, employees, or agents in Minnesota, has never had a bank
account, assets, phone number, or mailing address in Minnesota, has never
owned or leased property in Minnesota, has never paid taxes in Minnesota, and,
prior to this lawsuit, has never been sued or brought suit in Minnesota.
B. Contracts Between ARCA and AMTIM
In 2004 AMTIM contacted ARCA, in Minnesota, to express an interest in
working with ARCA to develop an appliance recycling program in Ontario. The
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parties agreed to start a pilot program to determine the viability of the proposed
business relationship. Following the success of this program, the parties agreed
to continue working together. In 2007, ARCA Canada began recycling major
appliances in Ontario, pursuant to a contract between ARCA and the Ontario
Power Authority (“OPA”). In conjunction with its contract with the OPA, ARCA
entered into two contracts with AMTIM on September 24, 2007, the Amended
and Restated Sales Representation Agreement and the General Management
Agreement (collectively the “Contracts”). The negotiations of the Contracts took
place in Ontario, with the final draft being prepared by AMTIM’s counsel in
Ontario. The Contracts were executed by AMTIM’s director, Joseph Berta
(“Berta”) in Toronto, and by ARCA’s president and Chief Executive Officer,
Edward Cameron (“Cameron”) in Minnesota.
The Contracts contain numerous provisions concerning their scope,
services, and choice of law. In particular, the Contracts both have provisions
stating “[t]his Agreement involves AMTIM’s representation of ARCA’s Services
only within the Country of Canada.” (Berta Aff. Exs. C and D, Territory.)
Moreover, each contract states that the Contracts are limited to ARCA’s services
in Canada. The Amended and Restated Sales Representation Agreement states
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“ARCA authorizes AMTIM to facilitate and assist with the solicitation of
contracts to provide ARCA’s Services to potential Customers based in the
Country of Canada.” (Id. Ex C, Scope.) The General Management Contract states
“ARCA authorizes AMTIM to facilitate and assist with the management of all
contracts entered into by ARCA that provide for ARCA’s Services to be supplied
in Canada.” (Id. Ex. D, Scope.) Finally, both Contracts provide that “[i]n the
event of any dispute arising from the interpretation of this Agreement and
performance of party, the validity and terms of this Agreement shall be governed
by and enforced under the laws of the Province of Ontario.” (Id. Ex. C and D,
Governing Law.)
Pursuant to the Contracts, AMTIM is obligated to manage the Canadian
operations of ARCA and ARCA Canada. In exchange for providing these
services, ARCA is required to compensate AMTIM as provided in the Contracts.
Specifically, the Contracts sets forth that ARCA is to pay AMTIM a guaranteed
sum pursuant to a formula set forth in the Contracts. ARCA asserts that it has
made payments to AMTIM in the amount of $162,999.07 for 2007, $775,853.40 for
2008, $638,887.28 for 2009, $434,528.24 for 2010, and $122,442.36 for 2011 to date.
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ARCA states that it has made these payments monthly since the Contracts were
executed in 2007.
Additionally, the Contracts provide that AMTIM is eligible to receive
“Performance Fees” equal to a share of the net profits generated by ARCA’s
Canadian operations before taxes, if those net profits exceed a certain threshold.
The Contracts state that net profits are to be calculated “by subtracting total
expenses of the Canadian Operations from total revenue before taxes of the
Canadian Operations.” (Berta Aff. Ex. D, Compensation and Payment.)
Furthermore, the Contracts provide that net profits are to “be calculated in
accordance with generally accepted accounting principles (“GAAP”) of the
USA.” (Id.)
Since approximately August 2009, Berta has objected to the method by
which ARCA has calculated its net profits. In particular, AMTIM has stated that
ARCA is impermissibly allocating amounts of ARCA’s corporate overhead to the
expenses of the operations of ARCA Canada in order to minimize the
Performance Fee compensation ARCA is required to pay AMTIM. The parties
attempted to resolve this dispute through voluntary mediation in Ontario. This
mediation was ultimately unsuccessful, at which point AMTIM advised ARCA
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that the next step was litigation, but offered to arbitrate the matter. Subsequent
to this offer, on March 9, 2011, ARCA filed this lawsuit in Hennepin County
District Court. On March 29, 2011, AMTIM filed a Statement of Claim against
ARCA in the Superior Court of Justice, Ontario, Canada.
C. Procedural History
ARCA originally filed its Complaint against AMTIM in Hennepin County
District Court. The action was removed to this Court by AMTIM on April 11,
2011 [Docket No. 1]. ARCA’s Complaint alleges two counts, both seeking
declaratory judgments against AMTIM. Count I seeks a declaratory judgment
which would declare that the formulas and methodology used by ARCA to
calculate total corporate overhead expenses comply with the terms of the
Contracts. Count II seeks a declaratory judgment which would declare that the
compensation paid by ARCA to AMTIM was correctly calculated, and that
ARCA is not obligated to pay AMTIM additional compensation for AMTIM’s
past services. On April 18, 2011, AMTIM filed a Motion to Dismiss for Lack of
Jurisdiction, or in the Alternative, for Forum Non Conveniens [Docket No. 2].
III.
DISCUSSION
A. Personal Jurisdiction
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1. Personal Jurisdiction Standard
While the plaintiff eventually bears the burden to establish personal
jurisdiction by preponderance of the evidence, when personal jurisdiction is
decided based upon affidavits, prior to an evidentiary hearing, the plaintiff need
only establish a prima facie showing of personal jurisdiction. Dakota Indus., Inc.
v. Dakota Sportswear, Inc., 946 F.2d 1384, 1387 (8th Cir. 1991). “[T]he court must
look at the facts in the light most favorable to the nonmoving party, and resolve
all factual conflicts in favor of that party.” Id. (citations omitted).
“A two-step inquiry is employed when determining whether a federal
court has jurisdiction over a non-resident party: (1) whether the facts presented
satisfy the forum state’s long-arm statute, and (2) whether the nonresident has
‘minimum contacts’ with the forum state, so that the court’s exercise of
jurisdiction would be fair and in accordance with due process.” Soo Line
Railroad Co. v. Hawker Siddeley Canada, Inc., 950 F.2d 526, 528 (8th Cir. 1991)
(citation omitted). The Minnesota long-arm statute extends jurisdiction to the
fullest extent permitted by the due process clause. Id. Thus, the Court need only
determine whether the due process clause allows jurisdiction in this case.
The Eighth Circuit has explained:
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The due process clause requires there be minimum contacts between
the defendant and the forum state before the forum state may
exercise jurisdiction over the defendant. Sufficient contacts exist
when the defendant’s conduct and connection with the forum State
are such that he should reasonably anticipate being haled into court
there, and when maintenance of the suit does not offend traditional
notions of fair play and substantial justice. In assessing the
defendant’s reasonable anticipation, there must be some act by
which the defendant purposefully avails itself of the privilege of
conducting activities within the forum State, thus invoking the
benefits and protections of its laws.
Id. at 528-29 (citations omitted).
In order to determine whether the exercise of jurisdiction comports with
due process, the Court examines five factors:
(1) the nature and quality of the contacts with the forum state; (2) the
quantity of contacts with the forum; (3) the relation of the cause of
action to these contacts; (4) the interest of the forum state in
providing a forum for its residents; and (5) the convenience of the
parties.
Stanton v. St. Jude Med., Inc., 340 F.3d 690, 694 (8th Cir. 2003) (citation
omitted). The first three factors are the primary factors in the analysis; the
last two factors are secondary consideration. Id.
A court can exercise either specific or general personal jurisdiction over a
party. “Specific jurisdiction refers to jurisdiction over causes of action arising
from or related to a defendant’s actions within the forum state, while [g]eneral
jurisdiction . . . refers to the power of a state to adjudicate any cause of action
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involving a particular defendant, regardless of where the cause of action arose.”
Coen v. Coen, 509 F.3d 900, 905 (8th Cir. 2007) (citation omitted). General
personal jurisdiction exists when a party has “continuous and systematic”
contacts with the forum state. Id. In the instant case, neither party argues that
AMTIM is subject to general jurisdiction in Minnesota. Thus, the only
jurisdictional issue before the Court is whether it may exercise specific personal
jurisdiction over AMTIM.
2. Nature, Quality, and Quantity of AMTIM’s Contacts
“Merely entering into a contract with a forum resident does not provide
the requisite contacts between a [nonresident] defendant and the forum state.”
Bell Paper Box, Inc. v. Trans W. Polymers, Inc., 53 F.3d 920, 922 (8th Cir. 1995)
(citation omitted). “Personal jurisdiction, moreover, does not turn on
‘mechanical tests or on conceptualistic theories of the place of contracting or of
performance.’” K-V Pharm. Co. v. J Uriach & CIA, S.A., --- F.3d ----, 2011 WL
3300689 (8th Cir. Aug. 3, 2011) (quoting Burger King Corp. v. Rudzewicz, 471
U.S. 462, 478 (1985)).
AMTIM argues that the nature, quality, and quantity of its contacts with
Minnesota do not justify the exercise of specific personal jurisdiction. AMTIM
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defines its contact with Minnesota as entering a contract with a Minnesota
corporation, a few visits to Minnesota, and communication with a Minnesota
corporation via telephone and email.
AMTIM argues that it specifically chose not to avail itself of the protections
and benefits of Minnesota’s laws, because each of the contracts contains a clause
which states that “[i]n the event of any dispute arising from the interpretation of
this Agreement and performance of party, the validity and terms of this
Agreement shall be governed by and enforced under the laws of the Province of
Ontario.” (Berta Aff. Exs. C and D.)
Additionally, AMTIM contends that a few visits, phone calls, and emails to
ARCA do not provide sufficient contacts to allow the Court to exercise personal
jurisdiction. “The use of interstate facilities, such as telephones or mail, is a
secondary or ancillary factor and cannot alone provide the minimum contacts
required by due process.” Bell Paper Box, 53 F.3d at 922 (internal quotation
marks and citation omitted). However, these types of communications may be
considered in conjunction with other contacts to establish personal jurisdiction.
Northrup King Co. v. Compania Productora Semillas Algondoneras Selectas,
S.A., 51 F.3d 1383, 1388 (8th Cir. 1995).
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At this stage, taking the facts in the light most favorable to ARCA, the
Court finds that the nature, quality, and quantity of AMTIM’s contacts weigh in
favor of exercising personal jurisdiction. The business relationship between
ARCA and AMTIM was initiated by AMTIM in 2004, when Berta contacted
ARCA, in Minnesota, to present a possible business deal. This business
relationship has continued to the present date. Additionally, since the execution
of the Contracts, Berta has been in near daily communication with ARCA’s
Minnesota-based employees. Berta suggests that these contacts are in his
contractual role as managing director of ARCA Canada, and are not intended to
facilitate AMTIM’s business with a Minnesota company. This argument makes
too fine a distinction between Berta’s role with AMTIM and his role with ARCA
Canada. From the parties affidavits it is unclear at what point Berta’s actions are
on behalf of ARCA Canada and when they are on behalf of AMTIM. Looking at
the facts in the light most favorably to ARCA, it appears that AMTIM has near
daily contacts with ARCA’s Minnesota-based employees. While these contacts
on their own may not justify personal jurisdiction, when considered in
connection with AMTIM’s other contacts with Minnesota they can support the
exercise of personal jurisdiction.
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Additionally, again looking at the facts in the light most favorably to
ARCA, it appears that AMTIM relies on the Minnesota-based support staff of
ARCA to manage ARCA Canada. Berta argues that the services provided by
ARCA’s Minnesota based employees are only provided for the operation of
ARCA Canada and not the operation of AMTIM’s business. Once again this is
too fine of a distinction. Berta in his own affidavit states that AMTIM uses these
services in managing ARCA Canada. (Berta Supp. Aff. ¶ 5.) Without provision
of these services it appears that ARCA Canada could not operate, and there
would be no company for AMTIM to manage. Thus, AMTIM has minimum
contacts with Minnesota and AMTIM’s contacts with Minnesota weigh in favor
of personal jurisdiction.
3. The Relation of the Cause of Action to the Contacts
AMTIM argues that the underlying dispute in this case concerns the
interpretation and performance of the Contracts. AMTIM notes that the
Contracts were negotiated, partly executed, accepted, and performed in Canada,
and further provide that they are to be interpreted pursuant to the laws of the
Province of Ontario. Under these circumstances, AMTIM contends that the
relationship of the cause of action to the contacts is insufficient.
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AMTIM directs the Court to Sybaritic, Inc. v. Interport Int’l, Inc., in which
the Eighth Circuit affirmed a district court’s dismissal for lack of personal
jurisdiction where the only contacts with Minnesota by the defendant were one
trip to Minnesota followed by telephone and mail communication between
defendant and plaintiff. 957 F.2d 522, 524-25 (8th Cir. 1992). In Sybaritic, the
defendant contacted the plaintiff, a Minnesota company, visited Minnesota to
discuss a potential business relationship, and subsequent to that visit contacted
the plaintiff a number of times by telephone and mail sent to Minnesota. Id. at
523. Ultimately, the contract between the two parties was signed in Japan, and
was to be performed in Japan. Id. Given these contacts with Minnesota the
district court determined that it did not have personal jurisdiction over the
defendant, and the Eighth Circuit affirmed. Id. at 524-25. AMTIM argues that,
similar to the defendant in Sybaritic, its contacts are limited to phone calls,
emails, a few visits, and a contractual relationship with ARCA. Accordingly,
AMTIM argues that its contacts are “too few in number and too attenuated from
the cause of action to support jurisdiction.” Id. at 525.
The Court finds that the facts of this case are distinguishable from the facts
of Sybaritic. As the Eight Circuit has recently stated, the defendant’s contacts in
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Sybaritic, only involved preliminary negotiations. K-V Pharm., --- F.3d ----, 2011
WL 3300689, at *7 (8th Cir. Aug. 3, 2011) (citing Sybaritic, 957 F.2d at 525). In
contrast, AMTIM’s contacts go beyond preliminary negotiations. AMTIM
contacts ARCA’s Minnesota-based employees on a near daily basis in order to
facilitate its management of ARCA Canada’s operations pursuant to the
Contracts. These contacts do not simply relate to the preliminary negotiations of
the Contracts, but rather are integral for the performance of the Contracts. In this
way, AMTIM’s contacts are distinguishable from defendant’s contacts in
Sybaritic.
In this case, the Court finds that the cause of action arises from AMTIM’s
contacts with Minnesota. “[E]ntering into a contract with a Minnesota resident
can justify the exercise of specific jurisdiction but only where the dispute
involves the contract.” Marshall v. Inn on Madeline Island, 610 N.W.2d 670, 676
(Minn. Ct. App. 2000). The claims in this case concern the interpretation of the
Contracts between the parties. All of AMTIM’s contacts with Minnesota arise
from its obligation to manage ARCA’s Canadian operation pursuant to the
Contracts. Thus, the cause of action relates to AMTIM’s contacts with
Minnesota, and this factor weighs in favor of personal jurisdiction.
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4. The Interests of the Forum State
Minnesota has a strong interest in providing a forum for its citizens.
Marshall, 610 N.W.2d at 676 (citation omitted). This factor weighs in favor of
jurisdiction.
5. Convenience of the Parties
AMTIM argues that Minnesota is not a convenient forum to adjudicate the
case because nearly all of the relevant evidence and witnesses are in Canada.
ARCA responds by stating that this lawsuit is about the accounting practices of
ARCA, as opposed to the operational obligations of the Contracts. ARCA asserts
that the dispute in this law suit is focused solely on whether or not ARCA’s
corporate accounting practices comply with GAAP and the terms of the
Contracts. Accordingly, ARCA asserts that the testimony of its accountants will
be integral to the case. ARCA notes that all of its corporate accountants are
located in Minnesota, as are all of its accounting records.
From the record before the Court, the convenience of the parties does not
weigh in favor of either party. AMTIM asserts that the majority of the evidence
and the witnesses are located in the Canada, while ARCA states that these things
are located in Minnesota. At this stage of the litigation, and based on the
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affidavits of the parties it is not possible at this time to determine which
argument is correct. Thus, this factor does not weigh in favor of either party.
6. Conclusion
Since all the factors either weigh in favor of personal jurisdiction over
AMTIM, or are neutral, the Court denies AMTIM’s motion to dismiss for lack of
personal jurisdiction.
B. Forum Non Conveniens
1. Forum Non Conveniens Standard
A federal court has discretion to dismiss a case on the ground of
forum non conveniens “when an alternative forum has jurisdiction
to hear [the] case, and . . . trial in the chosen forum would establish
. . . oppressiveness and vexation to a defendant . . . out of all
proportion to plaintiff’s convenience, or . . . the chosen forum [is]
inappropriate because of considerations affecting the court’s own
administrative and legal problems.”
Sinochem Int’l Co. Ltd. v. Malaysia Int’l Shipping Corp., 549 U.S. 422, 429 (2007)
(quoting Am. Dredging Co. v. Miller, 510 U.S. 443, 447-48 (1994)). “Initially, the
district court must determine whether an adequate, alternative forum is available
to hear the case.” Fluoroware, Inc. v. Dainichi Shoji K.K., 999 F. Supp. 1265, 1271
(D. Minn. 1997) (citing Reid-Walen v. Hansen, 933 F.2d 1390, 1393 n.2 (8th Cir.
1991)). “An alternative forum is available if all parties are amendable to process
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and come within the jurisdiction of that forum.” Id. at 1271 (citing Reid-Walen,
933 F.2d at 1393 n.2). An alternative forum is considered adequate if “the parties
will not be deprived of all remedies or treated unfairly.” Reid-Walen, 933 F.2d at
1393 n.2.
Once a district court makes a determination that an adequate, alternative
forum exists it “must then balance factors relative to the convenience of the
litigants, referred to as the private interests, and factors relative to the
convenience of the forum, referred to as the public interests, to determine which
available forum is most appropriate for trial and resolution.” De Melo v. Lederle
Labs., 801 F.2d 1058, 1061 (8th Cir. 1986). The private factors that a district court
is to consider include:
(1) the relative ease of access to sources of proof;
(2) the availability of compulsory process for attendance of unwilling
witnesses and the costs of obtaining attendance of willing witnesses;
(3) possibility to view the premises, if view would be appropriate;
(4) all other problems that make trial of a case easy, expeditious and
inexpensive; and
(5) questions as to the enforceability of a judgment if one is obtained.
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K-V Pharm., --- F.3d ----, 2011 WL 3300689, at *8 (citing Gulf Oil Corp. v. Gilbert,
330 U.S. 501, 508 (1947)). The public factors include:
(1) the administrative difficulties flowing from court congestion;
(2) the “local interest in having localized controversies decided at home;”
(3) the interest in having the trial of a diversity case in a forum that is at
home with the law that must govern the action;
(4) the avoidance of unnecessary problems in conflicts of law or in the
application of foreign law; and
(5) the unfairness of burdening citizens in an unrelated forum with jury
duty.
Piper Aircraft Co. v. Reyno, 454 U.S. 235, 241 n.6 (1981) (citing Gulf Oil, 330 U.S.
at 509).
“The defendant has the burden of persuasion in proving all elements
necessary for the court to dismiss a claim based on forum non conveniens.” K-V
Pharm., --- F.3d ----, 2011 WL 3300689, at *8 (citation omitted). A district court is
to give deference to a plaintiff’s choice of forum. Fluoroware, 999 F. Supp. at
1272 (citing Gulf Oil, 330 U.S. at 508). “[T]he doctrine is to be applied only in
‘exceptional circumstances.’” K-V Pharm., --- F.3d ----, 2011 WL 3300689, at *8.
“Unless the balance is strongly in favor of the defendant, the plaintiff’s choice of
forum should rarely be disturbed.” Gulf Oil, 330 U.S. at 508.
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2. Adequate, Alternative Forum
AMTIM asserts that an adequate, alternative forum exists in Ontario,
Canada, because AMTIM is amenable to process, Ontario offers a remedy for
ARCA’s claims, and ARCA will be treated fairly in Ontario courts. See EFCO
Corp. v. Aluma Sys. USA, Inc., 145 F. Supp. 2d 1040, 1043 (S.D. Iowa) (“That
Canada provides an adequate alternative forum is not in dispute.”). ARCA does
not argue that Canada would not provide an adequate alternative forum in this
case. Accordingly, the Court finds that Canada is an adequate, alternative
forum.
3. Private Interest Factors
AMTIM argues that all of the private interest factors weigh in favor of
dismissing this case based on forum non conveniens. Initially, AMTIM asserts
that the majority of the evidence in this case is located in Canada. In particular,
AMTIM highlights that all the records concerning invoices, payments, and
calculations of payments are in Canada, as are the records concerning the
Canadian operations of ARCA Canada. Moreover, AMTIM contends that the
majority of the witnesses are located in Canada. However, since this lawsuit
relates to whether or not ARCA’s allocations of corporate overhead expenses to
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ARCA Canada are consistent with GAAP, and conform to the terms of the
Contracts, testimony of ARCA’s accountants will be necessary. As ARCA’s
accountants and its accounting records are in Minnesota a significant amount of
evidence in this case is located in Minnesota. Accordingly, the Court finds that
the factors dealing with the location of the evidence does not weigh in favor of
either party.
With regard to the viewing of the premises, the Court finds that this factor
is inapplicable to the case at hand. The dispute in this case is about the
interpretation of the Contracts, and the method used by ARCA to allocate
overhead expenses to its Canadian subsidiary. Accordingly, a viewing of the
premises is not necessary in this case.
Further, AMTIM argues that the issues which make trial of a case easy,
expeditious, and inexpensive favor Canada as the appropriate forum for this
case, because the Contracts are governed by and enforced under Canadian law,
and thus argues that it would be far easier to try this case in a Canadian court.
Although the Court recognizes that the Contracts state that they are to be
governed and enforced under Canadian law, the Court is “quite capable of
applying foreign law when required to do so.” Lehman v. Humphrey Cayman,
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Ltd., 713 F.2d 339, 345 (8th Cir. 1983) (citation omitted). Accordingly, the Court
does not find that this factor weighs in favor of dismissal.
Finally, with regard to the enforceability of an obtained judgment, AMTIM
argues that if ARCA obtained a judgment in this Court it would then need to file
an enforcement action in Canada, because the Contracts are to be enforced under
the laws of Ontario. AMTIM however, fails to specifically explain why a
judgment of this Court would not be enforceable in Canada. Accordingly, the
Court finds that this factor does not favor dismissal of the case pursuant to the
doctrine of forum non conveniens.
4. Public Interest Factors
AMTIM argues that the public interest factors also favor dismissing this
case on the grounds of forum non conveniens. AMTIM asserts that Canada’s
interest in having this case decided in Canada is strong, because the dispute and
underlying business relationship between the parties are completely confined to
Canada. Additionally, AMTIM asserts that the Contracts explicitly state that
they are to be enforced under the laws of Ontario, and Canada has an interest in
the enforcement of its laws. However, despite Canada’s interest, Minnesota also
has a strong interest in providing a forum for its citizens to litigate claims against
21
non-residents. Reid-Walen, 933 F.3d at 1400. Accordingly, each forum has an
interest in having the case decided within the forum. Thus, the Court does not
find that this factor favors dismissal. Furthermore, any burden to Minnesota is
tempered by the State’s interest in resolving the case in Minnesota. K-Tel Int’l,
Inc. v. Tristar Prods., Inc., 169 F. Supp. 2d 1033, 1044 (D. Minn. 2001).
Additionally, AMTIM argues that the factor concerning litigating the case
in a forum which is at home with the law clearly favors dismissal, because the
Contracts are governed by the laws of Ontario. It is certainly true that “[t]he
applicability of Canadian law weighs in favor of a Canadian forum.” EFCO
Corp., 145 F. Supp. 2d at 1050. However, “it is well settled that the fact a federal
court may have to apply foreign law is not dispositive on the forum non
conveniens inquiry, and does not outweigh more significant private interest
concerns.” Reid-Walen, 933 F.3d at 1401. As stated above, the Court is “quite
capable of applying foreign law when required to do so.” Lehman, 713 F.2d at
345 (citation omitted). Accordingly, although the fact that the Court would need
to apply Canadian law favors a Canadian forum, the Court finds that this fact
does not dictate that this case should be dismissed, because the Court is capable
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of applying Canadian law, and the other above mentioned factors do not favor
dismissal.
The remaining public factors do not apply because there is no indication of
court congestion in either forum and there is no conflict of law issues because of
the choice of law provisions in the Contracts.
5. Conclusion
Since ARCA’s choice of forum is to be given substantial deference, and
since the private and public interest factors in totality do not strongly weigh in
favor of a Canadian forum, the Court will deny AMTIM’s motion to dismiss
based on the doctrine of forum non conveniens.
IV.
CONCLUSION
Accordingly, based upon the files, records, and proceedings herein, IT IS
HEREBY ORDERED that:
Defendant AMTIM Capital, Inc.’s Motion to Dismiss for Lack of
Jurisdiction, or in the Alternative, for Forum Non Conveniens
[Docket No. 2] is DENIED.
Date: August 20, 2011
s/ Michael J. Davis
Michael J. Davis
Chief Judge
United States District Court
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