Beazley Insurance Company, Inc. v. Brown & James, P.C. et al

Filing 90

MEMORANDUM AND ORDER: IT IS HEREBY ORDERED that within seven (7) days from the date of this Order, Defendant Armstrong Teasdale, LLP shall file a supplemental Disclosure of Organizational Interests that discloses whether any partner is a citizen of Connecticut or New York, or is a United States citizen domiciled abroad. IT IS FURTHER ORDERED that the Rule 16 conference previously set for January 16, 2019 is CANCELED, to be rescheduled if appropriate upon confirming whether the Court has subject matter jurisdiction. Signed by District Judge Audrey G. Fleissig on January 10, 2019. (BRP)

UNITED STATES DISTRICT COURT
EASTERN DISTRICT OF MISSOURI
EASTERN DIVISION
BEAZLEY INSURANCE COMPANY,
INC., et al.,
Plaintiffs,
v.
BROWN & JAMES, P.C., et al.,
Defendants.

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No. 4:18-CV-01689-AGF

MEMORANDUM AND ORDER
This matter is before the Court on review of the file. The Eighth Circuit has
admonished district courts to “be attentive to a satisfaction of jurisdictional requirements
in all cases.” Sanders v. Clemco Indus., 823 F.2d 214, 216 (8th Cir. 1987). “In every
federal case the court must be satisfied that it has jurisdiction before it turns to the merits
of other legal arguments.” Carlson v. Arrowhead Concrete Works, Inc., 445 F.3d 1046,
1050 (8th Cir. 2006).
The complaint in this case asserts that the Court has jurisdiction over the action
pursuant to 28 U.S.C. § 1332 because the lawsuit is between citizens of different states
and the amount in controversy exceeds $75,000. The complaint alleges that Plaintiffs are
“a Connecticut and foreign corporation, respectively, with offices in New York,”
Defendant Brown & James, P.C. is a “Missouri professional corporation with its principal
place of business in St. Louis, Missouri,” individual Defendants Joseph R. Swift and the
Honorable William Ray Price, Jr. “live[] and work[] in Missouri,” and Defendant

Armstrong Teasdale, LLP is a “Missouri limited liability partnership with its principal
place of business in St. Louis, Missouri.” ECF No. 24 at 9-10.
Plaintiffs apparently assume that a limited liability partnership is treated like a
corporation and thus is a citizen of its state of organization and its principal place of
business. See 28 U.S.C. § 1332(c)(1). That is incorrect. Rather, a limited liability
partnership is a citizen of every state of which its partners are citizens. See, e.g.,
Carden v. Arkoma Assocs., 494 U.S. 185, 195-96 (1990); Caren v. Collins, 689 F. App’x
75, 76 (2d Cir. 2017) (“For purposes of diversity jurisdiction, a limited partnership has
the citizenship of each of its general and limited partners.”); Antonacci v. City of
Chicago, 640 F. App’x 553, 556 (7th Cir. 2016) (holding that for diversity jurisdiction,
“[i]t is the citizenship of each member of an LLC or an LLP that must be assessed”).
Further, several circuits have concluded that if a partnership has among its partners any
American citizen who is domiciled abroad, the partnership cannot sue or be sued in
federal court based upon diversity jurisdiction. See, e.g., Swiger v. Allegheny Energy,
Inc., 540 F.3d 179, 183 (3d Cir. 2008).
Thus, in order to determine whether complete diversity of citizenship exists in
this case, the Court must examine the citizenship of each general and limited partner of
Armstrong Teasdale, LLP. See Winbco Tank Co. v. Fagen, Inc., No.
415CV00191SMRHCA, 2015 WL 13064936, at *1 (S.D. Iowa July 13, 2015) (“In other
words, citizenship of any member LLC, LLP, or LP must be detailed through all
layers.”). The complaint contains no allegations concerning the partners of this
Defendant, or their citizenship.
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The Court also notes that its Local Rules require every non-governmental
organizational party in a civil case to file a Disclosure of Organizational Interests
Certificate, and if the party is a limited liability partnership, the certificate “must identify
each member of the subject organization and each member’s state of citizenship.” Local
Rule 3-2.09(B)(2). Local Rule 3-2.09’s stated intent is, in part, to “confirm jurisdiction is
proper.” Id.
Armstrong Teasdale, LLP filed a corporate disclosure form in this case while the
case was pending in the United States District Court for the Southern District of New
York. ECF No. 56. However, the form does not include the information required by this
Court’s Local Rules. Therefore, the Court will require Armstrong Teasdale, LLP to file a
supplemental Disclosure of Organizational Interest. While the Court will not require
Armstrong Teasdale, LLP to list every partner’s state of citizenship, it will require this
Defendant to disclose whether any partner is a citizen of Connecticut or New York, or is
a United States citizen domiciled abroad, so that the Court may confirm jurisdiction is
proper.
CONCLUSION
Accordingly,
IT IS HEREBY ORDERED that within seven (7) days from the date of this
Order, Defendant Armstrong Teasdale, LLP shall file a supplemental Disclosure of
Organizational Interests that discloses whether any partner is a citizen of Connecticut or
New York, or is a United States citizen domiciled abroad.

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IT IS FURTHER ORDERED that the Rule 16 conference previously set for
January 16, 2019 is CANCELED, to be rescheduled if appropriate upon confirming
whether the Court has subject matter jurisdiction.

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AUDREY G. FLEISSIG
UNITED STATES DISTRICT JUDGE
Dated this 10th day of January, 2019.

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