Matthews v. BNSF Railway Company
ORDER granting 33 Defendant's Motion for Reconsideration. This action is transferred to the United States District Court for the District of Nebraska. Signed on 5/23/2017 by District Judge Roseann Ketchmark. (DO)
IN THE UNITED STATES DISTRICT COURT FOR THE
WESTERN DISTRICT OF MISSOURI
BNSF RAILWAY COMPANY,
Case No. 16-03211-CV-S-RK
Before the Court is Defendant’s Motion for Reconsideration of Motion to Dismiss for
Lack of Jurisdiction or for Improper Venue, or Alternative Request to Stay the Proceedings (doc.
33) (the “motion for reconsideration”). Defendant seeks reconsideration of the Order (doc. 15)
denying its Motion to Dismiss (doc. 9) (the “motion to dismiss”) for lack of personal jurisdiction.
Alternatively, Defendant seeks a stay of proceedings, pending certain rulings by the United
States Supreme Court. Upon review, the motion for reconsideration will be GRANTED and this
action will be TRANSFERRED to the United States District Court for the District of Nebraska.
Defendant removed this matter to federal court from the Circuit Court of Greene County,
Missouri, on June 3, 2016. (Doc. 1.) Plaintiff then filed an Amended Complaint (doc. 7) (the
“complaint”) as a matter of right, claiming violations of the Americans with Disabilities Act
(“ADA”) and the Missouri Human Rights Act (“MHRA”).
According to the complaint, Defendant, a Delaware corporation, maintains a registered
agent in the state of Missouri, and is engaged in business in Missouri. (Doc. 7 at 2.) Plaintiff is
a resident of Missouri who applied for a position of conductor with Defendant from his home in
Missouri. He was hired as a “conductor trainee” in McCook, Nebraska. Plaintiff alleges that he
understood the position of conductor was to be “nationwide” by virtue of the agreement with the
union. Plaintiff further alleges that he intended to use the seniority he accumulated during his
training to work in Missouri.
Before Plaintiff began his employment, he claims that he
underwent testing at his home in Missouri and at a healthcare provider in Missouri. Also, during
the time Plaintiff worked in Nebraska, Defendant withheld Missouri employment taxes from
Plaintiff’s pay. Ultimately, Plaintiff was terminated from the position and was sent a certified
letter to his address in Missouri informing him of the termination.
In response to the complaint, Defendant moved to dismiss the action under Rule 12(b)(2)
of the Federal Rules of Civil Procedure for lack of personal jurisdiction. On September 30,
2016, the Court denied the motion to dismiss, holding that Defendant had consented to personal
jurisdiction.1 Defendant now seeks reconsideration of this decision in light of the Missouri
Supreme Court’s recent ruling in State ex rel. Norfolk S. Ry. Co. v. Dolan, 512 S.W.3d 41 (Mo.
2017 en banc).
The Prior Order Denying the Motion to Dismiss for Lack of Personal
In his opposition to the motion to dismiss, Plaintiff raised two arguments in support of
personal jurisdiction. First, he asserted that Defendant consented to personal jurisdiction because
it maintains a registered agent in Missouri. (Doc. 13 at 6-10.) Second, he argued that, even if
Defendant has not consented, the Court has personal jurisdiction over Defendant under Missouri
law. (Id. at 10-18.)
The Court agreed with Plaintiff’s first argument and denied the motion to dismiss for lack
of personal jurisdiction, finding that “Defendant is registered to do business in Missouri and has
a registered agent for service of process.” (Doc. 15 at 5.) Thus, “in concert with established
Eighth Circuit and Supreme Court precedent,” the Court held that Defendant had consented to
personal jurisdiction. (Id. at 5-6.) Because this resolved the issue of personal jurisdiction, the
Court did not address whether it could exercise specific or general personal jurisdiction over
Defendant absent consent.
Since then, the Missouri Supreme Court has held that “[t]he plain language of Missouri’s
registration statutes does not mention consent to personal jurisdiction for unrelated claims, nor
does it purport to provide an independent basis for jurisdiction over foreign corporations that
register in Missouri.” Dolan, 512 S.W.3d at 51. Furthermore,
the registration statute does not provide an independent basis for broadening
Missouri’s personal jurisdiction to include suits unrelated to the corporation’s
forum activities when the usual bases for general jurisdiction are not present. To
Defendant also moved to dismiss for improper venue under Fed. R. Civ. P. 12(b)(3). However,
the Court found that Defendant did not meet its burden of establishing improper venue. (Doc. 15 at 7.) In
addition, upon consideration of convenience and the interests of justice, the Court declined to transfer the
action pursuant to 28 U.S.C. § 1404(a). (Doc. 18.)
the extent the holdings or dicta in prior cases suggest otherwise, they go beyond
the language of the relevant statutes and should no longer be followed.
Id. at 52.
Consequently, because the Missouri Supreme Court has clarified that Missouri law
“provides only that registration is consent to service of process,” it follows that the original basis
for the exercise of personal jurisdiction over Defendant is no longer valid. Id. Plaintiff does not
oppose this point. As a result, the prior order denying the motion to dismiss will be set aside as
to the issue of personal jurisdiction, and the Court will reconsider said motion in light of
Plaintiff’s second argument, that even if Defendant did not consent, the Court still has personal
jurisdiction over it under Missouri law.
The Motion to Dismiss under Rule 12(b)(2) for Lack of Personal Jurisdiction
Defendant contends the Court lacks personal jurisdiction over it.
Pursuant to Rule
12(b)(2), an action may be dismissed if the district court lacks personal jurisdiction over the
defendant. “To allege personal jurisdiction, a plaintiff must state sufficient facts in the complaint
to support a reasonable inference that the defendant can be subjected to jurisdiction within the
state.” Dairy Farmers of Am., Inc. v. Bassett & Walker Int’l, Inc., 702 F.3d 472, 474-75 (8th Cir.
2012) (citations, quotations marks and alteration omitted). “If the defendant controverts or
denies jurisdiction, the plaintiff bears the burden of proving facts supporting personal
jurisdiction.” Id. The showing of jurisdiction “must be tested, not by the pleadings alone, but by
the affidavits and exhibits presented with the motions and in opposition thereto.” Id. (internal
quotation marks omitted).
By way of overview, the Court notes that absent waiver or consent, “[p]ersonal
jurisdiction can be specific or general.” Fastpath, Inc. v. Arbela Techs. Corp., 760 F.3d 816, 820
(8th Cir. 2014) (citation omitted). “Specific jurisdiction refers to jurisdiction over causes of
action arising from or related to a defendant’s actions within the forum state, while general
jurisdiction refers to the power of a state to adjudicate any cause of action involving a particular
defendant, regardless of where the cause of action arose.” Viasystems, Inc. v. EBM-Papst St.
Georgen GmbH & Co., KG, 646 F.3d 589, 593 (8th Cir. 2011).
According to Defendant, all of the alleged conduct relevant to Plaintiff’s claims occurred
in Nebraska where Plaintiff was working as a conductor trainee. Plaintiff focuses mainly on
specific jurisdiction in his response, arguing that the Court has sufficient reasons to exercise
specific personal jurisdiction over Defendant.
Specific jurisdiction “requires a relationship
between the forum, the cause of action, and the defendant.” Myers v. Casino Queen, Inc., 689
F.3d 904, 912 (8th Cir. 2012) (citation omitted). This occurs “when the defendant purposely
directs its activities in the forum state and the litigation results from injuries relating to the
defendant’s activities in the forum state.” Id. at 912-13. The relationship between a defendant’s
contacts and the cause of action is not restricted to a proximate cause standard but should take
into account the “totality of the circumstances.” Id. The exercise of specific jurisdiction is
appropriate only if authorized by the forum state’s long-arm statute and permitted by the Due
Process Clause of the Fourteenth Amendment. Bryant v. Smith Interior Design Grp., Inc., 310
S.W.3d 227, 231 (Mo. 2010).
Due process requires that the defendant has sufficient “minimum contacts with [the
forum state] such that the maintenance of the suit does not offend traditional notions of fair play
and substantial justice.” Int’l Shoe Co. v. Wash., 326 U.S. 310, 316 (1945) (internal quotation
marks and citation omitted). Generally, “those who live or operate primarily outside a State have
a due process right not to be subjected to judgment in its courts.” J. McIntyre Mach., Ltd. v.
Nicastro, 564 U.S. 873, 881 (2011) (plurality opinion). However, sufficient minimum contacts
exist when “the defendant’s conduct and connection with the forum are such that he should
reasonably anticipate being haled into court there.” World-Wide Volkswagen Corp. v. Woodson,
444 U.S. 286, 297 (1980). In evaluating “reasonable anticipation” the court must determine
whether there is “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.” Burger King Corp. v. Rudzewicz, 471 U.S. 462, 475 (1985).
Plaintiff argues two independent reasons for specific jurisdiction. First, he states that he
“took online tests for the position” from his home in Missouri and also “underwent physical
testing for the position” in Missouri. (Doc. 13-1 at 2.) Second, he asserts that Defendant sent a
termination letter to his home in Missouri. Id. Thus, Plaintiff argues that Defendant can hardly
claim surprise at being haled into court in Missouri for its actions in terminating Plaintiff.
As for Plaintiff’s first reason, the record indicates that Defendant did not direct where
Plaintiff was to undergo the testing at issue. Rather, Plaintiff chose to undergo aptitude testing
from his home computer in Missouri, and to undergo a medical review near his home in
Missouri, both at his option. (Doc. 10-4 at 2.) Furthermore, testing and evaluation of Plaintiff as
part of his necessary training took place in Nebraska, not Missouri.
Thus, based on
Plaintiff’s reasoning, if, while on vacation, he had completed the aptitude testing on his laptop at
an airport in Arizona, then had medical testing done in Hawaii, then both of those states could
exercise personal jurisdiction over Defendant. However, the “purposeful availment” requirement
ensures that a defendant will not be haled into a jurisdiction solely as the result of “the unilateral
activity of another party.” Burger King, 471 U.S. at 475. Additionally, because Plaintiff chose
where the testing was to occur, Defendant’s actions created a relationship with Plaintiff only, not
with the state of Missouri. See Walden v. Fiore, 134 S.Ct. 1115, 1121-22 (2014) (due process
requires the defendant’s suit-related conduct must create a substantial connection with the forum
state arising out of contacts that the defendant creates with the forum state itself, not with
persons who reside there). Accordingly, as for this basis, Plaintiff has failed to show that
Defendant “engage[d] in any activities in [Missouri] that reveal an intent to invoke or benefit
from the protection of its laws.” J. McIntyre, 564 U.S. at 887 (plurality opinion).
Second, Plaintiff asserts that the termination letter was mailed to his home in Missouri.
According to Plaintiff, his claim against Defendant “arises directly from the termination and
failure to accommodate.”
(Doc. 13 at 18.)
However, Plaintiff does not dispute that the
disapproval letter terminating him from employment was hand-delivered to him in Nebraska
before it was mailed to his address in Missouri. (Doc. 10-4 at 3.) Thus, it appears that the act of
termination on which the complaint is based occurred not in Missouri, but in Nebraska.
Furthermore, 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, Inc. v. Trans W. Polymers, Inc., 53 F.3d 920, 923 (8th Cir. 1995); see also Digi-Tel
Holdings, Inc. v. Proteq Telecommunications, Ltd., 89 F.3d 519, 523 (8th Cir. 1996) (“Although
letters and faxes may be used to support the exercise of personal jurisdiction, they do not
themselves establish jurisdiction”).
As a result, the Court finds that the mailing of the
termination letter to Missouri, subsequent to the hand-delivery of the same letter in Nebraska,
shows neither purposeful availment, nor a substantial connection with Missouri.
Based on the foregoing, Plaintiff has not shown that Defendant had sufficient minimum
contacts with Missouri to satisfy due process. Consequently, upon reconsideration of the motion
to dismiss, the Court concludes it lacks specific personal jurisdiction over Defendant.
Plaintiff also briefly argues that the Court has general jurisdiction over Defendant,
claiming that Defendant’s “relationship with the state [of Missouri] is otherwise extensive and
continuous.” (Doc. 13 at 18.) In the complaint, however, the only allegation regarding general
jurisdiction is that Defendant “is engaged in business in the State of Missouri.” (Doc. 7 at 1.) In
his response to the motion to dismiss, Plaintiff adds that he “is aware of [Defendant] maintaining
an office in Greene County, Missouri.” (Doc. 13 at 19.)
General jurisdiction refers to the exercise of personal jurisdiction “in a suit not arising out
of or related to the defendant’s contacts with the forum.” Helicopteros Nacionales de Colombia,
S.A. v. Hall, 466 U.S. 408, 415 n.9 (1984). Two recent Supreme Court cases have refined the
standard for whether a court has general jurisdiction over a corporation. See Daimler AG v.
Bauman, 134 S.Ct. 746, 754 (2014); Goodyear Dunlop Tires Operations, S.A. v. Brown, 564
U.S. 915, 919 (2011). Ordinarily, a court may “exercise general jurisdiction over a corporation
only when the corporation’s place of incorporation or its principal place of business is in the
forum state.” Dolan, 512 S.W.3d at 46 (citing Goodyear, 564 U.S. at 919; Daimler, 134 S.Ct. at
754). In “exceptional cases,” general jurisdiction may exist in another state if the corporation’s
activities in that other state are “so substantial and of such a nature as to render the corporation at
home in that State.” Id. (citing Daimler, 134 S.Ct. at 761 n.19). Missouri courts “rarely exercise
general jurisdiction over non-resident defendants.” Sloan-Roberts v. Morse Chevrolet, Inc., 44
S.W.3d 402, 410 (Mo. App. 2001).
In this matter, Plaintiff agrees Defendant is incorporated in Delaware, and does not
contest that Defendant’s principal place of business is in Fort Worth, Texas. (Docs. 7 at 1, 10-1
at 1.) Furthermore, the complaint offers only the conclusory assertion that Defendant does
business in Missouri.
Plaintiff’s response to the motion to dismiss makes the additional
allegation that Defendant has an office in the state. Standing alone, this allegation fails to show
that Defendant’s contacts with Missouri are “so substantial” as to render it “at home” in
Based on the high threshold of business activity required under Goodyear and
Daimler, Plaintiff has failed to show that the Court may exercise general jurisdiction over
In an abundance of caution, Plaintiff also asks to conduct discovery on the issue of the
nature and extent of Defendant’s contacts with the state of Missouri. Plaintiff states that he
believes “these contacts will be shown to be numerous and systematic” and that Defendant
maintains an office in Greene County, Missouri. (Doc. 13 at 19.) However, “when a plaintiff
offers only speculation or conclusory assertions about contacts with a forum state, a court is
within its discretion in denying jurisdictional discovery.” Dever v. Hentzen Coatings, Inc., 380
F.3d 1070, 1074 n.1 (8th Cir. 2004) (citation omitted). Here, Plaintiff’s belief as to the nature of
Defendant’s contacts with Missouri, coupled only with the vague assertion that Defendant has an
office in the state, appears to be based on speculation and conclusions. Accordingly, without
more, Plaintiff’s request to conduct jurisdictional discovery will be denied.
Transfer under 28 U.S.C. § 1631
Plaintiff contends that in the event the Court determines that it lacks personal jurisdiction
over Defendant upon reconsideration, this matter should be transferred pursuant to 28 U.S.C. §
1631. Defendant agrees that, as an alternative to dismissal, the Court may transfer the case to
federal court in Nebraska or Texas. Under 28 U.S.C. § 1631, upon a finding of a want of
jurisdiction, “if it is in the interest of justice,” a court shall transfer the action to another court
where the action could have been brought. Here, the Court finds that the interest of justice
requires transfer of the case to federal court in Nebraska for further proceedings.
For the reasons set forth above, it is ORDERED that:
1. Defendant’s Motion for Reconsideration (doc. 33) is GRANTED; and
2. Because the Court lacks personal jurisdiction over Defendant, this action is
TRANSFERRED to the United States District Court for the District of Nebraska
pursuant to 28 U.S.C. § 1631.
IT IS SO ORDERED.
s/ Roseann A. Ketchmark
ROSEANN A. KETCHMARK, JUDGE
UNITED STATES DISTRICT COURT
DATED: May 23, 2017
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