Bluebird Reinsurance Company Ltd. v. ParkWest Advisors Group, LLC

Filing 6

ORDER, It is hereby ORDERED that, on or before June 22, 2020, the Plaintiff shall amend its Complaint to allege the citizenship of each constituent person or entity comprising the Defendant LLC. If, by that date, the Plaintiff is unable to amend the Complaint to truthfully allege complete diversity of citizenship, then the Complaint will be dismissed for lack of subject matter jurisdiction without further notice to either party SO ORDERED. ( Amended Pleadings due by 6/22/2020.) (Signed by Judge Jesse M. Furman on 6/15/20) (yv)

UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
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BLUEBIRD REINSURANCE COMPANY LTD.,
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Plaintiff,
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-v:
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PARKWEST ADVISORS GROUP, LLC,
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Defendant.
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20-CV-4481 (JMF)
ORDER

JESSE M. FURMAN, United States District Judge:
Plaintiff Bluebird Reinsurance Company Ltd. brings this action against Defendant
ParkWest Advisors Group, LLC , invoking the Court’s subject matter jurisdiction on the ground
of diversity of citizenship. See 28 U.S.C. § 1332. Plaintiff alleges that it is a citizen of Bermuda.
See ECF No. 1 (“Complaint”) ¶ 4. It alleges that Defendant (the “Defendant LLC”) is a citizen
of New York. See id. ¶ 5.
It is well established that a limited liability company (“LLC”) is deemed to be a citizen of
each state of which its members are citizens. See, e.g., Handelsman v. Bedford Vill. Assocs. L.P.,
213 F.3d 48, 51-52 (2d Cir. 2000); see also Altissima Ltd. v. One Niagara LLC, No. 08-CV756S(M), 2010 WL 3504798, at *2 (W.D.N.Y. Sept. 2, 2010) (noting that every other Court of
Appeals to have considered LLC citizenship has held that an LLC has the citizenship of all of its
members). Thus, a complaint premised upon diversity of citizenship must allege the citizenship
of natural persons who are members of an LLC and the place of incorporation and principal
place of business of any corporate entities that are members of the LLC (including the
citizenship of any members of the LLC that are themselves LLCs). See Handelsman, 213 F.3d at
51-52; see also, e.g., In re Bank of Am. Corp. Sec., Derivatives, and ERISA Litig., 757 F. Supp.

2d 260, 334 n.17 (S.D.N.Y. 2010). In the present case, the Complaint fails to do so. In addition,
it alleges only the business addresses of the Plaintiff and Defendant rather than their states of
citizenship, as required for purposes of diversity jurisdiction. See, e.g., Leveraged Leasing
Admin. Corp. v. PacifiCorp Capital, Inc., 87 F.3d 44, 47 (2d Cir. 1996) (holding that a complaint
that fails to plead citizenship of relevant parties does not properly assert diversity jurisdiction).
Accordingly, it is hereby ORDERED that, on or before June 22, 2020, the Plaintiff shall
amend its Complaint to allege the citizenship of each constituent person or entity comprising the
Defendant LLC. If, by that date, the Plaintiff is unable to amend the Complaint to truthfully
allege complete diversity of citizenship, then the Complaint will be dismissed for lack of subject
matter jurisdiction without further notice to either party
SO ORDERED.
Dated: June 15, 2020
New York, New York

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JESSE M. FURMAN
United States District Judge

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