REYHER v. GRANT THORNTON, LLP

Filing 106

MEMORANDUM AND/OR OPINION. SIGNED BY HONORABLE ANITA B. BRODY ON 7/6/2017. 7/6/2017 ENTERED AND COPIES VIA ECF.(mo, )

IN THE UNITED STATES DISTRICT COURT
FOR THE EASTERN DISTRICT OF PENNSYLVANIA
ANN MARIE REYHER,
Plaintiff,

:
:
:
:
:
:
:

v.
GRANT THORNTON, LLP,
Defendant.

CIVIL ACTION
NO. 16-1757

July 6, 2017

Anita B. Brody, J.
MEMORANDUM

Defendant Grant Thornton, LLP (“Grant Thornton”) moves to dismiss Plaintiff Ann
Marie Reyher’s Second Amended Complaint. Although the Parties raise myriad arguments,
resolution of the motion to dismiss ultimately depends upon the answer to a single question:
Does Reyher qualify as a whistleblower under the Dodd-Frank Wall Street Reform and
Consumer Protection Act? The answer to this question is no, and I will therefore dismiss
Reyher’s Dodd-Frank whistleblower claim with prejudice. Because the Dodd-Frank claim
provides the sole basis for original federal jurisdiction, the prevailing law strongly suggests that I
must, unfortunately, decline to continue exercising supplemental jurisdiction over Reyher’s
Pennsylvania state law claims. I will therefore dismiss Reyher’s remaining claims, without
prejudice to Reyher to refile in a court of competent jurisdiction.
I.

FACTUAL BACKGROUND1
A. Reyher Joins Grant Thornton
Reyher is a Certified Public Accountant with over twenty years of experience. Prior to

January 25, 2016, Reyher was employed as a Senior Manager by the professional services firm

1

All facts are taken from Reyher’s Second Amended Complaint, ECF No. 96. This Opinion includes only
the facts that are relevant to the resolution of Reyher’s Dodd-Frank whistleblower claim (Count VIII).

1

Ernst & Young, where she led a group responsible for individual and trust tax services. In her
position at Ernst & Young, Reyher retained a number of sought-after clients. Reyher was first
contacted about the possibility of joining Grant Thornton in November 2015. A recruiting
process ensued, that led to Reyher joining Grant Thornton on January 25, 2016, as a Managing
Director in the Philadelphia office. Throughout the recruiting process, Reyher requested and
received numerous assurances that her responsibilities at Grant Thornton would be limited to her
area of expertise, “handling individual and fiduciary tax returns for the Private Wealth Services
Team.” Sec. Am. Compl. 5, ECF No. 96. Reyher was further assured that she would be assigned
to a particular group that “exclusively handled individuals and trusts.” Id.
Upon beginning work at Grant Thornton, Reyher quickly discovered that all was not as
had been represented. On her second day of work, Reyher received a list of assigned clients that
included only corporate clients, rather than individuals and trusts. Reyher repeatedly expressed
her distress about this to managers at Grant Thornton, including Partner 1 and Partner 2,2 but to
no avail.
B. Reyher Discovers Accounting Irregularities
Despite Grant Thornton’s misrepresentations, Reyher nevertheless began performing
work for her assigned corporate clients. She began to discover accounting irregularities within
the statements and filings of her new clients. Reyher alleges that Grant Thornton employees,
including Partner 1, knowingly included inaccurate information in client tax documents. She
further alleges that she complained to administrators at Grant Thornton about these irregularities
and inaccuracies, stating that she believed they “amounted to bank fraud, mail fraud, wire fraud,
and/or fraud against shareholders.” Id. at 12. Reyher repeatedly conveyed to Grant Thornton

2

Because Plaintiff’s Second Amended Complaint was filed under seal, I use pseudonyms when discussing
specific Grant Thornton employees and clients.

2

partners that she refused to engage in any illegal activity. Reyher’s Second Amended Complaint
alleges irregularities or improprieties related to four specific clients.
i. Client A
Reyher identifies Client A as consisting of “approximately thirty (30) partnerships and
three (3) S Corporations,” with “approximately $700 million in revenue.” Sec. Am. Compl. 9,
ECF No. 96. Reyher alleges that she noticed “questionable practices” relating to Client A,
“including problematic deductions and inaccurately recorded intercompany transactions.” Id.
Specifically, she alleges that, during a meeting in February 2016, employees of Client A’s family
office indicated that the leader of Client A frequently drove expensive automobiles for personal
use, while classifying the costs of these automobiles as being related to a foundation. The
employees also discussed other intercompany transactions that raised Reyher’s suspicions.
When Reyher expressed her concerns to partner Partner 1, she was rebuffed. Reyher later
became aware of “additional errors and inaccuracies relating to Client A’s intercompany
transactions, including transactions in excess of $1 million which were not properly reported or
not reported at all.” Id. at 10. When she raised these concerns with Partner 1, she was again
rebuffed and told to “stop asking questions.” Id.
ii. Client B
Reyher identifies Client B as a “large corporation” with a family office. Id. Reyher
alleges that, during a meeting with a family office employee of Client B, the employee revealed
to Reyher that Client B performed extensive work in Philadelphia but did not file Philadelphia
tax returns. Reyher presented this issue to Partner 1 and was told that she should not address the
issue with the client.
iii. Client C

3

Reyher alleges that Client C “intended to claim only $83,000 worth of alimony payments
despite records showing that he paid approximately $500,000 in alimony.” Id. at 11. Reyher also
alleges that her review of Client C’s documents revealed that “despite projected income of
$8,000,000, income was being calculated at just $2,000,000 for extension purposes.” Id. Reyher
alleges that when she raised these issues with Partner 1, Partner 1 again told her to stop asking
questions.
iv. Client D
Reyher learned that Client D had gifted a large house to an employee. When Reyher
approached Partner 1 to discuss whether the employee had incorrectly failed to pay a gift tax,
Partner 1 responded “that is none of your business.” Id. After subsequently questioning the
employee, Reyher was told by Partner 1 that she was no longer permitted to work with Client D.
Reyher also alleges that the files and work papers of Client D were stored on a hard drive
referred to by Grant Thornton employees as the “Super Secret Drive.” Only a handful of Grant
Thornton employees were aware of or had access to this secret drive.
v. Corporate Status of Clients A, B, C, and D
Reyher’s Second Amended Complaint does not include any allegations that Clients A, B,
C, or D are publicly traded companies, nor does it include any information that would identify
them as such. As noted above, Client A is identified as consisting of “approximately thirty (30)
partnerships and three (3) S Corporations,” and Client B is identified as a “large corporation”
with a family office. Id. at 9-10. The Second Amended Complaint does not explicitly identify
Client C, but the Complaint includes information—such as statements about Client C making
alimony payments—that implies that Client C is an individual. The Second Amended Complaint
does not identify the status of Client D.

4

C. Grant Thornton Fires Reyher
On March 18, 2016, only seven weeks after commencing employment with Grant
Thornton, Reyher met with a senior managing partner of the Philadelphia office (Partner 3) and a
staff member from the human resources department. Reyher’s employment was terminated at
this meeting. In response to her questions, Partner 3 told Reyher that she was being terminated
because she “had been ‘disruptive,’ did not want to be at Grant Thornton, and ‘was not a good fit
for our culture.’” Id. at 15. Reyher alleges that she was terminated in retaliation for her
complaints about accounting irregularities and her refusal to engage in illegal activity. In Count
VIII of her Second Amended Complaint, Reyher asserts that her termination was in violation of
the whistleblower protection provision found in section 922 of the Dodd-Frank Act. Reyher also
alleges that, following her termination, Grant Thornton took actions to harm her reputation and
preclude her from accepting new employment. These allegations form the basis of a number of
Reyher’s state law claims.
Because Count VIII of Reyher’s Second Amended Complaint asserts a claim arising
under the laws of the United States, I exercise subject matter jurisdiction pursuant to 28 U.S.C. §
1331. Pursuant to 28 U.S.C. § 1367, I currently exercise supplemental jurisdiction over Reyher’s
additional claims brought under Pennsylvania state law.3 I exercise personal jurisdiction because
this lawsuit arises out of Reyher and Grant Thornton’s purposeful contacts with Pennsylvania,

3

The current operative Complaint asserts only federal question jurisdiction (Count VIII) and supplemental
jurisdiction (all other counts). See Sec. Am. Compl. 2, ECF No. 96. The Second Amended Complaint does not
assert diversity jurisdiction. Reyher’s Original Complaint, however, included only Pennsylvania state law claims.
See Compl. 18-28, ECF No. 1. The Original Complaint incorrectly alleged that Grant Thornton is “an Illinois
corporation with its corporate headquarters and principal place of business in Illinois,” and asserted federal subject
matter jurisdiction solely on the basis of diversity of citizenship. Id. at 2. Grant Thornton, LLP is, in fact, not a
corporation, but rather a limited liability partnership. “[T]he citizenship of partnerships and other unincorporated
associations is determined by the citizenship of its partners or members.” Zambelli Fireworks Mfg. Co. v. Wood,
592 F.3d 412, 420 (3d Cir. 2010). In declining to assert diversity jurisdiction in her Second Amended Complaint,
Reyher may have reasonably concluded that at least one member of Grant Thornton is a citizen of New Jersey—
Reyher’s own state of residence—thus defeating diversity.

5

namely Grant Thornton’s Philadelphia office. Venue is proper because a substantial portion of
the events giving rise to this action occurred in the Eastern District of Pennsylvania.
II.

LEGAL STANDARD
In deciding a motion to dismiss under Rule 12(b)(6), a court must “accept all factual

allegations as true, construe the complaint in the light most favorable to the plaintiff, and
determine whether, under any reasonable reading of the complaint, the plaintiff may be entitled
to relief.” Phillips v. Cty. of Allegheny, 515 F.3d 224, 233 (3d Cir. 2008) (quoting Pinker v.
Roche Holdings Ltd., 292 F.3d 361, 374 n.7 (3d Cir. 2002)).
To survive dismissal, a complaint must allege facts sufficient to “raise a right to relief
above the speculative level.” Bell Atl. Corp. v. Twombly, 550 U.S. 544, 555 (2007).
“Threadbare recitals of the elements of a cause of action, supported by mere conclusory
statements, do not suffice.” Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009). In order to determine
the sufficiency of a complaint under Twombly and Iqbal, a court must engage in the following
analysis:
First, the court must take note of the elements a plaintiff must plead to state a
claim. Second, the court should identify allegations that, because they are no more
than conclusions, are not entitled to the assumption of truth. Finally, where there
are well-pleaded factual allegations, a court should assume their veracity and then
determine whether they plausibly give rise to an entitlement for relief.
Connelly v. Steel Valley Sch. Dist., 706 F.3d 209, 212 (3d Cir. 2013), as amended (May 10,
2013) (quoting Burtch v. Milberg Factors, Inc., 662 F.3d 212, 221 (3d Cir. 2011).
“As a general matter, a district court ruling on a motion to dismiss may not consider
matters extraneous to the pleadings. However, an exception to the general rule is that a
‘document integral to or explicitly relied upon in the complaint’ may be considered . . . .” In re
Burlington Coat Factory Sec. Litig., 114 F.3d 1410, 1426 (3d Cir. 1997) (citations omitted).

6

Thus, a court may consider “the complaint, exhibits attached to the complaint, matters of public
record, as well as undisputedly authentic documents if the complainant’s claims are based upon
these documents.” Mayer v. Belichick, 605 F.3d 223, 230 (3d Cir. 2010).
III.

DISCUSSION
Reyher argues that her termination from Grant Thornton violated section 922 of the

Dodd-Frank Act. Section 922 prohibits an employer from discharging an employee in retaliation
for that employee having engaged in certain types of protected whistleblowing activity. 15
U.S.C. § 78u-6(h)(1)(A). The statute lists the different types of whistleblowing disclosures that
are protected, many of which are, in turn, defined in other parts of the federal securities laws.
One type of disclosure listed in section 922 of the Dodd-Frank Act is a “disclosure[] that [is]
required or protected under the Sarbanes-Oxley Act of 2002.” 15 U.S.C. § 78u-6(h)(1)(A)(iii).
Thus, if an employee makes a disclosure that is required or protected under the Sarbanes-Oxley
Act (“SOX”) and that employee is fired as a result of making the SOX-protected disclosure, that
employee’s termination would violate section 922 of the Dodd-Frank Act.
In this case, Reyher asserts that her internal complaints regarding Clients A, B, C, and D
qualify as disclosures that are protected under SOX, specifically 18 U.S.C. § 1514A. She further
claims that she was terminated by Grant Thornton in retaliation for making these disclosures, and
that her termination therefore violated section 922 of Dodd-Frank. In response, Grant Thornton
argues that Reyher’s internal complaints regarding Clients A, B, C, and D do not qualify as
disclosures protected under § 1514A, and, as a result, she has failed to state a claim for
retaliatory termination in violation of section 922 of Dodd-Frank.4
A. History & Overview of the Sarbanes-Oxley & Dodd-Frank Whistleblower
4

As further explained in subsection III.A, there are other types of disclosures that are covered by section 922
of the Dodd-Frank Act. Reyher, however, has only argued that she made disclosures that are required or protected
under section 1514A. See Pl.’s Resp. to Def.’s Mot. to Dismiss 28-32, ECF No. 103-2.

7

Provisions
In 2002, Congress passed the Sarbanes-Oxley Act in order to “safeguard investors in
public companies and restore trust in the financial markets following the collapse of Enron
Corporation.” Lawson v. FMR LLC, 134 S. Ct. 1158, 1161 (2014). As the Supreme Court has
observed, Congress was particularly concerned by the fact that contractors and subcontractors to
Enron—most notably the accounting firm Arthur Andersen—participated and were complicit in
Enron’s immense scheme of shareholder fraud. Id. at 1162-63. As a result, SOX “contains
numerous provisions aimed at controlling the conduct of accountants, auditors, and lawyers who
work with public companies.” Id. at 1162.
Section 806 of SOX, which is codified as 18 U.S.C. § 1514A, is titled Protection for
Employees of Publicly Traded Companies Who Provide Evidence of Fraud.5 As relevant here,
subsection 1514A(a), titled Whistleblower Protection for Employees of Publicly Traded
Companies, states:
No company with a class of securities registered under section 12 of the Securities
Exchange Act of 1934 (15 U.S.C. 78l), or that is required to file reports under section
15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78o(d)) . . . or any officer,
employee, contractor, subcontractor, or agent of such company . . . may discharge . . . an
employee in the terms and conditions of employment because of any lawful act done by
the employee—
(1) to provide information, cause information to be provided, or otherwise assist
in an investigation regarding any conduct which the employee reasonably believes
constitutes a violation of section 1341, 1343, 1344, or 1348, any rule or regulation
of the Securities and Exchange Commission, or any provision of Federal law
relating to fraud against shareholders, when the information or assistance is
provided to or the investigation is conducted by—
...
(C) a person with supervisory authority over the employee (or such other
5

The provision in question is properly referred to as section 806 of SOX. See Sarbanes-Oxley Act of 2002,
Pub. L. 107-204, § 806, 116 Stat. 802. Section 806, however, simply inserts a new § 1514A into title 18 of the
United States Code. I will therefore follow the convention of the Supreme Court in Lawson and refer to the
provision as section 1514A or, when necessary for purposes of clarification, section 1514A of SOX. See 134 S. Ct.
1158, 1163 (2014).

8

person working for the employer who has the authority to investigate,
discover, or terminate misconduct) . . . .
18 U.S.C. § 1514A(a)
Eight years after SOX, following the global financial crisis of 2008, Congress passed the
Dodd-Frank Wall Street Reform and Consumer Protection Act. Section 922 of the Dodd-Frank
Act adds incentives and bolsters existing protections for whistleblowers. 15 U.S.C. § 78u-6.
The statute defines a “whistleblower” as “any individual who provides . . . information relating
to a violation of the securities laws to the [Securities Exchange] Commission, in a manner
established, by rule or regulation, by the Commission.”6 § 78u-6(a)(6). Subsection 922(h)(1)(A)
contains the anti-retaliation provision that Reyher invokes. In relevant part, the statute reads:
No employer may discharge . . . or in any other manner discriminate against, a
whistleblower in the terms and conditions of employment because of any lawful act done
by the whistleblower—
…
(iii) in making disclosures that are required or protected under the Sarbanes-Oxley
Act of 2002 (15 U.S.C. 7201 et seq.), the Securities Exchange Act of 1934 (15
U.S.C. 78a et seq.), including section 10A(m) of such Act (15 U.S.C. 78f(m)),
section 1513(e) of title 18, United States Code, and any other law, rule, or
regulation subject to the jurisdiction of the Commission.
15 U.S.C. § 78u-6(h)(1)(A)
Thus, the Dodd-Frank anti-retaliation provision incorporates other sections of the federal
securities laws, including SOX. If an individual makes a disclosure that is protected by SOX and
is terminated from his or her employment as a result of that disclosure, the individual can bring
6

Although the statute speaks of reporting violations “to the Commission,” there is currently a circuit split as
to whether an employee who reports violations only internally may nevertheless qualify as a whistleblower under
Dodd-Frank. The Fifth Circuit has taken the position that an employee must report violations directly to the SEC to
receive whistleblower protection. See Asadi v. G.E. Energy (USA), LLC, 720 F.3d 620 (5th Cir. 2013). The Second
Circuit, in contrast, has concluded that internal reporting may be sufficient. See Berman v. Neo@Oglivy LLC, 801
F.3d 145, 153-54 (2d Cir. 2015). The Third Circuit has not yet addressed this question.
In this case, all parties agree that Reyher only engaged in what could arguably be considered internal
reporting. There is no contention that she ever provided information directly to the SEC or any other federal agency.
I make no ruling as to whether internal reporting is sufficient to establish a Dodd-Frank anti-retaliation claim,
because, in this case, I find that the motion to dismiss should be granted even if reporting interally qualified Reyher
as a whistleblower.

9

an action for retaliatory termination under section 922 of the Dodd-Frank Act.7
Reyher argues that she qualifies as a whistleblower under SOX, and specifically under
§ 1514A, because: (1) Grant Thornton is a contractor to publicly traded companies; (2) Reyher
made internal complaints to her supervisors at Grant Thornton regarding practices of Clients A,
B, C, and D which she reasonably believed constituted mail fraud, bank fraud, wire fraud, or
fraud against shareholders; and (3) Reyher was terminated by Grant Thornton because of these
complaints. Notably, Reyher does not allege that there was any connection between Grant
Thornton’s work for publicly traded companies and Reyher’s internal complaints regarding
Clients A, B, C, and D. Reyher’s Second Amended Complaint includes no allegations that she
performed any work on behalf of publicly traded companies or that any of the practices she
complained of implicated publicly traded companies. Reyher does not allege in any of her
pleadings that Clients A, B, C, and D are themselves public companies or consist of public
companies. Indeed, based on the facts alleged in Reyher’s Second Amended Complaint, it
appears almost certain that they are not.
Reyher argues instead that Grant Thornton’s unrelated work for publicly traded
companies is sufficient to bring her case within the scope of section 1514A and therefore, by
incorporation, section 922 of Dodd-Frank. Grant Thornton argues that the whistleblower
protection provisions of SOX and Dodd-Frank do not extend to cases such as this in which an
employee of a contractor to a publicly traded company makes disclosures that have no
connection to any publicly traded company.

7

As explained above, section 922(h)(1)(A) of Dodd-Frank incorporates but does not alter the range of
whistleblowing conduct that is protected by, inter alia, 18 U.S.C. § 1514A. I therefore focus on section 1514A in
my analysis of whether Reyher made protected disclosures. Reyher’s retaliatory termination claim is asserted under
section 922 of Dodd-Frank because subsection 922(h)(1)(B) provides a purported whistleblower who was
discharged with a right of action to seek direct relief in a federal district court. This direct right of action did not
previously exist under section 1514A itself.

10

B. Lawson and the Scope of Section 1514A
In Lawson v. FMR LLC, the Supreme Court addressed the question of whether section
1514A of SOX extends to private contractors who perform work for publicly traded companies.
134 S. Ct. 1158, 1161 (2014). The plaintiffs in Lawson were employees of privately held
companies that provided advisory and management services to mutual funds. Id. at 1164. The
mutual funds at issue were public companies that had no employees and contracted with outside
investment advisory firms to provide all day-to-day operational services, an arrangement
common in the mutual fund industry. Id. The plaintiffs alleged that they were terminated after
raising concerns about accounting methodologies and SEC registration statements involving the
mutual funds. Id. They therefore sought the protection of section 1514A, as employees of a
contractor to a public company. Their former employer argued that section 1514A only
prohibited contractors to public companies from retaliating against employees of the public
company and did not extend to cover the contractor’s own employees. Id. at 1164-65.
A majority of the Supreme Court agreed with the plaintiffs, holding that “based on the
text of § 1514A, the mischief to which Congress was responding, and earlier legislation
Congress drew upon . . . the provision shelters employees of private contractors and
subcontractors, just as it shelters employees of the public company served by the contractors and
subcontractors.” Id. at 1161. Three Justices dissented, however, expressing concern that the
majority’s interpretation section 1514A would extend whistleblower protection to “any employee
of the hundreds of thousands of private businesses that contract to perform work for a public
company.” Id. at 1178 (Sotomayor, J., dissenting). Responding to these concerns, the majority
opinion noted approvingly, without explicitly holding, that “[t]he Solicitor General further
maintains that § 1514A protects contractor employees only to the extent that their

11

whistleblowing relates to ‘the contractor . . . fulfilling its role as a contractor for the public
company, not the contractor in some other capacity.’” Id. at 1173 (quoting Tr. of Oral Arg. 1819) (emphasis added). Thus, although Lawson did not directly address the situation at issue in
this case, the Lawson majority clearly contemplated that section 1514A would not extend to an
individual such as Reyher, who engaged in whistleblowing unrelated to her employer’s work as a
contractor to public companies.
Applying the Lawson decision, another court in this District held that the protections of
section 1514A did not extend to an employee of a contractor to a public company who reported
fraud that was not committed by one of the public companies with which his employer
contracted. In Gibney v. Evolution Marketing Research, LLC, the plaintiff alleged that he was
terminated by his employer, a private firm, after reporting that a business plan approved by his
employer would result in the fraudulent billing of a public company that was a client of his
employer. 25 F. Supp. 3d 741, 742 (E.D. Pa. 2014). Chief Judge Tucker, of this District,
concluded that the plaintiff was “advocat[ing] for an impermissibly broad definition of SOX
protection that was neither intended by Congress nor contemplated by the Supreme Court in
Lawson.” Id. at 747. As the Court went on to observe, “[T]he specific shareholder fraud
contemplated by SOX is that in which a public company—either acting on its own or acting
through its contractors—makes material misrepresentations about its financial picture in order to
deceive its shareholders.” Id. at 748.
I concur with the holding in Gibney. A purported whistleblower employed by a private
company cannot invoke the protections of section 1514A simply because her employer happens
to contract with public companies on matters unrelated to the alleged whistleblowing. Notably,
the facts in Gibney involved a relationship between a private contractor-employer and a public

12

company that was less tangential than the relationship alleged in this case. Although the fraud
alleged in Gibney was committed by the private contractor-employer, it purportedly affected the
private contractor-employer’s public company client. Reyher, in contrast, does not even assert
that the fraud she reported had any effect on her former employer’s public company clients. For
Reyher, the connection between Grant Thornton and its public company clients is little more
than a coincidence. Reyher has not adequately pled that she engaged in conduct that is protected
under SOX. As a result, Reyher has not shown that she made any of the required or protected
disclosures outlined in subsection 922(h)(1)(A)(iii) of the Dodd-Frank Act. I will therefore grant
Grant Thornton’s motion to dismiss Reyher’s Dodd-Frank whistleblower claim.
C. Reyher’s Pennsylvania State Law Claims
Under 28 U.S.C. § 1367(c)(3), a district court has discretion to decline to exercise
supplemental jurisdiction over state law claims if it has dismissed all claims over which it had
original jurisdiction. A federal district court is instructed that, “Where the claim over which the
district court has original jurisdiction is dismissed before trial, the district court must decline to
decide the pendent state law claims unless considerations of judicial economy, convenience, and
fairness to the parties provide an affirmative justification for doing so.” Borough of West Mifflin
v. Lancaster, 45 F.3d 780, 788 (3d Cir. 1995). “Absent extraordinary circumstances, . . .
jurisdiction [over claims based on state law] should be declined where the federal claims are no
longer viable.” Shaffer v. Bd. of Sch. Dirs. of Albert Gallatin Area Sch. Dist., 730 F.2d 910, 912
(3d Cir. 1984). There is no affirmative justification, let alone extraordinary circumstances, that
justifies my retaining jurisdiction over Reyher’s state law claims. The parties have not even
completed discovery. Because I am granting Grant Thornton’s motion to dismiss the DoddFrank claim, I decline to exercise supplemental jurisdiction over Reyher’s remaining state law

13

claims. I will grant Grant Thornton’s motion to dismiss all state law claims, but without
prejudice to Reyher to refile those claims in state court.8
IV.

CONCLUSION
For the reasons explained above, I find that Reyher has failed to state a claim under

section 922 of the Dodd-Frank Act. I will therefore grant Grant Thornton’s motion to dismiss
with prejudice Count VIII of Reyher’s Second Amended Complaint. Because Count VIII
provided the sole basis for original federal jurisdiction, I will decline to exercise supplemental
jurisdiction over Reyher’s remaining state law claims, and I will dismiss those claims without
prejudice to Reyher to refile them in a court of a competent jurisdiction.
s/Anita B. Brody
____________________________________
ANITA B. BRODY, J.

Copies VIA ECF on _________ to:

Copies MAILED on _______ to:

8

Grant Thornton seeks dismissal of Reyher’s state law claims on substantive grounds. I am dismissing these
claims solely on the basis that I decline to exercise supplemental jurisdiction over them.

14