Bison Resources Corporation v. Antero Resources Corporation et al
Filing
25
MEMORANDUM OPINION AND ORDER: It is ORDERED that Plaintiff's 11 Motion to Remand is hereby DENIED. Signed by Senior Judge Frederick P. Stamp, Jr on 8/30/16. (cnd)
IN THE UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF WEST VIRGINIA
BISON RESOURCES CORPORATION,
an Oklahoma limited liability company,
Plaintiff,
v.
Civil Action No. 1:16CV107
(STAMP)
ANTERO RESOURCES CORPORATION,
a Delaware corporation and
ANTERO RESOURCES APPALACHIAN CORPORATION,
a Delaware corporation and
predecessor-in-interest to defendant
Antero Resources Corporation,
Defendants.
MEMORANDUM OPINION AND ORDER
DENYING PLAINTIFF’S MOTION TO REMAND
The
plaintiff,
Bison
Resources
Corporation
(“Bison
Resources”), originally filed this civil action in the Circuit
Court of Harrison County, West Virginia.
The defendants removed
this civil action to this Court citing diversity of citizenship.
The plaintiff then filed a motion to remand, which is denied for
the following reasons.
I.
Background
This dispute arises out of an alleged breach of rights-offirst-refusal to drill certain oil and gas leases.
In 1979 and
1980, Doran & Associates, Inc. conveyed to LaMaur Development
Corporation (“LaMaur”) a set of mineral leases and rights-of-firstrefusal to drill additional wells on those leases, including the
Hazel Ash lease, the Okey Clark lease, and the West lease (“the
subject leases”).
In 1993, LaMaur merged into Bison Resources,
bringing the subject leases and rights-of-first-refusal with it.
In 2011, the defendants entered the property of the subject leases,
drilled wells, and began producing natural gas.
Bison Resources
alleges that the defendants did not respect its rights-of-firstrefusal.
Bison Resources alleges claims for violation of its
rights-of-first-refusal and trespass, conversion, and tortious
interference with business interests.
In the notice of removal, the defendants allege that Bison
Resources is a California corporation with its principal place of
business in either California or Oklahoma and that defendant Antero
Resources
Corporation
(“Antero
Resources”)
is
a
Delaware
corporation with its principal place of business in Colorado.
defendants
defendant
make
no
Antero
allegations
Resources
regarding
Appalachian
the
citizenship
Corporation
The
of
(“Antero
Appalachian”), but the complaint alleges that Antero Appalachian
was a West Virginia corporation until it merged into Antero
Resources in 2013.
The defendants allege that the amount in
controversy exceeds $75,000.00, because Bison Resources seeks
compensatory damages for the value of minerals extracted from the
subject leases, which the defendants believe exceeds $75,000.00.
In Bison Resources’ motion to remand, Bison Resources argues that
Antero
Resources
is
a
citizen
of
West
Virginia
because
principal place of business is in Bridgeport, West Virginia.
2
its
II.
Applicable Law
A defendant may remove a case from state court to a federal
court with original jurisdiction.
28 U.S.C. § 1441.
Under 28
U.S.C. § 1332(a), district courts have original jurisdiction where
the dispute is between citizens of different states and the amount
in controversy exceeds $75,000.00.
The parties must be completely
diverse, meaning that “the citizenship of each plaintiff must be
different from the citizenship of each defendant.”
Appalachian
Power
Co.,
739
F.3d
163,
170
(4th
Hoschar v.
Cir.
2014).
Diversity is “assessed at the time the action is filed.” FreeportMcMoRan, Inc. v. K N Energy, Inc., 498 U.S. 426, 428 (1991).
The party seeking removal bears the burden of establishing
federal jurisdiction.
LLC,
460
F.3d
challenged,
the
576,
See In re Blackwater Security Consulting,
583
(4th
defendant
Cir.
must
preponderance of the evidence.
2006).
establish
When
removal
jurisdiction
by
is
a
Strawn v. AT&T Mobility LLC, 530
F.3d 293, 297-98 (4th Cir. 2008).
Further, this Court must
strictly construe its removal jurisdiction and remand if federal
jurisdiction is doubtful.
Hartley v. CSX Transp., Inc., 187 F.3d
422, 425 (4th Cir. 1999).
III.
Discussion
A corporation is “deemed to be a citizen of every State . . .
[in] which it has been incorporated and of the State . . . where it
has its principal place of business.”
3
28 U.S.C. § 1332(c).
A
corporation’s principal place of business is its “nerve center.”
Hoschar, 739 F.3d at 170 (citing Hertz Corp. v. Friend, 559 U.S.
77, 80-81 (2010)).
The nerve center is “the place where the
corporation’s high level officers direct, control, and coordinate
the corporation’s activities.”
Hertz, 559 U.S. at 80-81.
While
the nerve center will typically be “where the corporation maintains
its headquarters,” it must be the place where corporate officers
make significant corporate decisions and set corporate policy. Id.
at 93; see also Hoschar, 739 F.3d at 172 (“We conclude that if a
corporation’s day-to-day operations are managed in one state, while
its officers make significant corporate decisions and set corporate
policy
in
another,
the
principal
place
of
business
is
the
latter.”).
This Court finds that Antero Resources’ principal place of
business is in Denver, Colorado.
Antero Resources submitted an
affidavit from Alvyn A. Schopp, a Regional Senior Vice President
and Chief Administrative Officer for Antero Resources.
16-1.
ECF No.
Schopp states that Antero Resources maintains its corporate
office in Denver and its “senior management team” makes significant
corporate decisions and sets corporate policy from the Denver
office.
records
Id. at 1-2.
at
the
Denver
Antero Resources maintains its corporate
office,
directors live in Colorado.
and
that
Id. at 2-3.
the
majority
of
its
While Bison Resources
argues that Antero Resources maintains its corporate office in
4
Bridgeport, West Virginia, the record makes clear that Antero
Resources maintains “district offices” in Bridgeport and Ellenboro,
West
Virginia
and
in
Marietta,
Ohio,
while
maintaining
its
corporate headquarters in Denver. Id. at 3-4. Employees at Antero
Resources’ Denver office exercise overarching direction and control
over the district offices and all of the corporation’s operations.
Id. at 1-2.
In support of its motion to remand, Bison Resources offers
evidence that the majority of Antero Resources’ operations and
employees are in West Virginia, ECF No. 12-3 at 3, that Antero
Resources is constructing a new office building in Bridgeport, ECF
No. 12-2, that Bridgeport is its “long-term headquarters,” ECF No.
12-1 at 14, that Antero Resources is building a “state of the art
wastewater treatment facility in West Virginia,” ECF No. 12-1 at 78, and that “Antero’s development plans span the next 30+ years in
West Virginia.”
ECF No. 12-1 at 14.
Further, Bison Resources
argues that Antero Resources is actively setting corporate policy
in West Virginia by directing all management to relocate there and
by engaging state regulators and legislators there.
However, a
corporation’s principal place of business is its “nerve center,”
which is not necessarily where the majority of its operations are
or where corporate strategy is implemented.
Rather, the nerve
center is “where the corporation’s high level officers direct,
control, and coordinate the corporation’s activities” and where
5
corporate officers make significant corporate decisions and set
corporate policy. Hertz, 559 U.S. at 80-81, 93. Antero Resources’
Denver office is the nerve center of all operations, and Antero
Resources
is,
thus,
a
citizen
of
Colorado
and
Delaware.
Accordingly, the parties are diverse, and this Court has subject
matter jurisdiction in this civil action.
IV.
Conclusion
For the foregoing reasons, this Court finds that subject
matter jurisdiction exists under 28 U.S.C. § 1332(a). Accordingly,
the plaintiff’s motion to remand (ECF No. 11) is DENIED.
IT IS SO ORDERED.
The Clerk is DIRECTED to transmit a copy of this memorandum
opinion and order to counsel of record herein.
DATED:
August 30, 2016
/s/ Frederick P. Stamp, Jr.
FREDERICK P. STAMP, JR.
UNITED STATES DISTRICT JUDGE
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