Shareholder Representative Services LLC v. Orchard Technologies, Inc.
- Valerie Caproni
- 1:23-cv-05831
- U.S. District Court · Southern District of New York
- 2
In Shareholder Representative Services v. Orchard Technologies, Judge Caproni ordered citizenship details by July 14 or dismissal without prejudice.
Shareholder Representative Services LLC must provide the citizenship information required to support diversity jurisdiction or face dismissal of its complaint without prejudice.
What happened
Shareholder Representative Services LLC sued Orchard Technologies, Inc., claiming federal jurisdiction based on the parties’ different citizenships.
The complaint identified the plaintiff as a Colorado limited liability company but did not identify the citizenship of its members, which is required for this type of jurisdiction. It described Orchard as a Delaware corporation headquartered in New York City.
Judge Valerie Caproni ordered the plaintiff to file an amended complaint fixing the omission by July 14, 2023. Otherwise, the complaint will be dismissed without prejudice for lack of subject-matter jurisdiction.
The detailed version
- Shareholder Representative Services LLC v. Orchard Technologies, Inc. · No. 1:23-cv-05831
- Valerie Caproni
- July 11, 2023
Background
Shareholder Representative Services LLC filed a complaint against Orchard Technologies, Inc. The complaint alleged that the court had subject-matter jurisdiction based on diversity of citizenship, meaning jurisdiction based on the parties being citizens of different states.
Jurisdictional Deficiency
For diversity purposes, a corporation is a citizen of its state of incorporation and the state where it has its principal place of business. A limited liability company has the citizenship of each of its members. The complaint alleged that Orchard is a Delaware corporation headquartered in New York City and that Shareholder Representative Services is a Colorado limited liability company, but it did not allege the citizenships of the plaintiff’s members.
Ruling
The court ordered Shareholder Representative Services LLC to file an amended complaint curing the jurisdictional deficiency no later than July 14, 2023. The court stated that the complaint will be dismissed without prejudice for lack of subject-matter jurisdiction if the deficiency is not cured. Judge Valerie Caproni did not decide the underlying dispute in this order.
Read the full 2-page opinion on CourtListener, the free public archive maintained by the Free Law Project.