YA II PN, Ltd. v. Osirius Group, LLC

Background

YA II PN, Ltd. filed the action on January 23, 2024, against Osirius Group, LLC, and Miller, Canfield, Paddock & Stone, P.L.C. The court issued an order to show cause questioning whether it had subject-matter jurisdiction because it was unclear whether all parties were citizens of different states. YA II PN responded and then filed an amended complaint on January 31, 2024.

Jurisdictional Issue

The amended complaint invoked diversity jurisdiction under 28 U.S.C. § 1332 and alleged that the amount in controversy exceeded $75,000. Diversity jurisdiction requires complete diversity, meaning that every plaintiff must be a citizen of a different state from every defendant.

The amended complaint alleged that YA II PN was incorporated in the Cayman Islands and had its principal place of business in New Jersey. It also alleged that Miller Canfield was a limited liability company with a member who was a citizen of Poland. The court explained that a foreign corporation and another foreign party on opposite sides of a case can defeat diversity jurisdiction, even when the corporation has its principal place of business in a U.S. state. Based on the allegations concerning YA II PN and Miller Canfield, the court concluded that diversity jurisdiction was lacking.

Disposition

Because federal subject-matter jurisdiction was absent, the court stated that it was required to dismiss the action under Federal Rule of Civil Procedure 12(h)(3). Judge Gregory H. Woods dismissed the action without prejudice for lack of subject-matter jurisdiction and directed the Clerk of Court to close the case. The order did not reach the merits of the parties’ underlying dispute.