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EPC Commercial I LLC v. Bloomington Shopping Center LLC

United States District Court, W.D. Tennessee, Western Division

April 17, 2015

EPC COMMERCIAL I LLC, Plaintiff,
v.
BLOOMINGTON SHOPPING CENTER LLC, et al., Defendants.

ORDER

S. THOMAS ANDERSON, District Judge.

Before the Court is Plaintiff EPC Commercial I LLC's Complaint for Foreclosure, Appointment of a Receiver, and Injunctive Relief (ECF No. 1) filed on April 14, 2015. In conjunction with its opening pleading, Plaintiff has also filed a Motion for Appointment of a Receiver and Related Injunctive Relief (ECF No. 38) and an Amended Motion for Appointment of a Receiver and Related Injunctive Relief (ECF No. 42). The Complaint alleges that Plaintiff is a Delaware limited liability company ("LLC") with its principal place of business in the state of Colorado. (Compl. ¶ 1.) The sole member of the Plaintiff LLC is ECP Capital I LLC, whose sole member in turn is Excelsior Capital Partners LLC. ( Id. ) According to the Complaint, "[n]o member of Excelsior Capital Partners LLC is a citizen of the same state as any defendant for diversity purposes." ( Id. ) Plaintiff seeks relief against twenty-three named Defendants, all which are, like Plaintiff, LLCs. The Complaint alleges that each of the LLC Defendants is a Delaware limited liability company with its principal place of business at 5851 Ridge Bend Road, Memphis, Tennessee XXXXX-XXXX and that each named Defendant is a citizen of Tennessee for diversity purposes. ( Id. ¶¶ 2-23). The Complaint names Petal Shopping Center LLC ("Petal") in the caption of the case but makes no allegations about Petal's state of organization or principal place of business.[1] The Complaint at paragraph 23 also refers to a number of LLCs collectively as "the Shopping Center Borrowers, " some of which are named as Defendants in the Complaint and some of which are not.

The Sixth Circuit has held that "federal courts have a duty to consider their subject matter jurisdiction in every case and may raise the issue sua sponte ."[2] Concerning the Court's jurisdiction to hear its claims, Plaintiff alleges in the Complaint that the Court has subject-matter jurisdiction in this case pursuant to 28 U.S.C. § 1332 based on the parties' diversity of citizenship and an amount in controversy exceeding $75, 000. ( Id. ¶ 26.) However, all of the parties named in the Complaint are LLCs. Plaintiff has alleged that each named Defendant is a Delaware LLC with its principal place of business in Tennessee. The Sixth Circuit has concluded that these kinds of jurisdictional allegations regarding the citizenship of an LLC are "deficient."[3] "When diversity jurisdiction is invoked in a case in which a limited liability company is a party, the court needs to know the citizenship of each member of the company. And because a member of a limited liability company may itself have multiple members-and thus may itself have multiple citizenships-the federal court needs to know the citizenship of each sub-member' as well."[4]

Therefore, the Court finds good cause to satisfy itself that it has subject-matter jurisdiction over Plaintiff's claims before the Court takes up Plaintiff's request for appointment of a receiver. To aid in its determination, the Court orders counsel for the parties to confer and submit a joint jurisdictional statement identifying each member and sub-member of the Plaintiff LLC and each member and sub-member of all Defendant LLCs named as ...


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