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Kizer v. Pinnacle Foods Group, LLC

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

January 10, 2018

JARED KIZER, Plaintiff,
v.
PINNACLE FOODS GROUP LLC, Defendant.

          ORDER DENYING PLAINTIFF'S MOTION TO REMAND, DENYING PLAINTIFF'S MOTION TO AMEND COMPLAINT, AND GRANTING DEFENDANT'S MOTION TO DISMISS

          S. THOMAS ANDERSON CHIEF UNITED STATES DISTRICT JUDGE

         Plaintiff filed this action in the Circuit Court of Madison County, Tennessee, against Defendant Pinnacle Foods Group LLC. Defendant removed the action to this Court with jurisdiction predicated on diversity of citizenship, 28 U.S.C. § 1332. Defendant has filed a motion to dismiss. (ECF No. 9). Plaintiff has filed a response to Defendant's motion (ECF Nos. 13, 14), and Defendant has filed a reply to the response. (ECF No. 20.) Subsequent to the filing of the motion to dismiss, Plaintiff filed a motion to remand (ECF No. 15) and a motion for leave to file an amended complaint under Fed.R.Civ.P. 15(a)(2) if the motion to remand is denied. (ECF No. 16.) Defendant has responded to the motion to remand. (ECF Nos. 17 - 19.) For the reasons set forth below, Plaintiff's motions to remand and for leave to file an amended complaint are DENIED, and Defendant's motion to dismiss is GRANTED.

         Plaintiff's Motion to Remand

         A defendant may remove any civil action “of which the district courts of the United States have original jurisdiction.” 28 U.S.C. § 1441(a). Once a case is removed, a plaintiff may bring a motion to remand under 28 U.S.C. § 1447(c). “[R]emoval statutes are to be narrowly construed.” Long v. Bando Mfg. of Am., Inc., 201 F.3d 754, 757 (6th Cir. 2000). Therefore, “all doubts as to the propriety of removal are resolved in favor of remand.” Coyne v. Am. Tobacco Co., 183 F.3d 488, 493 (6th Cir. 1999).

         Defendant has based its removal on 28 U.S.C. § 1332. Pursuant to 28 U.S.C. § 1332(a), federal courts have jurisdiction over “all civil actions where the matter in controversy exceeds the sum or value of $75, 000, exclusive of interest and costs, and is between ... citizens of different States[.]” There must be complete diversity between the parties, i.e., “diversity jurisdiction does not exist unless each defendant is a citizen of a different state from each plaintiff.” Owen Equip. & Erection Co. v. Kroger, 437 U.S. 365, 373 (1978). Here, there is no dispute that the amount in controversy exceeds $75, 000. However, Plaintiff contends that complete diversity does not exist between the parties, thus necessitating a remand to state court.

         According to Plaintiff, Defendant's Jackson, Tennessee, plant is its principal place of business and causes Defendant to be a citizen of Tennessee for diversity purposes. Plaintiff reasons that Defendant's principal place of business is in Tennessee because (1) its plant is located in Tennessee; (2) Plaintiff's injury occurred at the Tennessee plant; (3) Defendant reported the injury to the State of Tennessee and, therefore, subjected itself to the laws of Tennessee; (4) the investigation occurred in Tennessee; and (5) the documents sent by the Tennessee Occupational Safety and Health Administration (“TOSHA”) are addressed to Defendant's Jackson, Tennessee address. Defendant has responded that the Court must use a “never center” test as opposed to a “business activities” test as set forth in Hertz Corp. v. Friend, 599 U.S. 77 (2010), to determine its citizenship. The Court finds Defendant's argument to be meritorious.

         Defendant has attached to its response the declaration of Kelley Maggs, executive vice president, secretary, and general counsel of Pinnacle Foods, Inc. (ECF No. 18.) The declaration states as follows. Pinnacle Foods, Inc., is a manufacturer and warehouser of food products. It operates manufacturing plants and warehouse facilities in Tennessee, Washington, Wisconsin, Iowa, Michigan, Arkansas, Minnesota, Illinois, Pennsylvania, and Maryland. The business headquarters of Pinnacle Foods, Inc., is located in Parsippany, New Jersey. Its executive leadership and officers are located there, and from there they direct, control, and coordinate business activities and determine overall corporate business strategy. Its overall financial management and corporate accounting functions are centralized in Parsippany, New Jersey.

         The declaration further states that Defendant Pinnacle Foods Group LLC is a limited liability company organized under Delaware law. Its sole member is Pinnacle Foods Finance LLC, also a Delaware limited liability company. The sole member of Pinnacle Foods Finance LLC is a holding company, Peak Finance Holdings LLC, also a Delaware limited liability company. The sole member of Peak Finance Holdings LLC is its holding company, Pinnacle Foods, Inc. Pinnacle Foods, Inc., is a Delaware corporation. Each limited liability company in the ownership chain of Defendant Pinnacle Foods Group LLC is headquartered in Parsippany, New Jersey, as is its holding company, Pinnacle Foods Inc. See also Declaration of Eve Dyatlova (ECF No. 2.) (accord).

         To determine whether diversity of citizenship requirements under § 1332 have been met, the membership of each limited liability company is examined. See Delay v. Rosenthal Collins Group, 585 F.3d 1003, 1005 (6th Cir. 2009) (joining “every other circuit that has addressed this issue” and holding that “a limited liability company has the citizenship of each of its members”). When businesses are organized through a chain of limited liability holding companies, as opposed to when a holding company is the sole member of a limited liability company, the court focuses on the defendant's ultimate holding company, which in this case is Pinnacle Foods, Inc. See, Delphi Automotive Systems v. United Plastics, Inc., 418 F. App'x 374, 378-79 (6th Cir. 2011).

         Under 28 U.S.C. § 1332(c)(1), a corporation is deemed to be a citizen of every state where it has been incorporated. Here, the record shows that Pinnacle Foods, Inc., is a corporation organized under the laws of Delaware. Therefore, it is a citizen of the State of Delaware because of its incorporation there. A corporation is also deemed a citizen of the state where it has its principal place of business. 28 U.S.C. § 1332(c)(1) (providing that a corporation is a citizen of potentially two states - the state where it is incorporated and the state where its principal place of business is located). Defendant asserts that the principal place of business of Pinnacle Foods, Inc., is Parsippany, New Jersey.

         A corporation's principal place of business for diversity jurisdiction purposes is its “nerve center.” Hertz Corp., 599 U.S. at 93. The Supreme Court has rejected a “business activities” test because “a corporation may have several plants, many sales locations, and employees located in many different places.” Id. at 95. The Supreme Court concluded that a corporation's “principal place of business” is the place where a corporation's officers direct, control and coordinate the corporation's activities. Its “nerve center” is the center of its overall direction, control and coordination. Id. at 96. Usually the nerve center is the place where the corporation maintains its headquarters, and it is a single place. Id. at 93, 94. Under the “nerve center” test, the Court finds that the principal place of business of Pinnacle Foods Inc., is in New Jersey.

         Thus, for purposes of determining diversity under 28 U.S.C. § 1332(c)(1), Defendant Pinnacle Foods Group LLC is a citizen of both Delaware where its holding company, Pinnacle Foods Inc., is incorporated and New Jersey, where it maintains its principal place of business despite Defendant's business activities in Tennessee. See Hertz, 559 U.S. at 96 (“[I]f the bulk of a company's business activities visible to the public take place in New Jersey, while its top officers direct those activities just across the river in New York, the ‘principal place of business' is New York.”).

         Since Plaintiff is a citizen of Tennessee, complete diversity exists between Plaintiff and Defendant, and this Court has subject matter jurisdiction over the action. Accordingly, Plaintiff's motion to remand is denied.

         Plaintiff's ...


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