1 2 3 4 UNITED STATES DISTRICT COURT 5 NORTHERN DISTRICT OF CALIFORNIA 6 7 DANA SOFT PTY LTD, Case No. 25-cv-03821-TSH

8 Plaintiff, ORDER INVITING PLAINTIFF TO 9 v. FILE AMENDED COMPLAINT

10 META PLATFORMS, INC., 11 Defendant.

12 13 On May 1, 2025, Plaintiff Dana Soft Pty Ltd (“Dana”) filed this contract action against 14 Defendant Meta Platforms, Inc. (“Meta”). ECF No. 1. Dana asserted that this Court has 15 jurisdiction over its claims based on federal diversity jurisdiction pursuant to

. 16 Compl. ¶ 7. In its initial Complaint, Dana alleged that it “is an Australian limited liability 17 company with its principal place of business located [in Australia],” and that Meta is a Delaware 18 corporation with its principal place of business located in California.

¶¶ 1–2. Because Dana 19 failed to include any allegations as to the citizenship of its members and owners, the Court issued 20 an Order to Show Cause on September 9, 2025, ordering Dana to provide information regarding 21 the citizenship of any members or owners of Dana. ECF No. 20. 22 On September 10, 2025, Dana filed a First Amended Complaint (“FAC”). ECF No. 21. 23 Dana asserts that this Court has jurisdiction over its claims based on federal diversity jurisdiction 24 pursuant to

. FAC ¶ 7. In the FAC, Dana alleges that it “is an Australian limited 25 liability company with its principal place of business located [in Australia],” and that Meta is a 26 Delaware corporation with its principal place of business located in California.

¶¶ 1–2. 27 On September 15, 2025, Dana responded to the OSC, stating that “Dana has a single 1 day, the Court discharged the OSC. ECF No. 24. 2 The Ninth Circuit recently held “that a district court may not establish diversity of 3 citizenship purely by judicial notice.” Rosenwald v. Kimberly-Clark Corp.,

, 1174 4 (9th Cir. 2025). The court reiterated that the party invoking federal subject matter jurisdiction 5 “always bears the burden of both pleading and proving diversity jurisdiction.”

at 1175 6 || (emphasis in original) (citation omitted). And the court explained that federal courts “have the 7 authority to grant leave to amend a complaint in order to cure defective allegations of 8 || jurisdiction.” Jd. at 1177 (cleaned up); see

(“Defective allegations of 9 || jurisdiction may be amended, upon terms, in the trial or appellate courts.”). 10 Here, because Dana does not allege the citizenship of its members in the FAC, Dana does 11 not allege facts in the FAC establishing that complete diversity exists between the parties. See 12 generally FAC. While Dana included information about the citizenship of its sole member in its 5 13 || response to the Court’s OSC, the Court cannot take judicial notice of that filing for the purpose of 14 || establishing that complete diversity exists. Rosenwald, 152 F.4th at 1174. Therefore, as in 3 15 || Rosenwald, the Court invites Dana to amend its jurisdictional allegations because inviting 16 amendment does not prejudice either party and doing so would not be futile. Jd. at 1177. 3 17 Accordingly, Dana may file an amended complaint by November 20, 2025, to cure its 18 defective allegations of jurisdiction. Dana shall only amend its allegations of jurisdiction; the 19 Court does not grant Dana leave to amend any other allegations in the FAC. 20 IT IS SO ORDERED. 21 22 Dated: November 13, 2025

THOMAS S. HIXSON United States Magistrate Judge 25 26 27 28