Optec International Inc. v. Corporate Event Management Ltd.

District Court, S.D. New York

Optec International Inc. v. Corporate Event Management Ltd.

Trial Court Opinion

USONUITTEHDE RSTNA DTIESST RDIICSTT ROIFC TN ECWOU YROTR K ---------------------------------------------------------------------- X : OPTEC INTERNATIONAL INC., : : Plaintiff, : : 21 Civ. 8530 (JPC) -v- : : ORDER CORPORATE EVENT MANAGEMENT LTD. et al., : : Defendants. : : ---------------------------------------------------------------------- X

JOHN P. CRONAN, United States District Judge:

Plaintiff filed its Complaint on October 15, 2021, invoking the Court’s subject matter jurisdiction on the ground of diversity of citizenship under

28 U.S.C. § 1332

. Dkt. 1. According to the Complaint, Plaintiff Optec International Inc. is a Wyoming Corporation with its principal place of business in Vista, California.

Id. ¶ 10

. The Complaint alleges that both Defendants Assure Global LLC and Rosewood Theater LLC are limited liability companies existing under the laws of New York with offices in New York.

Id. ¶¶ 12, 14

. The Complaint further alleges that both Defendants Corporate Event Management Ltd. and Stame Realty Corporation are (or were) corporations organized under New York law with their principal places of business in New York; Defendant IronClad LLC is a limited liability company existing under Puerto Rican law with offices in Puerto Rico; Defendants Michael Sinensky, David Appell, and Erika London are natural people who are New York citizens; and that Defendants Amy Bove and Roman Vintfeld are natural people who are citizens of either New York or New Jersey.

Id. ¶¶ 11, 13, 15-20

. A limited liability company (“LLC”) takes the citizenship of its members. See Handelsman v. Bedford Vill. Assocs. L.P.,

213 F.3d 48, 51-52

(2d Cir. 2000); see also Brady v. IGS Realty Co., No. 19 Civ. 10142 (PAE),

2020 WL 5414683

, at *10 (S.D.N.Y. Sept. 8, 2020). A complaint premised upon diversity of citizenship must therefore allege the citizenship of natural persons who are members of an LLC as well as the place of incorporation and principal place of business of any corporate entities that are members of the LLC. See Handelsman,

213 F.3d at 51-52

; see, e.g., New Millennium Cap. Partners, HI, LLC v. Juniper Grp. Inc., No. 10 Civ. 46 (PKC),

2010 WL 1257325

, at *1 (S.D.N.Y. Mar. 26, 2010). Here, the Complaint alleges only the places of organization and business addresses of Defendants Assure Global LLC, IronClad LLC,! and Rosewood Theater LLC, all of which are alleged to be LLCs. It does not allege their states of citizenship or the citizenship of all their members, as is required for purposes of diversity jurisdiction. Accordingly, it is hereby ORDERED that by October 26, 2021, Plaintiff shall amend its Complaint to allege the citizenship of each party in the case. If Plaintiff fails to amend the Complaint by that date, or otherwise properly establish this Court’s jurisdiction pursuant to

28 U.S.C. § 1332

(a)(2), the Court will dismiss this action for lack of subject matter jurisdiction without further notice. SO ORDERED. Dated: October 19, 2021 Lo hod Z an New York, New York JOHN P. CRONAN United States District Judge

' The Complaint also alleges that Roman Vintfeld is IronClad LLC’s resident agent, administrator, and authorized person.

Reference

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