Francis v. Bridgestone Corp.
Francis v. Bridgestone Corp.
Opinion of the Court
MEMORANDUM OPINION
(July 14, 2015)
THIS MATTER comes before the Court on Plaintiff’s Motion to Transfer the action to the U.S. District Court for the Southern District of Florida. (Diet. No. 97.) For the reasons discussed below, the Court will deny the Motion and dismiss Plaintiff’s Complaint.
I. Background
Plaintiff Troy Francis filed a Complaint on April 28, 2010 in this strict liability and negligence action. (Dkt. No. 1.) Defendant Bridgestone Corporation (“Bridgestone”), the only defendant remaining in this action,
According to the Complaint, Plaintiff was driving his 2005 Mitsubishi Lancer automobile — equipped with a Bridgestone Potenza tire — on the Melvin Evans Highway in St. Croix on February 9, 2008. (Id. at ¶ 7.) Plaintiff lost control of the vehicle when the tread on the Potenza tire allegedly separated, causing the vehicle to leave the road and overturn. (Id.) As a result, Plaintiff alleges that he “suffered severe and permanent injuries during the accident,” including fractures of the neck, ribs, and forearm, brain injury, lacerations, and disfigurement. (Id. at ¶¶ 7, 9.) Plaintiff brings two causes of action — strict liability and negligence — alleging that Bridgestone is strictly liable for the injuries that he sustained, or alternatively, that Bridgestone negligently manufactured, engineered, designed, marketed, tested or failed to test, inspected, distributed, and sold the subject tire. (Id. at ¶¶ 10-23.)
Bridgestone filed a Motion to Dismiss for Lack of Personal Jurisdiction (Dkt. No. 7), on which the Court deferred ruling — instead granting Plaintiff ninety days to conduct limited jurisdictional discovery (Dkt. No. 14). Plaintiff subsequently filed a Motion to Transfer the action to the U.S. District Court for the Southern District of Florida. (Dkt. No. 25.) In a Memorandum Opinion entered on September 18, 2013, the Court found that it lacked personal jurisdiction over Bridgestone, but determined that, if a Florida district court could exercise personal jurisdiction, a transfer to that court would be appropriate. (Dkt. No. 90 at 5,10.) The Court, however, questioned Plaintiffs reliance for jurisdiction in Florida on general assertions such as “Bridgestone Corporation boasts
Plaintiff subsequently filed the instant Motion to Transfer, incorporating and supplementing his previous Motion to Transfer. (Dkt. No. 97.) Bridgestone opposes Plaintiff’s Motion. (Dkt. No. 99.)
II. Discussion
In its September 18, 2013 Opinion, the Court found that 28 U.S.C. § 1631 provides an appropriate basis for the analysis of a potential transfer of this case. (Dkt. No. 90 at 8.)
“A federal court sitting in diversity undertakes a two-step inquiry in determining whether personal jurisdiction exists: the exercise of
“The Due Process Clause of the Fourteenth Amendment sets the outer boundaries of a state tribunal’s authority to proceed against a defendant.” Goodyear Dunlop Tires Operations, S.A. v. Brown, 564 U.S. 915, 131 S. Ct. 2846, 2853, 180 L. Ed. 2d 796 (2011). Accordingly, because the Court concludes under the circumstances here that a Florida district court’s exercise of general jurisdiction over Bridgestone would exceed constitutional bounds, it need not address whether the requirements of Florida’s long-arm statute are satisfied.
General personal jurisdiction is invoked when — as here — the plaintiff’s cause of action arises from the defendant’s non-forum related activities. See Isaacs v. Arizona Bd. of Regents, 608 Fed. Appx. 70, 74 (3d Cir. 2015). The “canonical decision” of International Shoe Co. v. Washington, 326 U.S. 310, 66 S. Ct. 154, 90 L. Ed. 95 (1945), announced that a state may exercise personal jurisdiction over an out-of-state defendant if the defendant has “ ‘certain minimum contacts with [the state] such that the maintenance of the suit does not offend traditional notions of fair play and substantial justice.’ ” Goodyear, 131 S. Ct. at 2853 (quoting International Shoe, 326 U.S. at 316). Addressing out-of-state corporate defendants, International Shoe established that general personal jurisdiction comports with due process only in “ ‘instances in which the continuous corporate operations within a state [are] so substantial and of such a nature as to justify suit against it on causes of action arising from dealings entirely distinct from those activities.’ ” Id. (quoting International Shoe, 326 U.S. at 318).
The Supreme Court has explained that a corporation’s place of incorporation and principal place of business are the “quintessential paradigm” bases for the exercise of general jurisdiction over the corporation. Daimler AG v. Bauman, 134 S. Ct. 746, 760, 187 L. Ed. 2d 624 (2014). These affiliations justify general or “all-purpose” jurisdiction because they are “unique — that is, each ordinarily indicates only one place — as well as easily ascertainable.” Id. In Daimler, the Supreme Court found that restricting general jurisdiction to these affiliation's promoted predictability by allowing corporations “to structure their primary conduct \vith some minimum assurances as to where that conduct will and will not render them liable to suit,” while also affording
Nevertheless, the Supreme Court in Daimler left open the possibility that, in an “exceptional” case, a court in a forum other than a corporation’s principal place of business or place of incorporation may exercise general jurisdiction without offending due process. See id. at 761 n.19; id. at 760 (“[Ojnly a limited set of affiliations with a forum will render a defendant amendable to all-purpose jurisdiction there.”). The due process inquiry for general jurisdiction over a foreign corporation “is not whether a foreign corporation’s in-state contacts can be said to be in some sense ‘continuous and systematic,’ it is whether that corporation’s ‘affiliations with the State are so ‘continuous and systematic’ as to render it essentially at home in the forum State.’ ” Id. at 762 (quoting Goodyear, 131 S. Ct. at 2851); accord Isaacs, 608 Fed. Appx. at 74. Additionally, in assessing whether a foreign corporation is “at home” in any given state in the United States, a court must engage in “an appraisal of a corporation’s activities in their entirety, nationwide and worldwide,” because “[a] corporation that operates in many places can scarcely be deemed at home in all of them.” Daimler, 134 S. Ct. at 762 n.20.
B. Analysis
1. Bridgestone’s Direct Contacts with Florida
In response to Plaintiff’s Motion to Transfer, Bridgestone submitted an affidavit of Yuichi Hashiguchi — a manager in Bridgestone’s Legal Department — containing the following averments relevant to the Court’s
As part of Plaintiff’s additional jurisdictional discovery, he deposed Toshinobu Kobayashi as a corporate representative of Bridgestone, who repeated and supplemented Hashiguchi’s sworn statement, including that: (1) Bridgestone’s corporate headquarters are located in Tokyo, Japan; (2) Bridgestone designs and manufactures its tires domestically in Japan; (3) Bridgestone sells its tires in Japan, and does not distribute tires in Florida; (4) Bridgestone has no physical facilities, property, or assets in Florida; (5) Bridgestone is not licensed to do business in Florida, and in fact does no business in Florida; (6) Bridgestone has no employees or sales agents in Florida; and (7) Bridgestone does not advertise in Florida. (See Dkt." No. 97, Exh. 1.)
Plaintiff has not rebutted Bridgestone’s evidence that it — the parent company — does no business in Florida or anywhere in the United States, and has no offices or employees in Florida. (See Dkt. No. 99, Exh. 2 at 1-2; Exh. 3 at 4-5.) Despite being afforded the opportunity to conduct jurisdictional discovery, Plaintiff has been unable to establish direct contacts between Bridgestone and Florida so as to establish general jurisdiction over Bridgestone in Florida.
Plaintiff also contends that the in-state operations of BATO, Bridgestone’s wholly-owned subsidiary, justify a Florida court’s exercise of general jurisdiction over Bridgestone. (Dkt. No. 97 at 4-7.) In addressing this contention, the Court must first determine whether BATO is an agent of Bridgestone such that BATO’s activities in Florida may be attributed to Bridgestone for jurisdictional purposes. Because district courts may exercise personal jurisdiction over nonresident defendants only to the extent authorized under the law of the forum state, the Court looks to Florida law to determine whether an agency relationship exists. Cf. D’Jamoos ex rel. Estate of Weingeroff v. Pilatus Aircraft Ltd., 566 F.3d 94, 107 (3d Cir. 2009).
A foreign parent corporation is not subject to the jurisdiction of a forum state simply because a subsidiary is doing business there. Meier ex rel. Meier v. Sun Int’l Hotels, 288 F.3d 1264, 1274 (11th Cir. 2002); see Reynolds Am., Inc. v. Gero, 56 So. 3d 117, 120 (Fla. Dist. Ct. App. 2011) (“It is, of course, well settled that ‘[a] parent corporation and its wholly-owned subsidiary are separate and distinct legal entities.’ ”) (quoting American Int’l Grp., Inc. v. Cornerstone Businesses, Inc., 872 So. 2d 333, 336 (Fla. Dist. Ct. App. 2004)). A plaintiff relying on a subsidiary’s acts carries the burden of demonstrating that the parent company exercises sufficient control over the subsidiary to establish an agency relationship. Enic, PLC v. F.F. South & Co., Inc., 870 So. 2d 888, 891 (Fla. Dist. Ct. App. 2004).
To establish an agency relationship, the amount of control exercised by the parent must be “high and very significant ... to the extent that the subsidiary ‘manifests no separate corporate interests of its own and functions solely to achieve the purposes of the dominant corporation.’ ” Id. (quoting State v. American Tobacco Co., 707 So. 2d 851, 851 (Fla. Dist. Ct. App. 1998)); see Meier, 288 F.3d at 1274 (“Where the subsidiary’s presence in the state is primarily for the purpose of carrying out its own business and the subsidiary has preserved some semblance of independence from the parent, jurisdiction over the parent may not be acquired on the basis of the subsidiary’s local activities.”). Thus, the fact that a subsidiary reports to its parent corporation is insufficient; instead, a parent must “control[ ] the internal day-to-day affairs” or operations of
In support of Plaintiff’s assertion that Bridgestone exerts the necessary control over BATO, Plaintiff offers the following: (1) statements by Bridgestone CEO and President Yoichiro Kaizaki — in 2000 — that he may change management personnel and structure at BATO; (2) evidence that — as of 2001 — at least ten individuals had served on both the BATO and Bridgestone Board of Directors; (3) testimony — from the 1990s — that Bridgestone “advisors” were stationed at manufacturing and technical plants in the United States; and (4) evidence that Bridgestone requires its subsidiaries to abide by its Administrative Authority Rules, which stipulate that the parent company must advise or approve “certain important issues” of the subsidiaries. (See Dkt. No. 97 at 4-5, 7.)
Through the sworn statement of Yuichi Hashiguchi, Bridgestone avers that it: (1) has never controlled the daily operations of BATO; (2) does not conduct business in the United States or anywhere else through BATO; (3) maintains formal barriers between management at Bridgestone and BATO, such as separate shareholder and board of directors meetings; (4) does not share common departments with BATO; (5) maintains separate books and accounts from BATO; and (6) does not control or participate in the marketing or sales decisions of BATO. (Dkt. No. 97, Exh. 3 at 4-5.) Moreover, the excerpt from Bridgestone’s Business Report for the 92nd Fiscal Period (January 1 to June 30, 2010), which Plaintiff attached to his renewed Motion to Transfer, states that “[sjince each company of the [Bridgestone] Group is an independent entity, Bridgestone Corporation respects each company’s decisions and business operations made and executed by the bodies of each company.” (Dkt. No. 97, Exh. 2 at 2.)
Based on the guidance of Florida courts, the Court concludes that Plaintiff’s proffer is insufficient to establish that Bridgestone had the operational control over BATO necessary to establish an agency relationship for jurisdictional purposes. In addition to the dated nature of
Even if the Court were to assume that the activities of BATO in Florida are imputable to Bridgestone under an agency theory, the Court finds that this is not one of the “exceptional” cases where Bridgestone may be subjected to general jurisdiction in Florida.
In Daimler, the Supreme Court held that California courts could not exercise general personal jurisdiction over a German company with a wholly-owned subsidiary that did business in California. 134 S. Ct. at 751. The defendant parent corporation was headquartered in Germany and manufactured luxury vehicles in Germany. Id. at 752. The subsidiary was a Delaware limited liability corporation with its principal place of business in New Jersey. Id. The Court explained that California courts could not exercise general personal jurisdiction over the parent company even if the subsidiary’s contacts with California were attributed to the parent. Id. at 760. The Court reached this conclusion notwithstanding that: (1) the company’s subsidiary was the largest supplier of luxury vehicles to the California market; (2) the subsidiary had multiple California-based facilities; (3) over 10% of all sales of defendant’s new vehicles in the United States took place in California; and (4) the subsidiary accounted for 2.4% of the parent’s worldwide sales. Id. at 752. According to the Court, these connections were not of the type to render the defendant corporation “at home” in California. Id. at 763.
Here, Bridgestone is headquartered in Japan and manufactures and sells its tires in Japan. (Dkt. No. 99, Exh. 3 at 1.) BATO is a Delaware limited liability corporation. (Id. at 2.) Plaintiff asserts that: (1) BATO distributes Bridgestone-manufactured tires in Florida; (2) in 1999, “Bridgestone” had a market share in North America approaching 20%, making the global company the second-largest supplier of its tires on the continent; (3) Florida has the fourth biggest economy in North America and the twentieth biggest economy in the world; and (4) “Bridgestone” is the second-largest supplier of tires in North America. (Dkt. No. 97 at 3, 4 & n.5.)
Even assuming that the sum of Plaintiff’s allegations is true — that a substantial number of Bridgestone tires end up being sold by
Generally, “a court may not sua sponte dismiss for lack of personal jurisdiction” because “personal jurisdiction may be conferred by consent of the parties.” Jasper v. Bexar Cnty. Adult Detention Ctr., 332 Fed. Appx. 718, 719 (3d Cir. 2009) (quoting Zelson v. Thomforde, 412 F.2d 56, 59 (3d Cir. 1969)). Here, however, Bridgestone’s Opposition to Plaintiff’s Motion to Transfer (Dkt. No. 99) clearly indicates that Bridgestone does not consent to jurisdiction in Florida. Having previously found that the Court lacks personal jurisdiction over Bridgestone in the District of the Virgin Islands (Dkt. No. 90), and having determined herein that a Florida court could not exercise general jurisdiction over Bridgestone, the Court concludes that dismissal pursuant to Federal Rule of Civil Procedure 12(b)(2) is appropriate.
III. Conclusion
Plaintiff has not introduced evidence sufficient to establish that a Florida court could exercise general jurisdiction over Bridgestone such that Plaintiff “could have brought the action” in Florida, as required by 28 U.S.C. § 1631. Accordingly, the Court will deny Plaintiff’s Motion to Transfer and dismiss Plaintiff’s Complaint.
An appropriate Order accompanies this Memorandum Opinion.
Plaintiff originally named three defendants in his Complaint: (1) Bridgestone; (2) Bridgestone Firestone North American Tire, LLC, a Delaware corporation with its principal place of business in Duluth, Georgia; and (3) Bridgestone/Firestone, Inc., an Ohio corporation with its principal place of business in Akron, Ohio. (Id. atffl 1-3.) In a Memorandum Opinion and Order issued on September 11,2013, the Court granted summary judgment in favor of Defendants Bridgestone Firestone North American Tire, LLC and Bridgestone/ Firestone, Inc. (including their successor corporation, Bridgestone Americas Tire Operations, LLC (“BATO”)), finding that there was no evidence that BATO sold or distributed Plaintiff’s tires that were involved in his accident. (Dkt. Nos. 88,89.) Therefore, Bridgestone Corporation is the only remaining defendant in this matter.
A court may apply § 1631 to transfer a case even when it lacks personal jurisdiction over the action in its own forum. See Island Insteel Sys., Inc. v. Waters, 296 F.3d 200, 218 n.9, 44 V.I. 389 (3d Cir. 2002).
(See Dkt. No. 90 at 18) (Memorandum Opinion dated September 18,2013) (“[T]o make a determination with respect to general jurisdiction under Florida’s long-arm statute, a court need only determine whether the exercise of jurisdiction over a defendant by a court in Florida would exceed constitutional bounds.”).
Plaintiff asserts that, where a party fulfills the requirements of Florida’s long-arm statute, it need not present additional evidence on whether it fulfills due process requirements. (See Dkt. No. 97 at 7-8.) He therefore offers no argument regarding the constitutional propriety of a Florida district court exercising general jurisdiction over Bridgestone. The Court recognizes — as it did in its prior Memorandum Opinion to which Plaintiff cites — that there are a number of Florida lower court decisions which suggest that the Florida long-arm statute is construed to be “coextensive” with the Due Process Clause for purposes of personal jurisdiction such that the two analyses are one and the same. (See Dkt. No. 90 at 18.) However, the Florida Supreme Court has clarified that “the federal due process analysis is not built into Florida’s long-arm statute.” Internet Solutions Corp. v. Marshall, 39 So. 3d 1201, 1207 (Fla. 2010); see id. at 1207 (“The mere proof of any one of the several circumstances enumerated in section 48.193 [of the Florida long-arm statute] as the basis for obtaining jurisdiction of nonresidents does not automatically satisfy the due process requirement of minimum contacts.”); see also Melgarejo v. Pycsa Panama, S.A., 537 Fed. Appx. 852, 859 (11th Cir. 2013) (“The Florida Supreme Court has explained that determining whether jurisdiction is appropriate under Florida’s long-arm statute is a separate inquiry from determining whether exercising personal jurisdiction comports with the Due Process Clause.”) (citing Internet Solutions, 39 So. 3d at 1207). Thus, Plaintiff is wrong in his assertion that an analysis under the
Although the Third Circuit has not yet applied Goodyear and Daimler, other circuits have acknowledged that the two decisions restrict a state’s ability to subject a nonresident corporate defendant to general personal jurisdiction. See, e.g., Monkton Ins. Servs., Ltd. v. Ritter, 768 F.3d 429, 432 (5th Cir. 2014) (recognizing that after Goodyear and Daimler, “[i]t is ... incredibly difficult to establish general jurisdiction in a forum other than the place of incorporation or principal place of business”); Gucci Am., Inc. v. Bank of China, 768 F.3d 122, 129 (2d Cir. 2014) (reversing a district court’s grant of general jurisdiction where Daimler was handed down after oral argument and finding that defendant was not an “exceptional case” sufficient to justify the exercise of general jurisdiction); Martinez v. Aero Caribbean, 764 F.3d 1062, 1070 (9th Cir. 2014) (noting that Daimler" makes clear the demanding nature of the standard for general personal jurisdiction over a corporation”); see also Snodgrass v. Berklee Coll. of Music, 559 Fed. Appx. 541, 542 (7th Cir. 2014) (applying Goodyear and Daimler's “essentially at home” standard in finding no general jurisdiction).
Acontrary statement appears in the evidence proffered by Plaintiff. At a December 16,2013 deposition — the transcript of which Plaintiff submitted with his renewed Motion to Transfer — Mr. Kobayashi stated that Bridgestone “does not know whether it[s] tires are sold in Florida.” (Dkt. No. 97, Exh. 1 at 3.)
As a third exhibit to his renewed Motion to Transfer, Plaintiff offers Alimanovic v. Bridgestone/Firestone North American Tire, LLC, No. 02-003332-0-13 (Fla. Cir. Ct. May 14,2003), in which a Florida circuit court found that general jurisdiction over Bridgestone was appropriate in Florida. Relying on dicta in the Supreme Court’s decision in World Wide Volkswagen Corp. v. Woodson, 444 U.S. 286, 100 S. Ct. 559, 62 L. Ed. 2d 490 (1980), the court applied “stream of commerce” analysis to conclude that Bridgestone “reasonably could foresee, expect, and even desire that its tires” would be distributed in Florida. Id. at *7. However, given the Supreme Court’s more recent precedent in Daimler and Goodyear, the Court will rely on those cases for guidance.
Plaintiff also contends that Bridgestone “sells its tires in over 150 countries”; has “plants... and research centers on six different continents”; “has subsidiaries worldwide”; and has “nationwide chains of company-owned stores in Japan and the United States.” (Dkt. No. 97 at 3); (see Dkt. No. ll,Exhs. 1,2,19.) Even assuming thatthese contentions are true, rather than supporting Plaintiffs position, they reinforce that Bridgestone does not have the exceptional “at home” contacts in Florida — as opposed to anywhere else where Bridgestone or its subsidiaries operate. As the Supreme Court has noted: “A corporation that operates in many places can scarcely be deemed at home in all of them.” Daimler, 134 S. Ct. at 762 n.20.
It is noteworthy that, even after being afforded the opportunity to conduct jurisdictional di scovery, Plaintiff continues to rely on evidence that dates back to the 1990s and early 2000s.
Although Plaintiff names “Bridgestone” in these assertions, it is apparent that these references are to the Bridgestone brand — rather than Bridgestone Corporation, the Japanese-incorporated parent company.
As previously discussed, see supra note 7, Plaintiff relies on Alimanovic, in which a Florida circuit court found that general jurisdiction over Bridgestone was appropriate based, in part, on Bridgestone’s close relationship with Bridgestone/Firestone (BATO’s predecessor corporation), including Bridgestone’s “handling some of Bridgestone/Firestone’s testing, manufacturing, and public relations work as well as maintaining a continuous information exchange in the areas of design, testing, and research and development.” (Dkt. No. 97, Exh. 3 at 7.) The court in Alimanovic stated that this evidence “is sufficient for the Court to find that Bridgestone has maintained, through Bridgestone/Firestone acting as a distributor, continuous and systematic contacts with the State of Florida.” (Id. at 8.) However, given Daimler, even such a finding is insufficient to render a corporation “at home” in the state. See 134 S. Ct. at 760.
Finally, Plaintiff relies on a Florida statutory provision, section 48.181(3), to argue that “Bridgestone’s admission that its Japanese-made tires are distributed in each of the United States by its U.S. subsidiary, BATO, is conclusive evidence” that Bridgestone is not only
Because the Court will dismiss Plaintiffs Complaint, the Court will deny as moot “Defendants’ Joint Motion to Exclude Expert Testimony of Troy Cottles” (Dkt. No. 70).
Reference
- Full Case Name
- TROY FRANCIS v. BRIDGESTONE CORPORATION BRIDGESTONE FIRESTONE NORTH AMERICAN TIRE, LLC and BRIDGESTONE/FIRESTONE, INC.
- Status
- Published