Boyland Auto Group III LLC v. Boyland, 691 F.Supp.3d 917

Plaintiffs Boyland Auto Group III LLC (All‑Star Honda) and Boyland Auto BGMC LLC (All‑Star Buick GMC) are Wisconsin car‑dealership LLCs that sued their former General Manager Tony Boyland after removing the action to federal court.
The Amended Complaint alleges that in 2021 Boyland and employee Yamilet De Jesus conspired to misappropriate dealership assets while Boyland was GM.
Alleged misconduct includes fraudulent payroll payments (~$142,144), unauthorized company credit‑card charges (~$243,989), receipt of $401,063 that should have gone to the dealerships, and transferring a $55,000 personal debt to dealership accounts.
Plaintiffs asserted multiple claims in state court, including conversion, theft, breach of fiduciary duty, intentional misrepresentation (fraud), civil conspiracy, and breach of contract.
Defendant moved under Rule 12(b)(6) to dismiss only the fraud and civil conspiracy counts as insufficiently pleaded.
The district court dismissed the fraud claim for failure to plead with the particularity required by Fed. R. Civ. P. 9(b), but denied dismissal of the civil conspiracy claim as plausibly pleaded under Wisconsin law.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Sufficiency of fraud (intentional misrepresentation) pleading under Rule 9(b)	Plaintiffs say they alleged who (Boyland), with whom (De Jesus), and the misappropriations/payments enough to satisfy particularity.	Boyland contends the complaint fails to identify what specific misrepresentations were made, when, where, to whom, and how—thus failing Rule 9(b).	Court: Fraud claim dismissed—complaint lacks the required who/what/when/where/how particulars and plaintiffs did not show that those details were unavailable without discovery.
Sufficiency of civil conspiracy pleading under Wisconsin law	Plaintiffs allege Boyland and De Jesus agreed to misappropriate funds, assigned bogus bonuses/payroll, and charged large unauthorized purchases, causing damages—sufficient to show agreement and wrongful acts.	Boyland argues plaintiffs failed to plead the agreement’s terms, timing, mechanics, individual roles, goal, and direct damages—too conclusory.	Court: Conspiracy claim survives—allegations of coordinated bogus bonuses, payroll items, and unauthorized charges support a plausible inference of an agreement and resultant damages.

Bell Atl. Corp. v. Twombly, 550 U.S. 544 (establishes plausibility pleading standard)
Ashcroft v. Iqbal, 556 U.S. 662 (clarifies the Twombly standard for factual plausibility)
Pirelli Armstrong Tire Corp. Retiree Med. Benefits Tr. v. Walgreen Co., 631 F.3d 436 (discusses flexibility in Rule 9(b) where plaintiffs face information asymmetry)
Vicom, Inc. v. Harbridge Merch. Servs., Inc., 20 F.3d 771 (addresses prolixity and details required for fraud pleadings)
U.S. ex rel. Lusby v. Rolls‑Royce Corp., 570 F.3d 849 (adopts the who/what/when/where/how formulation for Rule 9(b))
Emery v. Am. Gen. Fin., Inc., 134 F.3d 1321 (recognizes exceptions to Rule 9(b) where defendant has exclusive access to information)
Uni*Quality, Inc. v. Infotronx, Inc., 974 F.2d 918 (affirmed dismissal where pleading lacked specifics on misrepresentations)