C21K Company Limited v. Gindi C21 IP LLC
1:24-cv-07734
S.D.N.Y.Mar 10, 2025Background
- The case is between C21K Company Limited (Plaintiff) and GINDI C21 IP LLC (Defendant) in the Southern District of New York.
- The Court raised concerns sua sponte about whether it has subject matter jurisdiction based on diversity of citizenship.
- Plaintiff filed an Amended Complaint after the jurisdictional issue was raised, attempting to allege diversity jurisdiction.
- Both Plaintiff and Defendant are limited liability companies (LLCs), making the citizenship of each LLC’s members determinative of citizenship for federal diversity.
- The Amended Complaint failed to adequately allege the citizenship of all members—including individuals, a partnership, and a trust—thereby failing to establish complete diversity.
- The Court has allowed Plaintiff to serve interrogatories to clarify citizenship and warned that the case will be dismissed if the deficiencies are not corrected within 45 days.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether the complaint adequately alleges diversity jurisdiction | Amended Complaint attempted to allege facts | Not specified | No |
| Citizenship of LLC members, partnership & trust | Provided domicile of some individuals | Not specified | Lacking |
| Whether aliens on both sides destroy diversity | Not clearly addressed | Not specified | Would destroy diversity |
| Sufficiency of Amended Complaint’s jurisdictional allegations | Alleged some facts but omitted citizenship | Not specified | Insufficient |
Key Cases Cited
- Handelsman v. Bedford Vill. Assocs. Ltd. Partnership, 213 F.3d 48 (describes complete diversity requirement and LLC citizenship)
- Newman-Green, Inc. v. Alfonzo-Larrain, 490 U.S. 826 (explains citizenship for diversity jurisdiction)
- Franceskin v. Credit Suisse, 214 F.3d 253 (diversity jurisdiction destroyed by aliens on both sides)
- Bayerische Landesbank, New York Branch v. Aladdin Capital Management, LLC, 692 F.3d 42 (LLC adopts citizenship of its members)
- Herrick Co., Inc. v. SCS Communications, Inc., 251 F.3d 315 (citizenship of a partnership is that of its partners)
- Americold Realty Tr. v. Conagra Foods, Inc., 577 U.S. 378 (trust citizenship for diversity depends on trust type)