Global Technology, Inc. v. Yubei (Xinxiang) Power Steering System Co.
807 F.3d 806
| 6th Cir. | 2015Background
- AVIC, a Chinese state-owned entity, is alleged to have orchestrated a series of corporate acquisitions involving Nexteer and related entities to satisfy financial obligations to GTI.
- GTI filed suit in the Eastern District of Michigan alleging breach of contract, promissory estoppel, and unjust enrichment against AVIC, AVIC Auto, and Yubei.
- AVIC moved to dismiss for lack of subject-matter jurisdiction under Rule 12(b)(1), asserting immunity under the FSIA.
- The district court denied AVIC’s 12(b)(1) motion; AVIC appealed, contending the district court treated a factual attack as a facial challenge.
- The panel held that AVIC’s jurisdiction challenge is a factual attack requiring evidence and factual development, not a facial attack.
- Remand is required for the district court to resolve jurisdictional facts and determine whether AVIC’s acts are commercial and within FSIA exceptions.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether Rule 12(b)(1) challenge was proper as facial or factual | GTI contends AVIC’s challenge targets jurisdictional facts. | AVIC argues the court should treat it as a facial challenge based on pleadings. | Jurisdictional challenge is factual; remand for factual development. |
| Whether FSIA commercial activity exception applies | GTI must show AVIC engaged in commercial activity with substantial US contact. | AVIC contends its actions are governmental, not commercial, and immune. | Facts must be developed to determine if AVIC’s actions are commercial and fall within the exception. |
| Attribution of acts to AVIC vs Yubei | GTI asserts AVIC controls or identifiably causes Yubei's actions. | AVIC argues Yubei acted independently. | District court must determine which acts are legally attributable to AVIC on remand. |
| Direct-effect FSIA exception viability | GTI claims AVIC’s abroad actions had a direct effect in the US. | AVIC contends any effect must be more than minimal and properly analyzed under Weltover. | The court must also decide whether the direct-effect exception applies after factual development. |
| Burden-shifting framework for FSIA immunity | GTI bears burden to show AVIC's actions satisfy a FSIA exception once attributed. | AVIC bears ultimate burden to show its actions are governmental, not commercial. | Remand to allow development of facts and application of the burden-shifting framework. |
Key Cases Cited
- O’Bryan v. Holy See, 556 F.3d 361 (6th Cir. 2009) (collateral-order appeal; immunity thresholds)
- American Telecom Co., LLC v. Republic of Lebanon, 501 F.3d 534 (6th Cir. 2007) (facial vs. factual 12(b)(1) attacks)
- Gentek Building Prods. v. Sherwin-Williams Co., 491 F.3d 320 (6th Cir. 2007) (pleading-style review for jurisdictional challenges)
- McCormick v. Miami Univ., 693 F.3d 654 (6th Cir. 2012) (parallels to Rule 12(b)(6) review in jurisdictional context)
- Russell v. Lundergan-Grimes, 784 F.3d 1037 (6th Cir. 2015) (governs factual attacks on jurisdiction; burden on plaintiff)
- Carrier Corp. v. Outokumpu Oyj, 673 F.3d 430 (6th Cir. 2012) (weighing evidence to establish jurisdictional predicates)
- Verlinden B.V. v. Cent. Bank of Nigeria, 461 U.S. 480 (1983) (FSIA framework; exceptions to immunity)
- Weltover, Inc. v. City of London, 504 U.S. 607 (1992) (commercial activity and direct effects; Weltover standard)
- Dole Food Co. v. Patrickson, 538 U.S. 468 (2003) (burden-shifting for instrumentality status under FSIA)