Inventiv Health Consulting, Inc. v. Equitas Life Scis.
289 F. Supp. 3d 272
D.D.C.2017Background
- Plaintiff (North Carolina corp.) provides life-sciences consulting and alleges it developed confidential client lists, proposals, methodologies, and goodwill protected by employee confidentiality/noncompete agreements.
- French (former managing director) and several former employees resigned 2016 and subsequently worked for Equitas, an LLC co-founded by French and Meletiche; Equitas used Equitas email addresses to communicate with Plaintiff's major client (Client A) about an ongoing project.
- Forensic evidence showed French accessed Plaintiff's confidential files and inserted a USB two days before resigning; Plaintiff sent demand letters; defendants removed to federal court asserting diversity jurisdiction.
- Defendants argued removal was proper because two Massachusetts residents (Debasitis and Meletiche) were fraudulently joined; Plaintiff moved to remand for lack of diversity.
- The court evaluated fraudulent joinder under Massachusetts law, considering extrinsic evidence and resolving factual ambiguities for the non-removing party.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether removal is barred by fraudulent joinder (diversity jurisdiction) | InVentiv says Meletiche and Debasitis are properly joined; therefore diversity is lacking | Defendants say Meletiche and Debasitis lack a viable claim against them (fraudulent joinder) so federal diversity jurisdiction exists | Court found Meletiche was plausibly joined; diversity lacking; remand ordered |
| Tortious interference with advantageous business relations vs Meletiche | Plaintiff: Meletiche knew of Plaintiff's Client A relationship, participated in forming Equitas, recruited employees, and benefited from misuse of Plaintiff's confidential info | Defendants: No allegation Meletiche personally contacted Plaintiff's customers or solicited employees; Meletiche not a "Former Employee" | Court held complaint + extrinsic evidence created a reasonable possibility Meletiche interfered (knew relationship, had contact with employees, Equitas ran from his home) — claim survives fraudulent-joinder scrutiny |
| Civil conspiracy vs Meletiche | Plaintiff: Meletiche acted in concert with French/Equitas, provided substantial assistance (co-founder, operated from his home, recruited staff) to commit underlying torts | Defendants: Plaintiff failed to plead substantial assistance or contemporaneous conduct tying Meletiche to later misconduct; 2014 conduct irrelevant | Court held a reasonable possibility exists that Meletiche substantially assisted a common tortious design; conspiracy claim not fraudulently joined |
| Forum-selection clause as basis to fraudulently join Debasitis | Plaintiff brought state-law claims against Debasitis in Massachusetts despite an employment agreement selecting North Carolina | Defendants argued forum clause makes Massachusetts claims impossible against Debasitis (fraudulent joinder) | Court did not decide Debasitis issue because remand was required once Meletiche was found properly joined |
Key Cases Cited
- Universal Truck & Equip. Co. v. Southworth-Milton, 765 F.3d 103 (1st Cir.) (fraudulent-joinder doctrine: no reasonable possibility standard)
- In re Fresenius Granuflo/Naturalyte Dialysate Prods. Liability Litig., 76 F. Supp. 3d 321 (D. Mass.) (discussing fraudulent joinder and removal)
- Brewster Wallcovering Co. v. Blue Mountain Wallcoverings, 68 Mass. App. Ct. 582 (Mass. App. Ct.) (elements of tortious interference with advantageous business relations)
- Mills v. Allegiance Healthcare Corp., 178 F. Supp. 2d 1 (D. Mass.) (fraudulent-joinder standard and use of extrinsic evidence)
- Whitaker v. American Telecasting, 261 F.3d 196 (2d Cir.) (adopted test for evaluating fraudulent joinder)