Raimbeault v. Accurate Machine & Tool, LLC
302 F.R.D. 675
S.D. Fla.2014Background
- Plaintiffs allege a 2012 Laurentec asset sale where Accurate and Sunbelt allegedly defrauded them to obtain Laurentec assets and equity interests.
- Plaintiffs claim Chatham was a senior lender with intercreditor rights that could affect plaintiffs’ remedies.
- Intercreditor Agreement creates subordination and standstill provisions governing Subordinated Debt, potentially impacting enforcement against Accurate and Sunbelt.
- Plaintiffs’ First Amended Complaint asserts various tort, contract, and statutory claims against multiple defendants including 1848 Capital and Tolzien, Wilder, DaGrosa, Neithardt, and Sicilian.
- Defendants move to dismiss under Rule 12(b)(7) for failure to join an indispensable party (Chatham), or to compel joinder under Rule 19; plaintiffs oppose, arguing complete relief is possible without Chatham.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Is Chatham a required party under Rule 19(a)(1)? | Plaintiffs contend joinder not required; relief can be complete without Chatham. | Moving Defendants argue Chatham is necessary because Intercreditor Agreement affects rights implicated by plaintiffs' claims. | Chatham is not a required party under Rule 19(a)(1). |
| Should the action be dismissed for nonjoinder under Rule 19(b) if Chatham were indispensable? | Not applicable since Chatham is not required; no dismissal for nonjoinder. | If indispensable, joinder would be necessary or dismissal warranted. | Rule 12(b)(7) dismissal inappropriate; joinder not required under Rule 19(a)(1). |
| Does the Intercreditor Agreement forum clause compel dismissal or affect venue if Chatham were joined? | Chatham’s joinder would not force dismissal; forum clause not controlling here. | Forum selection could render venue improper if Chatham were joined and chose Georgia. | Forum clause does not compel dismissal; joinder not required and venue issues do not warrant dismissal. |
Key Cases Cited
- Focus on the Family v. Pinellas Suncoast Transit Authority, 344 F.3d 1263 (11th Cir. 2003) (two-step Rule 19 analysis for indispensable parties)
- Laker Airways, Inc. v. British Airways, PLC, 182 F.3d 843 (11th Cir. 1999) (joint tortfeasors need not all be joined; incomplete relief considerations)
- MasterCard Int’l Inc. v. Visa Int’l Serv. Ass’n, Inc., 471 F.3d 377 (2d Cir. 2006) (contract party not always necessary party if contract rights not at issue)
- Janney Montgomery Scott, Inc. v. Shepard Niles, Inc., 11 F.3d 399 (3d Cir. 1993) (avoidance of inconsistent obligations; Rule 19 analysis)
- Evergreen Marine Corp. v. Welgrow Int’l Inc., 942 F. Supp. 201 (S.D.N.Y. 1996) (monetary damages do not trigger Rule 19 mandatory joinder)
- Delgado v. Plaza Las Americas, Inc., 139 F.3d 1 (1st Cir. 1998) (distinguishes inconsistent obligations from inconsistent adjudications)