United States District Court, D. Minnesota
R. DENNY AND AMANDA R. CRAIN, HALUNEN LAW, FOR PLAINTIFF.
MICHAEL J. MOBERG AND JESSICA M. MARSH, JACKSON LEWIS P.C.,
MEMORANDUM OPINION AND ORDER ON PLAINTIFF'S
MOTION TO REMAND
R. TUNHEIM United States District Judge.
Sonia Adouk, former employee of defendant FilmTec Corp.
(“FilmTec”), brought a state court action against
FilmTec alleging sex discrimination and reprisal in violation
of the Minnesota Human Rights Act. FilmTec removed the case
to federal court claiming diversity jurisdiction. Adouk has
filed a Motion to Remand the case to state court. Because
FilmTec has made a sufficient showing that their principal
place of business is not in Minnesota, the Court will deny
Adouk's Motion to Remand.
Sonia Adouk of Plymouth, Minnesota brings this action against
defendant FilmTec, a Delaware corporation. (Notice of Removal
¶7, Ex. A (“Complaint”) ¶2, May 28,
2019, Docket No. 1.) Adouk began as a temporary employee with
FilmTec in August 2015 and was hired as a full-time employee
in November 2017. (Complaint ¶4.) Adouk alleges that she
repeatedly faced unwanted sexual harassment by several of her
supervisors during her employment at FilmTec. (Id.
¶¶6-23.) FilmTec fired Adouk in December 2018.
is a company that specializes in the manufacture of water
filtration products. (Complaint ¶3.) FilmTec's only
physical location is in Minnesota. (Decl. of Sonia Adouk,
¶2, June 27, 2019, Docket No. 10.) All of FilmTec's
employees are located in Minnesota. (Id. ¶5.)
In 2018, FilmTec represented that its “principal place
of business” was Minnesota on two official filings.
(Decl. of Emma R. Denny, Exs. 1-2, Jun. 27, 2019, Docket No.
9.). In 2018, FilmTec also represented that its corporate
officers and directors were located variously in Minnesota,
Michigan, and Missouri. (Id. Ex. 3.)
April 1, 2019, FilmTec's corporate parent reorganized,
and FilmTec became a wholly owned subsidiary of DuPont de
Nemours, Inc. (“DuPont”) in
Delaware. (Decl. of Jessica M. Marsh, Ex. A ¶
3; Ex. B ¶ 3, July 9, 2019, Docket No. 18.) Since that
time, instructions and guidance on FilmTec's corporate
strategic decisions come from DuPont headquarters,
termination of FilmTec employees must be approved by DuPont
headquarters, and FilmTec's legal issues are reviewed by
the legal team at DuPont headquarters. (Id., Ex. B
¶¶4, 6.) The highest-ranking managerial employee at
FilmTec's Minnesota location is a “Site
Leader.” (Id. ¶1.) She must get approval
from corporate leadership in Delaware before implementing any
significant decision regarding the operations of the
Minnesota location. (Id. ¶4.) FilmTec's
three board members are all based in Delaware. (Id.,
Ex. A ¶9.) FilmTec's corporate books and records are
managed and maintained in Delaware. (Id.)
served her state court Summons and Complaint on Defendant in
May 2019, alleging sex discrimination and reprisal in
violation of the Minnesota Human Rights Act, Minn. Stat.
§ 363A.08 (2018). (Notice of Removal, ¶¶1-2,
Complaint ¶¶24-36.) On May 28, 2019, FilmTec timely
filed a Notice of Removal, asserting that this Court has
original jurisdiction on the basis of diversity of
citizenship. (Notice of Removal, ¶¶5-6.) FilmTec
claims that its principal place of business is that of its
parent company, DuPont de Nemours, Inc.
(“DuPont”) in Delaware. (Id. ¶7.)
On June 27, 2019, Adouk filed a Motion to Remand asserting
that diversity jurisdiction was not met and the Court should
remand to Hennepin County District Court. (Pl.'s Mem. in
Support of Mot. to Remand, pp. 1-2, June 27, 2019, Docket No.
8.) On July 9, 2019, FilmTec filed its Response in Opposition
to Adouk's Motion to Remand. (Def's Opp'n to
Remand, July 9, 2019, Docket No. 17.) The Court heard
argument on this Motion on September 3, 2019. (Minute Entry
for Hearing, Sept. 3, 2019, Docket No. 20.)
28 U.S.C. § 1441, “[a] defendant's removal of
a case to federal court is appropriate ‘only if the
action originally could have been filed there.'”
Junk v. Terminix Int'l Co., 628 F.3d 439, 444
(8th Cir. 2010) (citing In re Prempro Prods.
Liab. Litig., 591 F.3d 613, 619 (8th Cir.
2010)). Following removal, “[a] plaintiff may move to
remand the case if the district court lacks subject matter
jurisdiction.” Id. (citing 28 U.S.C. §
[diversity] jurisdiction of a federal court under 28 U.S.C.
§ 1332(a) depends on the citizenship of the parties at
the time the action is commenced.” Chavez-Lavagnino
v. Motivation Educ. Training, Inc., 714 F.3d 1055, 1056
(8th Cir. 2013) (citing Grupo Dataflux v.
Atlas Global Grp., L.P., 541 U.S. 567, 570-71 (2004)).
When the action is commenced, there must be complete
diversity of citizenship among the litigants, and the amount
in controversy must be greater than $75, 000. 28 U.S.C. §
1332(a) (2018). A corporation is a citizen in its state of
incorporation and the state of its “principal place of
business.” Hertz Corp. v. Friend, 559 U.S. 77,
88 (2010). The principal place of business refers to
“the place where a corporation's officers direct,
control, and coordinate the corporation's activities . .
. the place where the corporation maintains its
headquarters-provided that the headquarters is the actual
center of direction, control, and coordination,
i.e., the ‘nerve center . . . .'”
Id. at 92-93.
the Eighth Circuit has not specifically addressed the issue,
the general rule applied by federal courts when considering
the citizenship of subsidiary and parent companies is that
the “subsidiary corporation has its own principal place
of business for purposes of diversity of citizenship
jurisdiction, unless it is merely an ‘alter ego' or
agent of the parent corporation.” 13F Charles Alan
Wright & Arthur ...