1 G. GEOFFREY ROBB (131616) MICHELLE L. TOMMEY (196166) 2 ANNA GOURGIOTOPOULOU (304998) GIBSON ROBB & LINDH LLP 3 201 Mission Street, Suite 2700 San Francisco, California 94105 4 Telephone: (415) 348-6000 Facsimile: (415) 348-6001 5 Email: grobb@gibsonrobb.com mtommey@gibsonrobb.com 6 awald@gibsonrobb.com
7 Attorneys for Defendants ROYAL & SUN ALLIANCE INSURANCE PLC; LLOYD’S 8 SYNDICATE TRV 5000; LLOYD’S SYNDICATE AWH 2232 ; LLOYD’S SYNDICATE XLC 2003; 9 LLOYD’S SYNDICATE ACA 2014; LLOYD’S SYNDICATE COF 1036 ; LLOYD’S SYNDICATE 10 NOA 3902; LLOYD’S SYNDICATE LIB 4472; LLOYD’S SYNDICATE AML 2001; LLOYD’S 11 SYNDICATE BRT 2987; LLOYD’S SYNDICATE AMA 1200; LLOYD’S SYNDICATE SII 1945; 12 LLOYD’S SYNDICATE TSS 1884; LLOYD’S SYNDICATE AES 1225; LLOYD’S SYNDICATE 13 NAV 1221
14 UNITED STATES DISTRICT COURT 15 NORTHERN DISTRICT OF CALIFORNIA 16 26 BRIX, LLC doing business as B CELLARS Case No. 3:20-cv-1782 VINEYARDS AND WINERY, 17 STIPULATION AND [PROPOSED] Plaintiff, ORDER GRANTING LEAVE TO FILE 18 AMENDED NOTICE OF REMOVAL v. 19 ROYAL & SUN ALLIANCE INSURANCE 20 PLC; LLOYD’S SYNDICATE TRV 5000 ; LLOYD’S SYNDICATE AWH 2232 ; 21 LLOYD’S SYNDICATEXLC 2003 ; LLOYD’S SYNDICATE ACA 2014 ; 22 LLOYD’S SYNDICATE COF 1036 ; LLOYD’S SYNDICATE NOA 3902 ; 23 LLOYD’S SYNDICATE LIB 4472; LLOYD’S SYNDICATE AML 2001; 24 LLOYD’S SYNDICATE BRT 2987; LLOYD’S SYNDICATE AMA 1200; 25 LLOYD’S SYNDICATE SII 1945; LLOYD’S SYNDICATE TSS 1884; LLOYD’S 26 SYNDICATE AES 1225; and DOES 1 through 50, inclusive, 27 Defendants. 1 Pursuant to 28 U.S.C. §1653 and related case law in this Circuit, including Barrow 2 Development Co. v. Fulton Ins. Co., 418 F.2d 316 (9th Cir. 1969), Plaintiff 26 BRIX, LLC doing 3 business as B CELLARS VINEYARDS AND WINERY (“Plaintiff”) and Defendants ROYAL & 4 SUN ALLIANCE INSURANCE PLC; LLOYD’S SYNDICATE TRV 5000; LLOYD’S 5 SYNDICATE AWH 2232 ; LLOYD’S SYNDICATE XLC 2003; LLOYD’S SYNDICATE ACA 6 2014; LLOYD’S SYNDICATE COF 1036 ; LLOYD’S SYNDICATE NOA 3902; LLOYD’S 7 SYNDICATE LIB 4472; LLOYD’S SYNDICATE AML 2001; LLOYD’S SYNDICATE BRT 8 2987; LLOYD’S SYNDICATE AMA 1200; LLOYD’S SYNDICATE SII 1945; LLOYD’S 9 SYNDICATE TSS 1884; LLOYD’S SYNDICATE AES 1225; LLOYD’S SYNDICATE NAV 10 1221 (hereinafter collectively referred to as “Defendants”), by and through their counsel of record, 11 hereby jointly stipulate to and request that this Court grant Defendants leave to file the Amended 12 Notice of Removal, attached hereto as Exhibit 1. 13 The parties stipulate and submit that good cause for this request is established, and this 14 Court has discretion to grant leave to allow the filing of the proposed Amended Notice of 15 Removal, on the following grounds: 16 1. Plaintiff filed its Complaint in Napa County Superior Court on January 31, 2020. 17 Plaintiff served Defendants at the out-of-state office for Defendants’ designated agent for service 18 of process by certified mail on February 14, 2020, and Defendants’ agent for service of process 19 received the Summons and Complaint by certified mail on February 19, 2020. 20 2. Defendants filed their original Notice of Removal (Doc 1) on March 12, 2020, 21 which was within the 30 day time limit for removal. Defendants filed and served on Plaintiff the 22 Notice to Adverse Party of Removal to Federal Court on March 13, 2020. 23 3. Defendants’ original Notice of Removal (Doc 1) alleges diversity jurisdiction as the 24 basis for this Court’s subject matter jurisdiction, and alleges at paragraphs 12 through 26 that each 25 of the 15 named defendants (all of whom subscribe to the single insurance policy issued to 26 Plaintiff) are citizens of the United Kingdom (“UK”). As to Defendant ROYAL & SUN 27 ALLIANCE PLC, the Notice of Removal alleges that it is a corporation organized under UK law 1 syndicates, paragraphs 13 through 23 allege that 11 of these syndicates are comprised of one or 2 two corporate members, each of which are organized under UK law with its principal place of 3 business in London, UK. As to the last three Lloyd’s syndicates (ACA 2014, TSS 1884, and 4 AMA 1200), the Notice of Removal alleges that these syndicates are “made up of various 5 members, each of which is required to be a UK tax resident company pursuant to a Lloyd’s of 6 London rule that went into effect as of January 1, 2015[, and] [e]ach member of the syndicate is 7 therefore a resident of and domiciled in the United Kingdom for tax purposes, and has its principal 8 place of business in London, United Kingdom.” See Doc 1, at ¶¶ 24-26 (emphasis added). 9 4. On March 30, 2020, Plaintiff’s counsel sent a letter to Defendants’ counsel 10 asserting that the allegations of paragraphs 24 through 26 with respect to the citizenship of Lloyd’s 11 Syndicate ACA 2014, Lloyd’s Syndicate TSS 1884, and Lloyd’s Syndicate AMA 1200 are 12 inadequate because diversity is determined based on citizenship, not tax residency. Plaintiff’s 13 counsel proposed that Defendants file an Amended Notice of Removal to clarify the allegations of 14 paragraphs 24 through 26 in the original Notice of Removal in order to show complete diversity. 15 5. Defendants’ proposed Amended Notice of Removal, attached hereto as Exhibit 1, 16 sets forth more detailed allegations as to the effect of the Lloyd’s of London rule that went into 17 effect as of January 1, 2015 (referenced in the original Notice of Removal at paragraphs 24 18 through 26), and explains or clarifies why the Lloyd’s of London rule establishes that, as of 19 January 1, 2015, each member of every Lloyd’s syndicate is required to be either an individual 20 citizen of the United Kingdom, or a corporate entity organized under UK law with its principal 21 place of business in the UK, or a UK partnership whose members are either individuals who are 22 UK citizens or corporate entities organized under UK law with principal places of business in the 23 UK. See Exhibit 1, at paragraphs 12, 25, 26, and 27. 24 6. Defendants’ proposed Amended Notice of Removal does not allege any new bases 25 for subject matter jurisdiction, but simply clarifies the allegedly defective diversity of citizenship 26 allegations set forth in the original Notice of Removal. Therefore, this Court has discretion to 27 grant Defendants leave to file the Amended Notice of Removal, despite the fact that the 30 day 1 Insur. Co., 418 F.2d 316, 318 (9th Cir. 1969) (holding that removal petitions cannot be amended 2 after the 30 day time limit “to add allegations of substance but solely to clarify ‘defective’ 3 allegations of jurisdiction previously made[,]” and finding that the defendants’ failure to allege 4 both the state of incorporation and the state of the defendant’s principal place of business should 5 be treated “as merely defective” such that the amendment is allowed); Prado v. Dart Container 6 Corp. of California, 373 F.Supp.3d 1281, 1287-88 (N.D. Cal. 2019) (noting that “courts have 7 permitted defendants to amend notices of removal premised on diversity jurisdiction to correct 8 technical defects in the facts related to diversity[,]” but finding that Defendant Dart sought to 9 amend its notice of removal to rely on an entirely different ground not stated in the original notice 10 of removal). 11 Therefore, Plaintiff and Defendants jointly request that the Court grant Defendants leave to 12 file the proposed Amended Notice of Removal attached hereto as Exhibit 1 within 10 court days of 13 the date the Order is signed by the Court. 14 IT IS SO STIPULATED.
16 Dated: May 14, 2020 GIBSON ROBB & LINDH LLP
18 /s/ G. GEOFFREY ROBB G.
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1 G. GEOFFREY ROBB (131616) MICHELLE L. TOMMEY (196166) 2 ANNA GOURGIOTOPOULOU (304998) GIBSON ROBB & LINDH LLP 3 201 Mission Street, Suite 2700 San Francisco, California 94105 4 Telephone: (415) 348-6000 Facsimile: (415) 348-6001 5 Email: grobb@gibsonrobb.com mtommey@gibsonrobb.com 6 awald@gibsonrobb.com
7 Attorneys for Defendants ROYAL & SUN ALLIANCE INSURANCE PLC; LLOYD’S 8 SYNDICATE TRV 5000; LLOYD’S SYNDICATE AWH 2232 ; LLOYD’S SYNDICATE XLC 2003; 9 LLOYD’S SYNDICATE ACA 2014; LLOYD’S SYNDICATE COF 1036 ; LLOYD’S SYNDICATE 10 NOA 3902; LLOYD’S SYNDICATE LIB 4472; LLOYD’S SYNDICATE AML 2001; LLOYD’S 11 SYNDICATE BRT 2987; LLOYD’S SYNDICATE AMA 1200; LLOYD’S SYNDICATE SII 1945; 12 LLOYD’S SYNDICATE TSS 1884; LLOYD’S SYNDICATE AES 1225; LLOYD’S SYNDICATE 13 NAV 1221
14 UNITED STATES DISTRICT COURT 15 NORTHERN DISTRICT OF CALIFORNIA 16 26 BRIX, LLC doing business as B CELLARS Case No. 3:20-cv-1782 VINEYARDS AND WINERY, 17 STIPULATION AND [PROPOSED] Plaintiff, ORDER GRANTING LEAVE TO FILE 18 AMENDED NOTICE OF REMOVAL v. 19 ROYAL & SUN ALLIANCE INSURANCE 20 PLC; LLOYD’S SYNDICATE TRV 5000 ; LLOYD’S SYNDICATE AWH 2232 ; 21 LLOYD’S SYNDICATEXLC 2003 ; LLOYD’S SYNDICATE ACA 2014 ; 22 LLOYD’S SYNDICATE COF 1036 ; LLOYD’S SYNDICATE NOA 3902 ; 23 LLOYD’S SYNDICATE LIB 4472; LLOYD’S SYNDICATE AML 2001; 24 LLOYD’S SYNDICATE BRT 2987; LLOYD’S SYNDICATE AMA 1200; 25 LLOYD’S SYNDICATE SII 1945; LLOYD’S SYNDICATE TSS 1884; LLOYD’S 26 SYNDICATE AES 1225; and DOES 1 through 50, inclusive, 27 Defendants. 1 Pursuant to 28 U.S.C. §1653 and related case law in this Circuit, including Barrow 2 Development Co. v. Fulton Ins. Co., 418 F.2d 316 (9th Cir. 1969), Plaintiff 26 BRIX, LLC doing 3 business as B CELLARS VINEYARDS AND WINERY (“Plaintiff”) and Defendants ROYAL & 4 SUN ALLIANCE INSURANCE PLC; LLOYD’S SYNDICATE TRV 5000; LLOYD’S 5 SYNDICATE AWH 2232 ; LLOYD’S SYNDICATE XLC 2003; LLOYD’S SYNDICATE ACA 6 2014; LLOYD’S SYNDICATE COF 1036 ; LLOYD’S SYNDICATE NOA 3902; LLOYD’S 7 SYNDICATE LIB 4472; LLOYD’S SYNDICATE AML 2001; LLOYD’S SYNDICATE BRT 8 2987; LLOYD’S SYNDICATE AMA 1200; LLOYD’S SYNDICATE SII 1945; LLOYD’S 9 SYNDICATE TSS 1884; LLOYD’S SYNDICATE AES 1225; LLOYD’S SYNDICATE NAV 10 1221 (hereinafter collectively referred to as “Defendants”), by and through their counsel of record, 11 hereby jointly stipulate to and request that this Court grant Defendants leave to file the Amended 12 Notice of Removal, attached hereto as Exhibit 1. 13 The parties stipulate and submit that good cause for this request is established, and this 14 Court has discretion to grant leave to allow the filing of the proposed Amended Notice of 15 Removal, on the following grounds: 16 1. Plaintiff filed its Complaint in Napa County Superior Court on January 31, 2020. 17 Plaintiff served Defendants at the out-of-state office for Defendants’ designated agent for service 18 of process by certified mail on February 14, 2020, and Defendants’ agent for service of process 19 received the Summons and Complaint by certified mail on February 19, 2020. 20 2. Defendants filed their original Notice of Removal (Doc 1) on March 12, 2020, 21 which was within the 30 day time limit for removal. Defendants filed and served on Plaintiff the 22 Notice to Adverse Party of Removal to Federal Court on March 13, 2020. 23 3. Defendants’ original Notice of Removal (Doc 1) alleges diversity jurisdiction as the 24 basis for this Court’s subject matter jurisdiction, and alleges at paragraphs 12 through 26 that each 25 of the 15 named defendants (all of whom subscribe to the single insurance policy issued to 26 Plaintiff) are citizens of the United Kingdom (“UK”). As to Defendant ROYAL & SUN 27 ALLIANCE PLC, the Notice of Removal alleges that it is a corporation organized under UK law 1 syndicates, paragraphs 13 through 23 allege that 11 of these syndicates are comprised of one or 2 two corporate members, each of which are organized under UK law with its principal place of 3 business in London, UK. As to the last three Lloyd’s syndicates (ACA 2014, TSS 1884, and 4 AMA 1200), the Notice of Removal alleges that these syndicates are “made up of various 5 members, each of which is required to be a UK tax resident company pursuant to a Lloyd’s of 6 London rule that went into effect as of January 1, 2015[, and] [e]ach member of the syndicate is 7 therefore a resident of and domiciled in the United Kingdom for tax purposes, and has its principal 8 place of business in London, United Kingdom.” See Doc 1, at ¶¶ 24-26 (emphasis added). 9 4. On March 30, 2020, Plaintiff’s counsel sent a letter to Defendants’ counsel 10 asserting that the allegations of paragraphs 24 through 26 with respect to the citizenship of Lloyd’s 11 Syndicate ACA 2014, Lloyd’s Syndicate TSS 1884, and Lloyd’s Syndicate AMA 1200 are 12 inadequate because diversity is determined based on citizenship, not tax residency. Plaintiff’s 13 counsel proposed that Defendants file an Amended Notice of Removal to clarify the allegations of 14 paragraphs 24 through 26 in the original Notice of Removal in order to show complete diversity. 15 5. Defendants’ proposed Amended Notice of Removal, attached hereto as Exhibit 1, 16 sets forth more detailed allegations as to the effect of the Lloyd’s of London rule that went into 17 effect as of January 1, 2015 (referenced in the original Notice of Removal at paragraphs 24 18 through 26), and explains or clarifies why the Lloyd’s of London rule establishes that, as of 19 January 1, 2015, each member of every Lloyd’s syndicate is required to be either an individual 20 citizen of the United Kingdom, or a corporate entity organized under UK law with its principal 21 place of business in the UK, or a UK partnership whose members are either individuals who are 22 UK citizens or corporate entities organized under UK law with principal places of business in the 23 UK. See Exhibit 1, at paragraphs 12, 25, 26, and 27. 24 6. Defendants’ proposed Amended Notice of Removal does not allege any new bases 25 for subject matter jurisdiction, but simply clarifies the allegedly defective diversity of citizenship 26 allegations set forth in the original Notice of Removal. Therefore, this Court has discretion to 27 grant Defendants leave to file the Amended Notice of Removal, despite the fact that the 30 day 1 Insur. Co., 418 F.2d 316, 318 (9th Cir. 1969) (holding that removal petitions cannot be amended 2 after the 30 day time limit “to add allegations of substance but solely to clarify ‘defective’ 3 allegations of jurisdiction previously made[,]” and finding that the defendants’ failure to allege 4 both the state of incorporation and the state of the defendant’s principal place of business should 5 be treated “as merely defective” such that the amendment is allowed); Prado v. Dart Container 6 Corp. of California, 373 F.Supp.3d 1281, 1287-88 (N.D. Cal. 2019) (noting that “courts have 7 permitted defendants to amend notices of removal premised on diversity jurisdiction to correct 8 technical defects in the facts related to diversity[,]” but finding that Defendant Dart sought to 9 amend its notice of removal to rely on an entirely different ground not stated in the original notice 10 of removal). 11 Therefore, Plaintiff and Defendants jointly request that the Court grant Defendants leave to 12 file the proposed Amended Notice of Removal attached hereto as Exhibit 1 within 10 court days of 13 the date the Order is signed by the Court. 14 IT IS SO STIPULATED.
16 Dated: May 14, 2020 GIBSON ROBB & LINDH LLP
18 /s/ G. GEOFFREY ROBB G. GEOFFREY ROBB 19 grobb@gibsonrobb.com Attorneys for Defendants ROYAL & SUN 20 ALLIANCE INSURANCE PLC; LLOYD’S SYNDICATE TRV 5000; LLOYD’S SYNDICATE 21 AWH 2232 ; LLOYD’S SYNDICATE XLC 2003; LLOYD’S SYNDICATE ACA 2014; LLOYD’S 22 SYNDICATE COF 1036 ; LLOYD’S SYNDICATE NOA 3902; LLOYD’S SYNDICATE LIB 4472; 23 LLOYD’S SYNDICATE AML 2001; LLOYD’S SYNDICATE BRT 2987; LLOYD’S SYNDICATE 24 AMA 1200; LLOYD’S SYNDICATE SII 1945; LLOYD’S SYNDICATE TSS 1884; LLOYD’S 25 SYNDICATE AES 1225; LLOYD’S SYNDICATE NAV 1221 26
27 / / / 1 Dated: May 14, 2020 BLOCK & BLOCK LLP
3 /s/ KEVIN P. BLOCK KEVIN P. BLOCK 4 kb@winelawyers.com Attorneys for Plaintiff 26 BRIX, LLC doing 5 Business as B CELLARS VINEYARDS AND WINERY 6
8 SIGNATURE ATTESTATION
9 Pursuant to the Northern District of California’s Local Rule 5-1(i)(3), I attest that
10 concurrence in the filing of the document has been obtained from each of the other Signatories.
12 Dated: May 14, 2020 GIBSON ROBB & LINDH LLP
14 /s/ G. GEOFFREY ROBB G. GEOFFREY ROBB 15 grobb@gibsonrobb.com Attorneys for Defendants ROYAL & SUN 16 ALLIANCE INSURANCE PLC; LLOYD’S SYNDICATE TRV 5000; LLOYD’S SYNDICATE 17 AWH 2232 ; LLOYD’S SYNDICATE XLC 2003; LLOYD’S SYNDICATE ACA 2014; LLOYD’S 18 SYNDICATE COF 1036 ; LLOYD’S SYNDICATE NOA 3902; LLOYD’S SYNDICATE LIB 4472; 19 LLOYD’S SYNDICATE AML 2001; LLOYD’S SYNDICATE BRT 2987; LLOYD’S SYNDICATE 20 AMA 1200; LLOYD’S SYNDICATE SII 1945; LLOYD’S SYNDICATE TSS 1884; LLOYD’S 21 SYNDICATE AES 1225; LLOYD’S SYNDICATE NAV 1221 22
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27 / / / 1 [PROPOSED] ORDER 2 The Court, having considered the Parties’ Joint Stipulation, finds that good cause exists to 3 || grant Defendants leave to file the Proposed Amended Notice of Removal attached as Exhibit 1 to 4 || correct the defective diversity of citizenship allegations set forth in Defendants’ original Notice of 5 || Removal filed within the 30 day time limit. Accordingly, the Court GRANTS leave for 6 || Defendants to file their proposed Amended Notice of Removal within 10 court days of the date of 7 || this Order. 8 IT IS SO ORDERED. 10||Dated: _May 27, 2020 11 Honorable Vince Chhabria United States District Court Judge
13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 CTIPTI ATION ANT DDAnACED) APDAED CD ANTING TLAVE TO LITE JIIFNDED NOTICE OF PEMOVAD