Kruse v. GS Pep Technology Fund 2000 LP

897 F. Supp. 2d 769, 2012 WL 4322738, 2012 U.S. Dist. LEXIS 134649
CourtDistrict Court, N.D. Indiana
DecidedSeptember 19, 2012
DocketCase No. 1:10-CV-323-JD
StatusPublished
Cited by1 cases

This text of 897 F. Supp. 2d 769 (Kruse v. GS Pep Technology Fund 2000 LP) is published on Counsel Stack Legal Research, covering District Court, N.D. Indiana primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Kruse v. GS Pep Technology Fund 2000 LP, 897 F. Supp. 2d 769, 2012 WL 4322738, 2012 U.S. Dist. LEXIS 134649 (N.D. Ind. 2012).

Opinion

OPINION AND ORDER

JON E. DEGUILIO, District Judge.

Now before the Court is Defendants’ Motion to Dismiss [DE 41, 42] Plaintiffs’ Third Amended Complaint. Plaintiffs’ counsel did not file a response. Based on the foregoing reasons, Defendants’ Motion to Dismiss Plaintiffs’ Third Amended Complaint is hereby GRANTED IN PART and DENIED IN PART [DE 41].

I. INTRODUCTION

Plaintiffs, Dean V. Kruse and Kristin McGrade Kruse (“Plaintiffs”), filed their original Complaint with Class Action Requested on September 13, 2010 [DE 1], Because the Complaint lacked a jurisdictional basis, an Amended Complaint was ordered and filed soon thereafter [DE 4]. After Plaintiffs’ original attorney withdrew his appearance [DE 13] and Plaintiffs’ present attorney entered his appearance [DE 16], a Second Amended Complaint was filed in June 2011 [DE 18]. After several extensions and various motions, a Third Amended Complaint (“TAC”) [DE 32] was filed on August 26, 2011. It is on the TAC for which Defendants Goldman, Sachs & Co. LP, GS Pep Technology Fund 2000 LP, and GS Pep Tech 2000 Advisors [772]*772LLC (“Defendants”) now move to dismiss with prejudice [DE 41].

Relative to jurisdiction, Plaintiffs maintain that jurisdiction is proper pursuant to the Class Action Fairness Act (“CAFA”), under 28 U.S.C. § 1332(d) [DE 32, ¶ 4]. The CAFA gives federal district courts original jurisdiction over class actions in which (1) the aggregate amount in controversy exceeds $5 million, (2) any member of a class of plaintiffs is a citizen of a state different from any defendant (“minimal diversity”), and (3) the proposed class consists of 100 or more persons.1 28 U.S.C. § 1332(d)(2), (d)(5)(B), and (d)(6). Defendants agree that the Court has subject matter jurisdiction, but clarifies that under the CAFA, an unincorporated association, such as a limited liability company and a limited partnership, is deemed a citizen of the state where it has its principal place of business and the state under whose laws it is organized [DE 42 at 9, n. 5]. See 28 U.S.C. § 1332(d)(10); Kurth v. Arcelormittal USA, Inc., No. 2:09-cv-108-RM, 2009 WL 3346588 *1 n. 2 (N.D.Ind. Oct. 14, 2009) (Miller, J.); Bond v. Veolia Water Indianapolis, LLC, 571 F.Supp.2d 905, 909-12 (S.D.Ind.2008) (Hamilton, J.); see also Ferrell v. Express Cheek Advance of SC, LLC, 591 F.3d 698 (4th Cir.2010).

Under this analysis, there is minimal diversity jurisdiction. Plaintiffs are citizens of Indiana [DE 31, ¶ 4]. As Defendants confirm, GS Pep Technology Fund 2000 LP is a limited partnership organized under Delaware law, with its principal place of business in New York; GS Pep Tech 2000 Advisors LLC is a limited liability company organized under Delaware law, with its principal place of business in New York; and Goldman, Sachs & Co. is a New York limited partnership, with its principal place of business in New York [DE 32, ¶ 1; DE 42 at 9 n. 5], Defendants note that while the citizenship of their limited partners or members is irrelevant for CAFA’s minimal diversity analysis, they are Delaware and New York citizens for diversity purposes in any event. The aggregate amount in controversy exceeds five million dollars [DE 32, ¶ 4] as Plaintiffs alone invested $2.5 million and the class is believed to be several hundred [DE 32, ¶¶ 4,12], factual contentions which Defendants do not contest [DE 32, ¶¶ 4, 12]. Given that the alleged investment with Defendant Goldman Sachs & Co., a leading global investment company, continued for a period of at least ten years and that Defendants concede the Court has jurisdiction, the Court finds that based on the factual allegations as alleged and the proposed class [DE 32], the Plaintiffs have sufficiently shown how this Court has original jurisdiction under the CAFA. 28 U.S.C. § 1332(d)(2). See Spivey v. Vertrue, Inc., 528 F.3d 982, 986 (7th Cir.2008) (noting that “[o]nce the proponent of federal jurisdiction has explained plausibly how the stakes exceed $5 million, cf. Bell Atlantic Corp. v. Twombly, 550 U.S. 544, 127 S.Ct. 1955, 167 L.Ed.2d 929 (2007), then the case belongs in federal court unless it is legally impossible for the plaintiff to recover that much.”).

II. STANDARD OF REVIEW

Fed.R.Civ.P. 12(b)(6) authorizes dismissal of a complaint when it fails to set forth a claim upon which relief can be granted. Generally speaking, when considering a Rule 12(b)(6) motion to dismiss, courts must inquire whether the complaint satisfies the “notice-pleading” standard. Indep. Tr. Corp. v. Stewart Info. Services [773]*773Corp., 665 F.3d 930, 934 (7th Cir.2012). The notice-pleading standard requires that a complaint provide a “short and plain statement of the claim showing that the pleader is entitled to relief,” which is sufficient to provide “fair notice” of the claim and its basis. Id. (citing Fed.R.Civ.P. 8(a)(2)); Maddox v. Love, 655 F.3d 709, 718 (7th Cir.2011) (citations omitted); see Bell All. Corp. v. Twombly, 550 U.S. 544, 555, 127 S.Ct. 1955, 167 L.Ed.2d 929 (2007) (quoting Fed.R.Civ.P. 8(a)(2)). In determining the sufficiency of a claim, the court construes the complaint in the light most favorable to the nonmoving party, accepts all well-pleaded facts as true, and draws all inferences in the nonmoving party’s favor. Reynolds v. CB Sports Bar, Inc., 623 F.3d 1143, 1146 (7th Cir.2010) (citation omitted).

In recent years, the Supreme Court has adopted a two-pronged approach when considering a Rule 12(b)(6) motion to dismiss. Ashcroft v. Iqbal, 556 U.S. 662, 678-79, 129 S.Ct. 1937, 173 L.Ed.2d 868 (2009) (citing Twombly). First, pleadings consisting of no more than mere conclusions are not entitled to the assumption of truth. Id. This includes legal conclusions couched as factual allegations, as well as “[tjhreadbare recitals of the elements of a cause of action, supported by mere conclusory statements.” See Iqbal, 556 U.S. at 678, 129 S.Ct. 1937 (citing Twombly, 550 U.S. at 555, 127 S.Ct. 1955).

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897 F. Supp. 2d 769, 2012 WL 4322738, 2012 U.S. Dist. LEXIS 134649, Counsel Stack Legal Research, https://law.counselstack.com/opinion/kruse-v-gs-pep-technology-fund-2000-lp-innd-2012.