BRIAN A. JACKSON, Chief District Judge.
Before the Court is a
In 2007, Plaintiff purchased a commercial property known as the Chase South Tower in downtown Baton Rouge, Louisiana (the "Property"). (See Doc. 1-1 at pp. 1-2, ¶¶ 2, 4). Plaintiff financed the purchase by obtaining a loan from one of the Property's largest tenants, J.P. Morgan Chase Bank ("Chase Bank"). (See id. at p. 2, ¶¶ 4-5). The loan required, inter alia, Plaintiff to begin making "not less than $66,000"
When Plaintiff, by its own admission, failed to make the above-mentioned monthly deposits, (see id. at p. 4, ¶ 20), Defendant threatened to foreclose upon the Property, (see id. at p. 4, ¶ 21); (see id. at p. 110). Plaintiff responded by launching a preemptive legal strike, asserting that: (1) Defendant may not be "the true owner and holder of" the loan documents upon which it threatens to foreclose, (see id. at p. 8, ¶ 41), and (2) even if Defendant is the true owner and holder of the loan documents, the Chase Second Termination Option constitutes a prohibited tying arrangement under 12 U.S.C. § 1972(1)(C), (see id. at pp. 8-9, ¶¶ 43-49); (see id. at pp. 101-102).
Plaintiff's first assertion ("Count I") is styled as a request for declaratory judgment. (See id. at p. 8, ¶ 42). Plaintiff's second assertion ("Count II") seeks damages pursuant to 12 U.S.C. § 1975. (See id. at p. 9, ¶ 48).
Plaintiff asserts that all questions related to the sufficiency of its complaint should be resolved under the Louisiana Code of Civil Procedure because (a) the complaint was filed in state court and (b) the Federal Rules of Civil Procedure cannot be retroactively applied. (See Doc. 24 at pp. 5-6). In support of its position, Plaintiff cites Taylor v. Bailey Tool Mfg. Co., 744 F.3d 944, 946-47 (5th Cir. 2014), a case in which the United States Court of Appeals for the Fifth Circuit refused to retroactively apply Rule 15(c). However, Taylor did not, as Plaintiff suggests, somehow render every complaint filed in state court beyond the reach of Rule 8. Rather, Taylor merely held that Rule 15(c) may not, pursuant to the Rules Enabling Act,
Having already been removed from state court, Plaintiff's Complaint will be analyzed under the Federal Rules of Civil Procedure. Fed. R. Civ. P. 81(c)(1). Accordingly, to the extent that Plaintiff's Complaint fails to comport with Rule 8, it will be dismissed pursuant to Rule 12(b)(6). See Braden v. Tornier, Inc., No. C09-5529RJB, 2009 WL 3188075, at *2 (W.D. Wash. Sept. 30, 2009) (recognizing the unavoidable "plight" of plaintiffs who are "held to one pleading standard in state court" and another pleading standard in federal court post-removal).
To defeat a Rule 12(b)(6) motion to dismiss, a complaint must (a) state a claim upon which relief can be granted, Neitzke v. Williams, 490 U.S. 319, 326 (1989), and (b) provide the Court with sufficient factual content from which "to draw the reasonable inference that the defendant is liable for the misconduct alleged," Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009) (quoting Bell Atl. Corp. v. Twombly, 550 U.S. 544, 556 (2007)). When evaluating a Rule 12(b)(6) motion to dismiss, the Court accepts all well-pleaded facts as true and views them in a light most favorable to the plaintiff. Bustos v. Martini Club Inc., 599 F.3d 458, 461 (5th Cir. 2010).
Defendant initially characterizes Count I as nothing more than "misapprehensions and suspicions [that] do not give rise to a real and justiciable case and controversy for this Court to decide." (See Doc. 17-1 at p. 13). Such a statement is presumably
With that, the Court disagrees. True, "[a]n injury sufficient to satisfy Article III must be concrete and particularized and actual or imminent, not conjectural or hypothetical." Susan B. Anthony List v. Driehaus, 134 S.Ct. 2334, 2341 (2014) (internal quotations omitted) (citing Lujan, 504 U.S. at 560); State of Tex. v. W. Pub. Co., 882 F.2d 171, 175 (5th Cir. 1989) (noting that "the case or controversy requirement of Article III . . . is identical to the actual controversy requirement under the Declaratory Judgment Act").
Attached to Plaintiff's now-removed complaint is a letter in which Defendant's agent threatens to seek "[a]ny and all remedies available under the loan documents. . . including acceleration of the Note and appointment of a receiver" if Defendant does not receive certain payments from Plaintiff on or before July 10, 2015. (See Doc. 1-1 at p. 110); see also W. Pub. Co., 882 F.2d at 175 (noting that the party seeking declaratory relief bears the burden of proving, by a preponderance of the evidence, that an actual controversy exists). Such a threat is sufficiently concrete, particularized, and imminent as to constitute an "actual controversy" for purposes of Article III. See, e.g., Rodriguez v. Bank of Am., N.A., No. SA-12-CV-00905-DAE, 2013 WL 1773670, at *4 (W.D. Tex. Apr. 25, 2013), aff'd, 577 F. App'x 381 (5th Cir. 2014).
Prudential standing encompasses, inter alia, "the requirement that a plaintiff's complaint fall within the zone of interest protected by the law invoked." Elk Grove Unified Sch. Dist. v. Newdow, 542 U.S. 1, 12 (2004) (quoting Allen v. Wright, 468 U.S. 737, 751 (1984)). That is, where, as here, as court is sitting in diversity,
Count I, inexplicably, does not identify the substantive law upon which it rests. However, according to Plaintiff's opposition, Count I consists of three assertions: (1) the loan documents may have been improperly assigned to the REMIC trust; (2) insofar as the loan documents were properly assigned to the REMIC trust, Defendant enjoys beneficial ownership of said documents rather than legal title thereto; and (3) the loan documents were improperly assigned to LaSalle Bank.
Plaintiff alleges that its first two assertions are governed by New York law. (See id. at pp. 7-8, 11-13). Accordingly, they may only be raised by "a trust beneficiary or a person acting [on] his behalf." See Le Bouteiller v. Bank of New York Mellon, No. 14 CIV. 6013 PGG, 2015 WL 5334269, at **7-8 (quoting Rajamin v. Deutsche Bank Nat. Trust Co., 757 F.3d 79, 87-90 (2d Cir. 2014)) (emphasis added). Plaintiff is indisputably neither. See id. at *8. Therefore, New York law does not confer upon Plaintiff the right to sue. See id.
Plaintiff alleges that its third assertion is governed by Louisiana law. (See Doc. 24 at pp. 7, 13-15). However, Louisiana law precludes "the ultimate debtor [from questioning] the validity of an assignment of debt unless he can show [that he was] prejudice[d]" thereby. Louisiana Mobile Imaging, Inc. v. Ralph L. Abraham, Jr., Inc., 44,600, p. 5 (La. App. 2 Cir. 10/14/09); 21 So.3d 1079, 1082 (citing Sutton v. Lambert, 94-2301, (La. App. 1 Cir. 6/23/95); 657 So.2d 697, 707, writ denied, 95-1859 (La. 11/3/95), 661 So.2d 1384); see also Bonner v. Beaird, 10 So. 373, 374 (La. 1891); Keith v. Comco Ins. Co., 574 So.2d 1270, 1276 (La. Ct. App.), writ denied, 577 So.2d 16 (La. 1991). Plaintiff's inability
Accordingly Defendant's Motion to Dismiss is
Defendant asserts that Count II is, as pled, "facially deficient because [Plaintiff] fails to allege how the `tie' . . . does or could harm competition, which is a threshold allegation to any anti-tying claim." (See Doc. 17-1 at p. 18). With that, the Court disagrees. True, in 1978, the Fifth Circuit held that the Bank Holding Company Act ("BHCA"), 12 U.S.C. § 1971 et seq., was intended to "prohibit anti-competitive practices which require bank customers to accept or provide some other service or product or refrain from dealing with other parties in order to obtain the bank product or service they desire," Swerdloff v. Miami Nat. Bank, 584 F.2d 54, 58 (5th Cir. 1978). Yet, 12 years later, the Fifth Circuit explicitly distinguished an anti-tying claim from a claim asserted under the nation's "general antitrust statutes." Dibidale of Louisiana, Inc. v. Am. Bank & Trust Co., New Orleans, 916 F.2d 300, 30506 (5th Cir. 1990). That is, as the law currently stands in this circuit,
All of Defendant's other arguments are merit-based
Accordingly, Defendant's Motion to Dismiss is, with respect to Count II,