JOHN R. ADAMS, District Judge.
Pending before the Court is Defendant Chesapeake Exploration's motion to dismiss counts III and V of Plaintiffs' complaint (Doc. 4). Additionally, Plaintiffs have moved to remand this matter to state court (Doc. 9) and have moved for leave to amend their complaint (Doc. 14). The partial motion to dismiss is GRANTED. The motion to remand is DENIED. The motion for leave to amend is DENIED.
The Sixth Circuit stated the standard for reviewing a motion to dismiss in Assn. of Cleveland Fire Fighters v. Cleveland, 502 F.3d 545 (6th Cir. 2007) as follows:
Id. at 548. Instead, "a complaint must contain sufficient factual matter, accepted as true, to state a claim to relief that is plausible on its face." Ashcroft v. Iqbal, 556 U.S. 662, 129 S.Ct. 1937, 1949, 173 L.Ed.2d 868 (2009) (internal quotations omitted).
If an allegation is capable of more than one inference, this Court must construe it in the plaintiff's favor. Columbia Natural Res., Inc. v. Tatum, 58 F.3d 1101, 1109 (6th Cir. 1995) (citing Allard v. Weitzman, 991 F.2d 1236, 1240 (6th Cir. 1993)). This Court may not grant a Rule 12(b)(6) motion merely because it may not believe the plaintiff's factual allegations. Id. Although this is a liberal standard of review, the plaintiff still must do more than merely assert bare legal conclusions. Id. Specifically, the complaint must contain "either direct or inferential allegations respecting all the material elements to sustain a recovery under some viable legal theory." Scheid v. Fanny Farmer Candy Shops, Inc., 859 F.2d 434, 436 (6th Cir. 1988) (quotations and emphasis omitted).
Furthermore, pursuant to the Federal Rules of Civil Procedure, leave to amend shall be "freely give[n] ... when justice so requires." Fed.R. Civ.P. 15(a)(2). However, "[a] motion to amend a complaint should be denied if the amendment ... would be futile." Crawford v. Roane, 53 F.3d 750, 753 (6th Cir. 1995) (citing Ford v. Ford, 371 U.S. 187, 83 (1962)). A proposed amendment is futile if the amendment would not withstand a motion to dismiss. See Smith v. Chattanooga, 2009 WL 3762961 (E.D.Tenn. Nov. 4, 2009) (finding an amendment futile because it would be barred by the statute of limitations); Render v. Forest Park Police Dept., 2009 WL 1788342 (S.D.Ohio June 23, 2009 (same). See also Rose v. Hartford Underwriters Ins. Co., 203 F.3d 417, 420 (6th Cir. 2000); Thiokol Corp. v. Dep't of Treasury, State of Mich., 987 F.2d 376, 382-83 (6th Cir. 1993)).
Under Ohio law, the elements of fraud are as follows:
Burr v. Stark Cty. Bd. Of Commrs., 23 Ohio St.3d 69, ¶ 2 of syllabus (1986) (citing Cohen v. Lamko, Inc., 10 Ohio St.3d 167 (1984)).
In its motion to dismiss, Chesapeake has alleged that the fraud claim must be dismissed because it involves future statements that are not actionable and because it has not been pled with particularity. Plaintiffs have responded that the future statements are actionable under Ohio law and that their proposed amended complaint resolves any problem with the particularity of their accusations.
Upon review, neither the complaint nor the proposed amended complaint states a claim for fraud with particularity. In the proposed amended complaint, Plaintiffs allege as follows:
Doc. 14-2 at 8. The amended complaint then goes on to specify the alleged misrepresentations made by Defendants Cody Cook, Ryan Mobley, and Matthew McKinnon. Doc. 14-2 at 9-10. Assuming for the sake of argument that these assertions meet the particularity requirements for pleading fraud, the proposed amended complaint would still be subject to dismissal.
As noted above, the elements of fraud include justifiable reliance by Plaintiffs and resulting injury. Neither the complaint nor the proposed amended complaint alleges any reliance by Plaintiffs on the alleged misrepresentations. In fact, Plaintiffs' brief in opposition to the motion to dismiss makes it clear that Plaintiffs never relied upon these alleged misrepresentations:
Doc. 15 at 2 (emphasis added). Effectively, Plaintiffs have pled that Chesapeake or its agents attempted to defraud them, i.e., made false statements with the intent to induce Plaintiffs to sign lease amendments. Plaintiffs, however, expressly did not rely upon these statements. Accordingly, they have failed to allege a claim for fraud in either the complaint or the proposed amended complaint. The motion to dismiss the fraud claim, therefore, is well taken.
Similarly, Plaintiffs' claim for economic coercion must fail. Chesapeake asserts that Ohio does not recognize such a cause of action. In response, Plaintiffs attempt to distinguish the numerous cases relied upon by Chesapeake. However, Plaintiffs have offered
Assuming arguendo that such a claim could be recognized under Ohio law, it is clear from the complaint and proposed amended complaint that such a claim has not been properly pled herein. While not in the civil context, Ohio has defined coercion:
State v. Watson, 2009 WL 1244167, at *5 (Ohio Ct. App. May 7, 2009) (citations, alterations, and quotations omitted). Under any reasonable definition, coercion would include compelling one to act. Similar to the fraud allegations, Plaintiffs have not alleged that they were compelled to act. In fact, Plaintiffs have expressly argued that they did not act, despite repeated threats from the landmen. Accordingly, Plaintiffs again appear to argue some type of attempted tort. As Plaintiffs were not compelled to act, they cannot establish coercion.
Finally, with respect to both the fraud and economic coercion claims, there are no allegations of damages within the complaint or proposed amended complaint. Instead, Plaintiffs appear to argue that they were harassed and menaced by the landmen, but never acquiesced to the demands or threats. Accordingly, the complaint also fails to allege any legally compensable damages that flow from these alleged torts. The motion to dismiss is GRANTED.
As the proposed amended complaint does not remedy the deficiencies in these claims, the amendment would be futile. Accordingly, the motion for leave to amend is DENIED.
Finally, the motion to remand is DENIED. Plaintiffs' motion is premised upon an argument that they alleged colorable claims against the landmen, destroying diversity. However, as detailed above, Plaintiffs failed to allege each of the elements of these state causes of action. Accordingly, they did not file a complaint that contained colorable claims against the landmen. As such, the Court hereby dismisses the claims against the landmen. As a result, diversity exists and Plaintiffs' motion to remand must be denied.
Chesapeake's motion to dismiss Counts III and V of the complaint is GRANTED. The claims against Defendants Cody Cook, Ryan Mobley, and Matthew McKinnon are hereby DISMISSED. The motion for leave to amend the complaint is DENIED as futile. The motion to remand this matter to state court is DENIED.
IT IS SO ORDERED