KING, Circuit Judge:
Defendants AU Optronics Corporation and AU Optronics Corporation America (together, "AU Optronics") and LG Display Co., Ltd., and LG Display America, Inc. (together, "LG Display"), seek to appeal the district court's rejection of their assertions of federal court jurisdiction under the Class Action Fairness Act of 2005 ("CAFA"). The State of South Carolina initiated these cases in state court, alleging violations of the State's Antitrust Act and its Unfair Trade Practices Act ("SCUTPA"). AU Optronics and LG Display removed the cases to the District of South Carolina, invoking CAFA and general diversity principles. By virtually identical opinions of September 14, 2011, the district court remanded the proceedings to the state court. See South Carolina v. AU Optronics Corp., No. 3:11-cv-00731, 2011 WL 4344079 (D.S.C. Sept. 14, 2011); South Carolina v. LG Display Co., Ltd., No. 3:11-cv-00729, 2011 WL 4344074 (D.S.C. Sept. 14, 2011) (collectively, the "Remand Decisions"). The defendants have filed separate petitions for permission to appeal the Remand Decisions, contending that the court erred in deeming CAFA's jurisdictional requirements not satisfied. As explained below, we grant the petitions for permission to appeal, reject the defendants' contention concerning CAFA jurisdiction, and affirm the Remand Decisions.
These nearly identical lawsuits were initiated by the State on February 18, 2011, in the state court of Richland County, South Carolina. The complaints alleged that the defendants — generally described as manufacturers of liquid crystal display ("LCD") panels — had engaged in a price-fixing conspiracy from 1996 through 2006.
On August 22, 2011, the district court heard argument on the State's remand motions. Three weeks later, the court remanded both cases to state court. In so ruling, the court first decided that the cases failed to satisfy CAFA's minimal diversity requirement. See Remand Decisions 10. As the court recognized, class and mass actions are subject to the jurisdictional dictates of 28 U.S.C. § 1332(d), which provides, inter alia, that the parties in such actions need only be minimally diverse from one another to justify removal to federal court. This minimal diversity requirement is satisfied when "any member of a class of plaintiffs is a citizen of a State different from any defendant." See § 1332(d)(2)(A). Though the defendants in these cases are citizens of Taiwan, Korea, Texas, and California, see supra note 4, South Carolina is not a citizen of any state for purposes of diversity jurisdiction. See Moor v. Alameda County, 411 U.S. 693, 717, 93 S.Ct. 1785, 36 L.Ed.2d 596 (1973) ("There is no question that a State is not a `citizen' for purposes of the diversity jurisdiction."). Thus, minimal diversity does not exist among the named parties, as the district court explained. See Remand Decisions 5.
In light of the defendants' contention that South Carolina citizens are real parties in interest in these cases, the district court also recognized the proposition that "a federal court must disregard nominal or formal parties and rest jurisdiction only upon the citizenship of real parties to the controversy." Remand Decisions 5 (citing Navarro Sav. Ass'n v. Lee, 446 U.S. 458, 461, 100 S.Ct. 1779, 64 L.Ed.2d 425 (1980)). Nevertheless, the court determined that these proceedings were parens patriae lawsuits, and that South Carolina had asserted a quasi-sovereign interest therein, as opposed to the private interests of a subset of its population. Id. at 9-10.
Id.
Finally, the district court acknowledged that, in addition to seeking civil forfeitures and statutory penalties, which South Carolina is unquestionably entitled to do, the State was also seeking restitution on behalf of individual citizens. Remand Decisions 10-11. The court declined, however, to permit the restitution claims to transform these cases into proceedings where South Carolina citizens may be deemed real parties in interest. The court explained that
Id. Concluding that South Carolina was properly pursuing these parens patriae lawsuits under its own antitrust and unfair trade practices laws, the court remanded them to the state court in Richland County.
After the Remand Decisions were rendered, the defendants petitioned our Court for permission to pursue appeals under CAFA, which specifically authorizes a court of appeals to "accept an appeal from an order of a district court granting or denying a motion to remand a class [or
We review de novo the question of whether a district court possessed subject matter jurisdiction under CAFA and, thus, whether a remand to state court was appropriate. See Moffitt v. Residential Funding Co., LLC, 604 F.3d 156, 159 (4th Cir.2010); In re Celotex Corp., 124 F.3d 619, 625 (4th Cir.1997). The burden of establishing federal jurisdiction for a class or mass action under CAFA is on the removing party. See Strawn v. AT & T Mobility LLC, 530 F.3d 293, 298 (4th Cir. 2008).
In their petitions for permission to appeal, the defendants have abandoned all but one of their grounds for removal. That is, they maintain only that federal jurisdiction is proper because their cases qualify as mass actions under CAFA. A mass action is defined in CAFA as
28 U.S.C. § 1332(d)(11)(B)(i).
Relying on Navarro Savings Ass'n v. Lee, 446 U.S. 458, 100 S.Ct. 1779, 64 L.Ed.2d 425 (1980), the defendants first urge us to recognize that South Carolina is a nominal or formal party only. Thus,
The defendants find arguable support for their proposition concerning the interests of individual South Carolina citizens in Missouri, Kansas, & Texas Railway Co. v. Hickman, 183 U.S. 53, 22 S.Ct. 18, 46 L.Ed. 78 (1901), and Messer v. American Gems, Inc., 612 F.2d 1367, 1370 (4th Cir. 1980). In both matters, the party that initiated the lawsuit was determined to be a nominal party only, rather than the real party in interest. In Hickman, the Supreme Court ruled that there was federal jurisdiction where the plaintiff was a state, but also where the real and substantive plaintiffs in the controversy were real people who were citizens of a different state than the defendants. See 183 U.S. at 60-61, 22 S.Ct. 18. The Court explained that the citizenship of those individuals counted toward diversity because any recovery in the action would "not inure to the benefit of the state as a state in any degree." Id. at 59, 22 S.Ct. 18 (explaining that the state is the real party in interest when "the relief sought is that which inures to it alone, and in its favor the judgment or decree, if for the plaintiff, will effectively operate").
More recently, in our Messer decision, we explained that, in a wrongful death action, the citizenship of the beneficiary, rather than the administrator, must be taken into account in the diversity analysis. See 612 F.2d at 1370-71. AU Optronics and LG Display thus contend that the restitution being sought by the State will inure to the benefit of specific South Carolina citizens and, as in Hickman and Messer, those beneficiaries are real parties in interest who must be taken into account in our diversity analysis.
AU Optronics and LG Display are correct in asserting that South Carolina seeks restitution on behalf of certain of its citizens. As the district court recognized in the Remand Decisions, however, the State pursues other remedies authorized under its Antitrust Act and SCUTPA, each of which inure to the benefit of the State's treasury. The court, in the removal proceedings, analyzed the State's actions in their entireties, focusing on its parens patriae role in the claims alleged. The defendants contend in their petitions that we should now adopt and apply what is referred to as the "claim-by-claim approach" — as opposed to the "whole-case approach" — as the proper analysis for our jurisdictional inquiry. Under the claim-by-claim approach, a court must dissect the complaint and decide whether the state is the beneficiary of each basis for relief. If any party other than the state itself would benefit from a particular claim — such as restitution — such party should be deemed a real party in interest and thus a plaintiff. The whole-case approach, on the other hand, requires the court to consider the complaint in its entirety and decide from the nature and substance of its allegations what interest the state possesses in the lawsuit as a whole.
The Fifth Circuit, on the other hand, has applied the claim-by-claim approach. See Louisiana ex rel. Caldwell v. Allstate Ins. Co., 536 F.3d 418, 431 (5th Cir.2008). The Caldwell case was an antitrust action brought by Louisiana against several insurance companies for conspiring to suppress competition. As part of the relief sought, Louisiana requested treble damages on behalf of its citizens. The defendants removed the case to federal court, arguing that, "although labeled parens patriae, [the] case [was] in substance and fact a `class action' or a `mass action'" under CAFA. Id. at 423. The Fifth Circuit applied the claim-by-claim approach and determined that Louisiana's consumers were the real parties in interest with respect to the treble damages claim. Id. at 429-30. The court of appeals reasoned that, even though Louisiana possessed a quasi-sovereign interest in pursuing the balance of its claims, individual consumers were properly included in the diversity analysis because a treble damages award would benefit them. Id. Concluding that such consumers were Louisiana citizens and diverse from the insurance companies, the court upheld diversity jurisdiction and declined to mandate that the case be remanded to state court. Id. at 430.
We have never directly addressed the issue of whether the whole-case approach or the claim-by-claim approach should be utilized in situations such as this. Our recent decision in West Virginia ex rel. McGraw v. CVS Pharmacy, Inc., however, is somewhat instructive. See 646 F.3d 169 (4th Cir.2011). There, West Virginia's Attorney General initiated a lawsuit against several pharmacies for their failure to pass along certain cost savings to consumers on generic prescription drugs, in contravention of West Virginia law. The defendants removed the action under CAFA, and the district court remanded on the State's motion. After granting the defendants' petition for permission to appeal, we affirmed the remand order. Even though West Virginia's request for relief included restitution and repayment of "excess charges" to affected consumers, we ruled that the proceeding was not properly a class action under CAFA because it was being pursued under West Virginia statutes that were insufficiently "similar" to the procedures mandated by Federal Rule of Civil Procedure
Our CVS Pharmacy decision involved a dispute regarding whether the case should be considered as a "class action" under CAFA, rather than whether a CAFA "mass action" was alleged, and our decision did not reach or address the issue of minimal diversity.
Similar to West Virginia in CVS Pharmacy, and also to Nevada in Bank of America Corp. — and unlike Louisiana in Caldwell — the State of South Carolina "seeks substantial relief that is available to it alone." Bank of Am. Corp., 672 F.3d at 672. The statute under which Louisiana sought treble damages in Caldwell provided, in part, that "[a]ny person who is injured ... by reason of any act or thing forbidden by this Part may sue ... and shall recover threefold the damages." La. Rev.Stat. Ann. § 51:137 (emphasis added). The Caldwell statute "plainly contemplated individual enforcement," something not authorized by the relevant provisions of South Carolina's Antitrust Act or SCUTPA. See West Virginia ex rel. McGraw v. CVS Pharm., Inc., 748 F.Supp.2d 580, 597 (S.D.W.Va.2010). In the matters before us, moreover, "there is no doubt that the Attorney General has statutory authority to pursue such claims." Bank of Am. Corp., 672 F.3d at 670.
South Carolina's Antitrust Act specifically subjects violators to civil forfeitures, "to be recovered by an action in the name of the State, at the relation of the Attorney General." S.C.Code § 39-3-180. Meanwhile, SCUTPA authorizes the Attorney General, "acting in the name of the State," to seek civil penalties and forfeitures, as well as injunctive relief, when the court finds that a violation of SCUTPA has occurred. Id. § 39-5-110. SCUTPA also authorizes the Attorney General to pursue an action in the name of the State seeking
As explained by the Ninth Circuit in Bank of America Corp., "[t]he Complaint, read as a whole, demonstrates that [the State] is the real party in interest in this action." 672 F.3d at 672. South Carolina's claims for relief in these cases are each unique to the State and are consistent with its role as parens patriae, inasmuch as the State possesses a quasi-sovereign interest in enforcing — in state court — its laws with respect to price-fixing conspiracies. Furthermore, South Carolina is the sole named plaintiff in these lawsuits. Indeed, the provisions of the Antitrust Act and SCUTPA invoked in the complaints designate the State as the proper plaintiff.
We are therefore satisfied to resolve these petitions for permission to appeal by adopting the whole-case approach and rejecting the claim-by-claim approach. In so doing, we conclude that the nature and effect of these actions demonstrate that South Carolina is the real party in interest, a fact that is unencumbered by the restitution claims. We therefore agree with the Ninth and Seventh Circuits that a claim for restitution, when tacked onto other claims being properly pursued by the State, alters neither the State's quasi-sovereign interest in enforcing its own laws, nor the nature and effect of the proceedings. The purpose of these cases is the protection of the State's citizens and upholding the integrity of South Carolina law. The State, in these parens patriae actions, is enforcing its own statutes in seeking to protect its citizens against price-fixing conspiracies. That the statutes authorizing these actions in the name of the State also permit a court to award restitution to injured citizens is incidental to the State's overriding interests and to the substance of these proceedings. Those citizens are not named plaintiffs here, and they need not be considered in the diversity analysis of the State's claims. Thus, CAFA's minimal diversity requirement is not satisfied in either of these cases, and the district court properly remanded them to state court.
Pursuant to the foregoing, the petitions for appeal of AU Optronics and LG Display are hereby granted, and the Remand Decisions are affirmed.
PETITIONS FOR PERMISSION TO APPEAL GRANTED AND REMAND DECISIONS AFFIRMED.
S.C.Code § 39-5-50(b).
28 U.S.C. § 1332(d)(2)(A).
646 F.3d at 176 n. 2.