ELLEN LIPTON HOLLANDER, District Judge.
Plaintiffs Daimler Trust and Daimler Title Company ("Daimler Title") filed suit on February 25, 2016, against defendant Prestige Annapolis, LLC ("Prestige"), to obtain possession of a 2016 Mercedes-Benz. ECF 1. The Complaint, which is supported by two exhibits (filed collectively as ECF 1-2), contains five counts: violation of plaintiffs' due process rights under the Fourteenth Amendment, pursuant to 42 U.S.C. § 1983 ("§ 1983") (Count I); replevin (Count II); deprivation of property without due process of law, in violation of Article 24 of the Maryland Declaration of Rights (Count III); conversion (Count IV); and Declaratory Relief (Count V). Id. ¶¶ 44-106. Plaintiffs also rely on 42 U.S.C. § 1988 ("§ 1988"). They allege that this Court has federal question jurisdiction under 28 U.S.C. § 1331 and diversity jurisdiction pursuant to 28 U.S.C. § 1332. Id. ¶¶ 3-4.
Pursuant to Fed. R. Civ. P. 12(b)(1), 12(b)(2), and 12(b)(6), Prestige has filed a "Motion to Dismiss and Incorporated Memorandum of Law" (ECF 13, the "Motion"), which challenges, inter alia, the Court's subject matter jurisdiction. Plaintiffs oppose the Motion. ECF 15 ("Opposition"). Prestige has not replied and the time to do so has expired. See Local Rule 105.2.
On March 16, 2016, plaintiffs filed a "Motion to Release Motor Vehicle Upon Court Approval of Bond and Request for Issuance of Show Cause Order." ECF 9. I issued the requested "Order to Show Cause" on March 28, 2016. ECF 12. Prestige responded on April 29, 2016 (ECF 22), seeking to dissolve the show cause order. By Order of May 9, 2016 (ECF 23), I postponed the show cause hearing and directed plaintiffs to submit further briefing as to the propriety of holding a show cause hearing in federal court under § 16-206 of the Commercial Law Article of the Maryland Code (2013 Repl. Vol., 2015 Supp.). Plaintiffs subsequently filed a "Reply Memorandum of Law in Further Support of Motion to Release Motor Vehicle Upon Court Approval of Bond" (ECF 24), which advances additional arguments in opposition to the Motion.
No hearing is necessary to resolve the Motion. See Local Rule 105.6. For the reasons that follow, I will grant the Motion as to Count I and Count III and deny it in all other respects.
On April 25, 2015, William Betteridge leased a silver, two-door 2016 Mercedes Benz AMG GT S (the "Vehicle") from an automobile dealership in Annapolis, Maryland, pursuant to a closed-end lease agreement (the "Lease Agreement"). ECF 1 ¶ 19; ECF 1-2 at 1-2. The lessee has failed to make monthly lease payments since September 18, 2015. ECF 1 ¶ 24. Plaintiffs maintain that the Vehicle is currently worth $137,576. ECF 1 ¶¶ 10, 43.
Title to the Vehicle was issued on June 2, 2015, and is held by Daimler Trust as owner. ECF 1 ¶¶ 21, 22. Plaintiffs allege that "[t]he Lease Agreement was assigned to and became the property of Daimler Trust, and as part of the transaction Daimler Title Co. obtained a lien" on the Vehicle. Id. ¶ 20. Daimler Title has held the first priority lien on the Vehicle since June 2, 2015. Id. ¶ 23.
"Daimler Trust is a Delaware Trust, whose trustee, BNY Mellon Bank of Delaware, is a Delaware banking corporation. The sole beneficiary of Daimler Trust is Daimler Trust Holding LLC, whose sole member is Mercedes-Benz Financial Services USA LLC, whose sole member is Daimler Investments US Corporation, a Delaware Corporation." ECF 11 at 2; see also ECF 1 ¶ 7. Daimler Title is "a corporation organized and existing by virtue of the laws of the State of Delaware . . . ." ECF 1 ¶ 8.
Plaintiffs contend that Prestige is currently "in control" of the Vehicle. Id. ¶ 9. According to plaintiffs' supplemental briefing (ECF 11 at 2), Prestige "is a Limited Liability Company organized under the laws of Maryland, with a principal place of business in Maryland, and a registered agent in Maryland. Public records indicate Prestige's sole member is Omid Shaffaat, and public records indicate Mr. Shaffaat is a Maryland resident."
Plaintiffs maintain that Prestige made "modifications to make the vehicle a racing-type car." ECF 1 ¶ 32. According to plaintiffs, "Daimler Trust and Daimler Title Co. did not grant permission, consent or authority for any racing-type or any other modifications to be done" to the Vehicle. Id. ¶ 31. An invoice from Prestige in Betteridge's name, dated December 22, 2015, reflects a "TOTAL AMOUNT DUE" from Betteridge to Prestige of $11,730. ECF 1-2 at 1. According to plaintiffs, the "charges were not for repair" to the Vehicle, but rather for the modifications made to it. ECF 1 ¶ 32.
As noted, Betteridge, the lessee of the Vehicle, made no lease payments after September 18, 2015, and is in default of the Lease Agreement. Id. ¶ 24. On November 20, 2015, an individual identifying himself as Betteridge's father notified Daimler Trust that Betteridge could no longer pay the lease payments and would return the Vehicle. Id. ¶ 25. On December 1, 2015, the same individual notified Daimler Trust that the Vehicle was in Prestige's possession. Id. ¶ 26. On December 4, 2015, Betteridge "telephoned Daimler Trust's representative to advise that Prestige would return the vehicle . . . ." Id. ¶ 27.
Plaintiffs allege that they negotiated unsuccessfully with Prestige for the return of the Vehicle. See id. ¶¶ 28-35. Plaintiffs assert, id. ¶ 36: "On January 8, 2016, and without notice to Daimler Trust or Daimler Title Co., Prestige requested that a lien company named Nationwide Lien & Recovery, Inc. enforce a lien against [the Vehicle] in the amount of $49,084.00." Further, plaintiffs aver, ECF 1 ¶ 37: "Prestige's act of raising its lien demand from $11,730.00 to $49,084.00 was done without the knowledge, consent or authority" of the plaintiffs. Plaintiffs also allege, id. ¶ 38: "Prestige then served a Notice of Sale on the Lessee asserting that [the Vehicle] would be auctioned on March 2, 2016 pursuant to state law in order to enforce a lien claim of $50,534.00." See ECF 1-2 at 2, "Notice of Sale of Motor Vehicle to Satisfy a Lien."
According to plaintiffs, "Prestige invoked the power of the State of Maryland to impress a nonconsensual (supposed) lien for $50,534.00 in charges for unauthorized . . . modifications" to the Vehicle. ECF 1 ¶ 11. And, it did so without affording plaintiffs notice and a hearing to protect their interests by contesting the validity of Prestige's claims. Id. ¶ 15. Plaintiffs contend, id. ¶ 39: "Prior to impressing a purported lien for $11,730.00, and prior to increasing that lien claim to $49,084.00 and again to $50,534.00, Prestige had not provided any hearing before an impartial decisionmaker, with adequate notice . . . ." See also id. ¶ 15.
As discussed, the Motion (ECF 13) is premised on Fed. R. Civ. P. 12(b)(1) and 12(b)(6).
Under Fed. R. Civ. P. 12(b)(1), a motion to dismiss for lack of subject matter jurisdiction raises the issue of "whether the court has the competence or authority to hear and decide the case." Davis v. Thompson, 367 F.Supp.2d 792, 799 (D. Md. 2005). The question of subject matter jurisdiction may be raised by the parties or the court, sua sponte, at any stage of the litigation. Arbaugh v. Y & H Corp., 546 U.S. 500, 506 (2006); see Ellenburg v. Spartan Motors Chassis, Inc., 519 F.3d 192, 197 (4th Cir. 2008). Upon a challenge to subject matter jurisdiction, the plaintiff bears the burden of proving, by a preponderance of evidence, the existence of jurisdiction. Robb Evans & Assocs., LLC v. Holibaugh, 609 F.3d 359, 362 (4th Cir. 2010); Evans v. B.F. Perkins Co., 166 F.3d 642, 647 (4th Cir. 1999); see also United States ex. rel. Vuyyuru v. Jadhau, 555 F.3d 337, 347 (4th Cir. 2009), cert. denied, 558 U.S. 875 (2009); cf. Zoroastrian Ctr. & Darb-E-Mehr of Metro. Washington, D.C. v. Rustam Guiv Found. of New York, ___ F.3d ___, 2016 WL 2343251, at *5 (4th Cir. May 4, 2016).
Federal courts are courts of limited jurisdiction and "may not exercise jurisdiction absent a statutory basis." Exxon Mobil Corp. v. Allapattah Servs., Inc., 545 U.S. 546, 552 (2005). They "have an independent obligation to determine whether subject-matter jurisdiction exists, even when no party challenges it." Hertz Corp. v. Friend, 559 U.S. 77, 94 (2010).
A challenge to subject matter jurisdiction under Rule 12(b)(1) may proceed "in one of two ways": either a facial challenge, asserting that the allegations pleaded in the complaint are insufficient to establish subject matter jurisdiction, or a factual challenge, asserting "`that the jurisdictional allegations of the complaint [are] not true.'" Kerns v. United States, 585 F.3d 187, 192 (4th Cir. 2009)(citation omitted); see also Buchanan v. Consol. Stores Corp., 125 F.Supp.2d 730, 736 (D. Md. 2001). In a facial challenge, "the facts alleged in the complaint are taken as true, and the motion must be denied if the complaint alleges sufficient facts to invoke subject matter jurisdiction." Kerns, 585 F.3d at 192; see also Ibarra v. United States, 120 F.3d 472, 474 (4th Cir. 1997).
In a factual challenge, on the other hand, "the district court is entitled to decide disputed issues of fact with respect to subject matter jurisdiction." Kerns, 585 F.3d at 192. In that circumstance, the court "may regard the pleadings as mere evidence on the issue and may consider evidence outside the pleadings without converting the proceeding to one for summary judgment. Velasco v. Gov't of Indonesia, 370 F.3d 392, 398 (4th Cir. 2004); Evans, 166 F.3d at 647. That is, "the court may look beyond the pleadings and `the jurisdictional allegations of the complaint and view whatever evidence has been submitted on the issue to determine whether in fact subject matter jurisdiction exists." Khoury v. Meserve, 268 F.Supp.2d 600, 606 (D. Md. 2003) (citation omitted), aff'd, 85 Fed. Appx. 960 (4th Cir. 2004).
Here, Prestige raises a facial challenge in that it asserts that the allegations pleaded in the Complaint are insufficient to establish subject matter jurisdiction. Under the "well-pleaded complaint" rule, the facts showing the existence of subject matter jurisdiction "must be affirmatively alleged in the complaint." Pinkley, Inc. v. City of Frederick, 191 F.3d 394, 399 (4th Cir. 1999) (citing McNutt v. Gen'l Motors Acceptance Corp., 298 U.S. 178 (1936)). "A court is to presume, therefore, that a case lies outside its limited jurisdiction unless and until jurisdiction has been shown to be proper." United States v. Poole, 531 F.3d 263, 274 (4th Cir. 2008) (citing Kokkonen v. Guardian Life Ins. Co., 511 U.S. 375, 377 (1994)).
A defendant may test the legal sufficiency of a complaint by way of a motion to dismiss under Rule 12(b)(6). Goines v. Valley Cmty. Servs. Bd., ____ F.3d ____, 2016 WL 2621262, at *3 (4th Cir. May 9, 2016); McBurney v. Cuccinelli, 616 F.3d 393, 408 (4th Cir. 2010), aff'd sub nom. McBurney v. Young, ___ U.S. ___, 133 S.Ct. 1709 (2013); Edwards v. City of Goldsboro, 178 F.3d 231, 243 (4th Cir. 1999). A Rule 12(b)(6) motion constitutes an assertion by a defendant that, even if the facts alleged by a plaintiff are true, the complaint fails as a matter of law "to state a claim upon which relief can be granted." Whether a complaint states a claim for relief is assessed by reference to the pleading requirements of Fed. R. Civ. P. 8(a)(2). It provides that a complaint must contain a "short and plain statement of the claim showing that the pleader is entitled to relief." The purpose of the rule is to provide the defendant with "fair notice" of the claim and the "grounds" for entitlement to relief. Bell Atl. Corp. v. Twombly, 550 U.S. 544, 555-56 (2007).
To survive a motion under Fed. R. Civ. P. 12(b)(6), a complaint must contain facts sufficient to "state a claim to relief that is plausible on its face." Id. at 570; see Ashcroft v. Iqbal, 556 U.S. 662, 684 (2009) ("Our decision in Twombly expounded the pleading standard for `all civil actions' . . . ." (citation omitted)); see also Simmons v. United Mortg. & Loan Inv., LLC, 634 F.3d 754, 768 (4th Cir. 2011). But, a plaintiff need not include "detailed factual allegations" in order to satisfy Rule 8(a)(2). Twombly, 550 U.S. at 555. Moreover, federal pleading rules "do not countenance dismissal of a complaint for imperfect statement of the legal theory supporting the claim asserted." Johnson v. City of Shelby, ___ U.S. ___, 135 S.Ct. 346, 346 (2014) (per curiam).
Nevertheless, the rule demands more than bald accusations or mere speculation. Twombly, 550 U.S. at 555; see Painter's Mill Grille, LLC v. Brown, 716 F.3d 342, 350 (4th Cir. 2013). A complaint is insufficient if it provides no more than "labels and conclusions," or "a formulaic recitation of the elements of a cause of action," is insufficient. Twombly, 550 U.S. at 555.
To satisfy the minimal requirements of Rule 8(a)(2), the complaint must set forth "enough factual matter (taken as true) to suggest" a cognizable cause of action, "even if . . . [the] actual proof of those facts is improbable and . . . recovery is very remote and unlikely." Twombly, 550 U.S. at 556 (internal quotations omitted). Put another way, in reviewing a Rule 12(b)(6) motion, a court "`must accept as true all of the factual allegations contained in the complaint,'" and must "`draw all reasonable inferences [from those facts] in favor of the plaintiff.'" E.I. du Pont de Nemours & Co. v. Kolon Indus., Inc., 637 F.3d 435, 440 (4th Cir. 2011) (citations omitted); see Houck v. Substitute Tr. Servs., Inc., 791 F.3d 473, 484 (4th Cir. 2015); Kendall v. Balcerzak, 650 F.3d 515, 522 (4th Cir. 2011), cert. denied, ___ U.S. ____, 132 S.Ct. 402 (2011); Monroe v. City of Charlottesville, 579 F.3d 380, 385-86 (4th Cir. 2009), cert. denied, 559 U.S. 992 (2010). But, a court is not required to accept legal conclusions drawn from the facts. See Papasan v. Allain, 478 U.S. 265, 286 (1986). "A court decides whether [the pleading] standard is met by separating the legal conclusions from the factual allegations, assuming the truth of only the factual allegations, and then determining whether those allegations allow the court to reasonably infer" that the plaintiff is entitled to the legal remedy sought. A Society Without A Name v. Virginia, 655 F.3d 342, 346 (4th Cir. 2011), cert. denied, ___ U.S. ___, 132 S.Ct. 1960 (2012).
A motion asserting failure to state a claim typically "does not resolve contests surrounding the facts, the merits of a claim, or the applicability of defenses." Edwards, 178 F.3d at 243 (quotation marks omitted); see Houck, 791 F. 3d at 484; Tobey v. James, 706 F.3d 379, 387 (4th Cir. 2013). But, "if all facts necessary to the affirmative defense `clearly appear[] on the face of the complaint,'" or in other material that is the proper subject of consideration under Rule 12(b)(6), such a defense can be resolved on the basis of the facts alleged in the complaint. Goodman v. Praxair, Inc., 494 F.3d 458, 464 (4th Cir. 2007) (en banc) (citation omitted) (emphasis in Goodman); see Houck, 791 F.3d at 484.
Ordinarily, in resolving a motion under Rule 12(b)(6), a court is "generally limited to a review of the allegations of the complaint itself." Goines, 2016 WL 2621262, at *3. See Bosiger v. U.S. Airways, Inc., 510 F.3d 442, 450 (4th Cir. 2007); Clatterbuck v. City of Charlottesville, 708 F.3d 549, 557 (4th Cir. 2013) (abrogated on other grounds by Reed v. Town of Gilbert, Ariz., ____ U.S. ____, 135 S.Ct. 2218 (2015), as recognized in Cahaly v. Larosa, 796 F.3d 399 (4th Cir. 2015)). Under certain limited exceptions, however, a court may consider documents beyond the complaint without converting the motion to dismiss to one for summary judgment. Goldfarb v. Mayor & City Council of Baltimore, 791 F.3d 500, 508 (4th Cir. 2015).
Of relevance here, a court may properly consider documents that are "explicitly incorporated into the complaint by reference and those attached to the complaint as exhibits . . . ." Goines, 2016 WL 2621262, at *3 (citations omitted); see U.S. ex rel. Oberg v. Pennsylvania Higher Educ. Assistance Agency, 745 F.3d 131, 136 (4th Cir. 2014) (quoting Philips v. Pitt Cty. Memorial Hosp., 572 F.3d 176, 180 (4th Cir. 2009)); see Anand v. Ocwen Loan Servicing, LLC, 754 F.3d 195, 198 (4th Cir. 2014); Am. Chiropractic Ass'n v. Trigon Healthcare, Inc., 367 F.3d 212, 234 (4th Cir. 2004), cert. denied, 543 U.S. 979 (2004); Phillips v. LCI Int'l Inc., 190 F.3d 609, 618 (4th Cir. 1999). A court may also "consider a document submitted by the movant that was not attached to or expressly incorporated in a complaint, so long as the document was integral to the complaint and there is no dispute about the document's authenticity." Goines, 2016 WL 2621262, at *3 (citations omitted). To be "integral," a document must be one "that by its `very existence, and not the mere information it contains, gives rise to the legal rights asserted.'" Chesapeake Bay Found., Inc. v. Severstal Sparrows Point, LLC, 794 F.Supp.2d 602, 611 (D. Md. 2011) (citation omitted) (emphasis in original).
However, "before treating the contents of an attached or incorporated document as true, the district court should consider the nature of the document and why the plaintiff attached it." Goines, 2016 WL 2621262, at *5 (citing N. Indiana Gun & Outdoor Shows, Inc. v. City of S. Bend, 163 F.3d 449, 455 (7th Cir. 1998)). "When the plaintiff attaches or incorporates a document upon which his claim is based, or when the complaint otherwise shows that the plaintiff has adopted the contents of the document, crediting the document over conflicting allegations in the complaint is proper." Goines, 2016 WL 2621262, at *5. Conversely, "where the plaintiff attaches or incorporates a document for purposes other than the truthfulness of the document, it is inappropriate to treat the contents of that document as true." Id.
On this basis, I have considered the exhibits that plaintiffs appended to their Complaint.
The Motion advances two primary arguments. First, Prestige contends that plaintiffs fail to state a claim under § 1983 and, accordingly, that this Court lacks federal question jurisdiction pursuant to 28 U.S.C. § 1331. See ECF 13 at 5. Second, Prestige maintains that this Court lacks diversity jurisdiction because "the amount in controversy between the diverse parties does not in fact exceed $75,000 as required by 28 USC §1332 . . . ." Id. at 2. I shall address each argument in turn.
Section 1331 of Title 28 of the United States Code grants federal district courts "original jurisdiction of all civil actions arising under the Constitution, laws, or treaties of the United States." As the Supreme Court has noted, "there is no serious debate that a federally created claim for relief is generally a sufficient condition for federal question jurisdiction," because in that case "federal law creates the right of action and provides the rules of decision." Mims v. Arrow Fin. Servs., LLC, ___ U.S. ____, 132 S.Ct. 740, 748 (2012) (internal citations and quotation marks omitted). The "`presence or absence of federal-question jurisdiction is governed by the `well-pleaded complaint rule,' which provides that federal jurisdiction exists only when a federal question is presented on the face of the plaintiff's properly pleaded complaint.'" Rivet v. Regions Bank of La., 522 U.S. 470, 475 (1998) (citation omitted).
Section 1983 of Title 42 of the United States Code states: "Every person who, under color of any statute, ordinance, regulation, custom, or usage, of any State or Territory . . . subjects, or causes to be subjected, any citizen of the United States or other person with the jurisdiction thereof to the deprivation of any rights, privileges or immunities secured by the Constitution and laws, shall be liable to the party injured . . . ." It provides a private cause of action for constitutional violations committed by persons acting under color of state law. However, it "`is not itself a source of substantive rights,' but merely provides `a method for vindicating federal rights elsewhere conferred.'" Albright v. Oliver, 510 U.S. 266, 271 (1994) (quoting Baker v. McCollan, 443 U.S. 137, 144 n. 3 (1979)). Accordingly, a civil action under § 1983 allows "a party who has been deprived of a federal right under the color of state law to seek relief." City of Monterey v. Del Monte Dunes at Monterey, Ltd., 526 U.S. 687, 707 (1999); see also West v. Adkins, 487 U.S. 42, 49 (1988); Lugar v. Edmondson Oil Co., 457 U.S. 922, 928-930 (1982).
To establish a claim under § 1983, a plaintiff must prove: (1) that the defendant, a person, "deprived [the plaintiff] of a right secured by the Constitution and laws of the United States;" and (2) that the defendant acted "under color of [State] statute, ordinance, regulation, custom, or usage." Mentavlos v. Anderson, 249 F.3d 301, 310 (4th Cir. 2001) (citation and internal quotation marks omitted), cert. denied, 534 U.S. 952 (2001). Thus, in order successfully to assert a claim of violation of constitutional rights under § 1983, the defendant must be a state actor. In other words, "the under-color-of-state-law element of § 1983 excludes from its reach `merely private conduct, no matter how discriminatory or wrongful.'" American Mfrs. Mut. Ins. Co. v. Sullivan, 526 U.S. 40, 50 (1999) (citation omitted).
In this regard, the Fourth Circuit has described the "Bill of Rights as a shield that protects private citizens from the excesses of government, rather than a sword that they may use to impose liability upon one another." Holly v. Scott, 434 F.3d 287, 292 (4th Cir. 2006), cert. denied, 547 U.S. 1168 (2006). Notably, the Fourth Circuit has said: "`[P]rivate activity will generally not be deemed `state action' unless the state has so dominated such activity as to convert it to state action: `Mere approval of or acquiescence in the initiatives of a private party' is insufficient.'" Wahi v. Charleston Area Med. Ctr., Inc., 562 F.3d 599, 616 (4th Cir. 2009) (quoting DeBauche v. Trani, 191 F.3d 499, 507 (4th Cir. 1999) (alterations in Wahi), cert. denied, 558 U.S. 1158 (2010).
However, "there are infrequently arising circumstances under which the actions of an ostensibly private party will be deemed to satisfy the color-of-law requirement." Philips, 572 F.3d at 181. As the Fourth Circuit has noted, "cases deciding when private action might be deemed that of the state have not been a model of consistency . . . ." Mentavlos, 249 F.3d at 313 (citations and quotation marks omitted). But, "the critical inquiry has remained constant. After examining the relevant facts and circumstances, the inquiry in each case is whether the conduct is fairly attributable to the state." Id. (citations and quotation marks omitted); see Philips, 572 F.3d at 182 ("In the end, however, `there is no specific formula' for determining whether state action is present . . . . `What is fairly attributable [to the state] is a matter of normative judgment, and the criteria lack rigid simplicity.'")(quoting Holly, 434 F.3d at 292 (4th Cir. 2006)(alterations in Philips)).
In Mentavlos, 249 F.3d at 313, the Fourth Circuit explained various tests that it has employed to determine whether the conduct of a private party may be "`fairly attributable' to the State." The Court said, id. at 313-14:
The Fourth Circuit concluded by identifying "the ultimate inquiry": "Is there a sufficiently `close nexus' between the challenged actions of [the defendants] and the State . . . such that their actions `may be fairly treated as that of the State itself.'" Mentavlos, 249 F.3d at 314 (quoting Brentwood Acad., 531 U.S. at 295).
Plaintiffs also rely on Title 42 U.S.C. § 1988. It provides that in federal civil rights actions "the court, in its discretion, may allow the prevailing party . . . a reasonable attorney's fee as part of the costs."
"As a general matter, a litigant must pay its own attorneys' fees in the absence of a statutory or enforceable contractual provision allowing fees to be awarded to a prevailing party." E.E.O.C. v. Propak Logistics, Inc., 746 F.3d 145, 151 (4th Cir. 2014). The Civil Rights Attorney's Fees Award Act of 1976, 42 U.S.C. § 1988(b), is a general statute applicable to most civil rights litigation in federal court, including actions brought under § 1983. As noted, it provides that in federal civil rights actions "the court, in its discretion, may allow the prevailing party . . . a reasonable attorney's fee as part of the costs." See generally Hensley v. Eckerhart, 461 U.S. 424, 426 (1983).
Applying this rule, the Buckhannon Court determined that the plaintiff was not entitled to attorney's fees because the state legislature enacted two bills that mooted his claims. Id. at 600-02. The Buckhannon Court also observed that private settlements generally do not entitle a plaintiff to attorney's fees because they lack "the judicial approval and oversight involved in consent decrees." Id. at 604 n. 7; see Smyth ex rel. Smyth v. Rivero, 282 F.3d 268, 279 (4th Cir. 2002).
As to Count I, the crux of plaintiffs' argument is that "Prestige acted under color of state law to deprive Daimler Trust and Daimler Title Co. of their property interests in [the vehicle] . . . in violation of the rights secured by the Fourteenth Amendment to the United States Constitution." ECF 1 ¶ 10. In particular, plaintiffs allege that "Prestige has invoked the power of the State of Maryland to schedule an extra-judicial sale of [the vehicle] to enforce its purported lien . . . ." ECF 1 ¶ 14; see id. ¶ 45 (alleging that Prestige's "actions in employing state law" to conduct an "extra-judicial sale" violated § 1983). As clarified by plaintiffs' subsequent briefing (ECF 11), plaintiffs contend, id. at 3-4: "A statutory scheme which results in the state validating the involuntary transfer of a motor vehicle from one private party to another necessarily involves overt and significant aid by state officials, thereby implicating due process protections."
Prestige maintains that, insofar as it was allegedly acting under color of Maryland law, it has "the same affirmative defense [of good faith] that a state official would enjoy . . . ."
In my view, the parties gloss over the central defect in the Complaint: Prestige's conduct in seeking to establish and enforce a garageman's lien pursuant to a Maryland statute is not state action within the meaning of § 1983.
Although the parties do not provide a thorough overview of Maryland's garagemen's lien statute, an understanding of that law is essential to determine whether state action is implicated in the establishment and enforcement of a garagemen's lien. In Allstate Lien & Recovery Corp. v. Stansbury, 445 Md. 187, 200-03, 126 A.3d 40, 48-49 (2015), the Maryland Court of Appeals explained the process by which a garageman's lien is created and enforced in Maryland pursuant to § 16-201 et seq. of the Commercial Law ("C.L.") Article of the Maryland Code (2013 Repl. Vol., 2015 Supp.).
Following the sale, Maryland law requires the Motor Vehicle Administration ("MVA") to issue clear title to the vehicle if certain criteria are satisfied. C.L. § 16-207(d) provides, in relevant part:
As plaintiffs appear to concede (see ECF 11 at 4-5, ECF 24 at 20), issuing clear title to the vehicle following its sale by a garageman is thus the sole function performed by the State of Maryland.
As clarified by plaintiffs in their "Reply Memorandum of Law in Further Support of Motion to Release Motor Vehicle Upon Court Approval of Bond" (ECF 24 at 19), they assert that Prestige qualifies as a state actor under the third or fourth approach articulated by the Fourth Circuit in DeBauche, 191 F.3d at 507: "(3) when the state has delegated a traditionally and exclusively public function to a private actor; or (4) when the state has committed an unconstitutional act in the course of enforcing a right of a private citizen."
Plaintiffs argue that Prestige's purported actions fall within the third circumstance identified in DeBauche, 191 F.3d at 507, because "the garageman's lien sale cannot be accomplished without the affirmative acts of the . . . MVA . . . transferring vehicle ownership to another party." ECF 24 at 20.
As to the third circumstance identified in DeBauche, 191 F.3d at 507, it is notable that Prestige purportedly established and then sought to enforce its garageman's lien purely as a consequence of a private commercial transaction with Betteridge to modify the Vehicle. There is no allegation that Prestige was operating on behalf of the State or in conjunction with State officials. See Goichman v. Rheuban Motors, Inc., 682 F.2d 1320, 1322 (9th Cir. 1982) (holding that a tow truck operator who towed a vehicle "at the direction of a Los Angeles law enforcement officer" was a state actor for purposes of § 1983); Huemmer v. Mayor & City Council of Ocean City, 632 F.2d 371, 372 (4th Cir. 1980) (affirming the grant of summary judgment as to a municipally authorized tow truck operator, who removed a vehicle pursuant to a municipal ordinance concerning illegally parked vehicles on private property, where the district court concluded that "while his activity may have been state action, it was limited to the towing, which was constitutionally permissible, and unrelated to the failure to afford notice and a hearing, the pertinent constitutional defect").
Plaintiffs rely, in part, on Caesar v. Kiser, 387 F.Supp. 645 (M.D.N.C. 1975). ECF 24 at 19-20. In Caesar, 387 F.Supp. 645, the court granted partial summary judgment for plaintiff in a case concerning a § 1983 claim as to the sale of vehicle parts pursuant to a North Carolina possessory lien statute. The court concluded, in relevant part, that the issuance of clear title to a vehicle by the North Carolina Department of Motor Vehicles qualified as state action for purposes of § 1983. It said, in pertinent part, id. at 647:
Plaintiff's reliance on Caesar, 387 F.Supp. 645, is misplaced. As a preliminary matter, the North Carolina Department of Motor Vehicles played a greater role in the sale than would the MVA pursuant to C.L. § 16-207(d)(1). As the court explained in Caesar, 387 F. Supp. at 646, it was only after "conferring with officials of the North Carolina Department of Motor Vehicles" that the garageman "proposed to sell the motorcycle parts" pursuant to North Carolina statute.
The court also said, id.:
By contrast, pursuant to C.L. § 16-207(d)(1), the MVA's sole function is to issue clear title to the vehicle following the sale if certain statutory criteria are satisfied. Moreover, Caesar, 387 F.Supp. 645, was decided more than forty years ago—well before the Supreme Court and the Fourth Circuit offered crucial instruction as to when conduct by private actors may be fairly attributed to the state. Accordingly, the court in Caesar, 387 F.Supp. 645, had no opportunity to consider more recent guidance on when private conduct may be fairly attributed to the state for purposes of § 1983.
Plaintiffs also rely on a footnote in Associates Commercial Corp. v. Wood, 22 F.Supp.2d 502 (D. Md. 1998). In Wood, the court granted summary judgment in favor of plaintiff and declared unconstitutional a portion of Maryland's then-existing Abandoned Vehicle Statute.
It is unclear how this footnote supports plaintiffs' position. I note that Wood, 22 F.Supp.2d 502, did not concern a claim pursuant to § 1983. Rather, the plaintiff sought replevin, detinue, and a declaration regarding the constitutionality of Maryland's Abandoned Vehicle Statute. Id. at 504. Moreover, the footnote concerning state action and due process appears in the context of an analysis of the hearing and notice requirements that courts have required of state actors (or at least those working on their behalf) before final deprivation of a property interest in a vehicle. Id. at 505-06. Accordingly, I do not read the footnote in Wood, 22 F. Supp. 2d at 506 n.6, to stand for the proposition that garagemen acting pursuant to Maryland's garagemen's lien statute are state actors for purposes of § 1983.
Plaintiffs also argue (ECF 24 at 21) that Prestige's conduct falls within the fourth circumstance that the Fourth Circuit identified in DeBauche, 191 F.3d at 507: "[W]hen the state has committed an unconstitutional act in the course of enforcing a right of a private citizen." Plaintiffs rely on Barry Properties, Inc. v. Fick Bros. Roofing Co., 277 Md. 15, 353 A.2d 222 (1976). ECF 24 at 21.
In Barry Properties, 277 Md. 15, 353 A.2d 222, the Maryland Court of Appeals considered whether Maryland's then-existing mechanics' lien statute "is compatible with the due process clauses of Article 23 of the Maryland Declaration of Rights and the Fourteenth Amendment of the United States Constitution." Id. at 18, 353 A.2d at 225.
As a preliminary matter, Barry Properties, 277 Md. 15, 353 A.2d 222, did not concern a § 1983 claim. Moreover, the statutory scheme for mechanics' liens that the Maryland Court of Appeals considered in Barry Properties was markedly different from the garagemen's lien statute at issue here. The Maryland Court of Appeals explained the then-existing mechanics' lien statute, id. at 20-21, 353 A.2d at 226:
In short, the degree of State involvement in the mechanics' lien statute that the Maryland Court of Appeals considered in Barry Properties, 277 Md. 15, 353 A.2d 222, was greater than the degree of State involvement here. That Prestige acted pursuant to a State statute does not convert its action to those of the State for purposes of § 1983. The "degree of the Government's participation" is minimal. Goldstein, 218 F.3d at 342 (citation and quotation marks omitted). The injury is not aggravated in any unique way by the incidents of governmental authority. See id. at 343.
Aside from the mere existence of the garageman's lien statute, which codified and updated the common law, see Allstate Lien & Recovery Corp., 445 Md. at 203-05, 126 A.3d at 49-51, the sole way in which a Maryland garageman's lien implicates state action is that, pursuant to C.L. § 16-207(d)(1), the MVA must issue clear title to a vehicle after a sale if certain statutory criteria are satisfied.
Issuance of clear title to a vehicle if certain statutory criteria are satisfied pursuant to C.L. § 16-207(d)(1) is precisely the type of "`[m]ere approval of or acquiescence in the initiatives of a private party'" that the Fourth Circuit has said does not constitute state action for purposes of § 1983. Wahi, 562 F.3d at 616 (quoting DeBauche, 191 F.3d at 507). Indeed, nearly forty years ago, the Third Circuit rejected such an argument. See Parks v. "Mr. Ford", 556 F.2d 132, 141 (3d Cir. 1977) (en banc).
In light of the foregoing, plaintiffs fail to allege state action and thus they have not stated a viable claim pursuant to § 1983. Therefore, plaintiffs are not entitled to relief under § 1988. Accordingly, as to Count I, this Court lacks federal question jurisdiction pursuant to 28 U.S.C. § 1331. Count I must be dismissed.
Plaintiffs' Opposition (ECF 15) also states, id. at 11: "Should the Court disagree with Plaintiffs' analysis, Plaintiffs request the dismissal be without prejudice so that they may exercise their right to amend the complaint to cure any perceived deficiencies." As to Court I, I disagree.
Fed. R. Civ. P. 15(a)(2) states, in part: "The court should freely give leave [to amend] when justice so requires." See Foman v. Davis, 371 U.S. 178, 182 (1962); Laber v. Harvey, 438 F.3d 404, 426 (4th Cir. 2006) (en banc); Simmons v. United Mortgage & Loan Inv., LLC, 634 F.3d 754, 769 (4th Cir. 2011). However, "the grant or denial of an opportunity to amend is within the discretion of the District Court . . . ." Foman, 371 U.S. at 182. "Delay [in the case's resolution] alone is an insufficient reason to deny leave to amend." Edwards, 178 F.3d at 242 (citation omitted). "Rather, the delay must be accompanied by prejudice, bad faith, or futility." Id. (citation omitted); see Simmons, LLC, 634 F.3d at 769; Equal Rights Center v. Niles Bolton Assocs., 602 F.3d 597, 603 (4th Cir. 2010); Nourison Rug Corp. v. Parvizian, 535 F.3d 295, 298 (4th Cir. 2008); Steinburg v. Chesterfield Cnty. Planning Comm'n, 527 F.3d 377, 390 (4th Cir. 2008).
An amendment is futile "when the proposed amendment is clearly insufficient or frivolous on its face." Johnson v. Oroweat Foods Co., 785 F.2d 503, 510 (4th Cir. 1986). An amendment is also futile if it would fail to withstand a motion to dismiss for failure to state a claim pursuant to Fed. R. Civ. P. 12(b)(6). Perkins v. United States, 55 F.3d 910, 917 (4th Cir. 1995); see Katyle v. Penn Nat. Gaming, Inc., 637 F.3d 462, 471 (4th Cir. 2011); United States ex rel. Wilson v. Kellogg Brown & Root, Inc., 525 F.3d 370, 376 (4th Cir. 2008).
In my view, despite several opportunities to clarify how state action might be implicated by Prestige's conduct, plaintiffs fail to advance a viable allegation as to state action for purposes of § 1983. Indeed, as noted, plaintiffs appear to concede (see ECF 11 at 4-5, ECF 24 at 20) that issuing clear title to a vehicle following its sale by a garageman is the sole function that the State of Maryland performs pursuant to Maryland's garagemen's lien statute. Accordingly, an amended complaint as to Count I would not survive a motion to dismiss and would thus be futile. Therefore, leave to amend Count I is denied.
Article 24 of the Maryland Declaration of Rights provides: "That no man ought to be taken or imprisoned or disseized of his freehold, liberties or privileges, or outlawed, or exiled, or, in any manner, destroyed, or deprived of his life, liberty or property, but by the judgment of his peers, or by the Law of the land."
Although the Motion (ECF 13) does not address Count III of the Complaint, deprivation of property without due process of law, in violation of Article 24 of the Maryland Declaration of Rights, I note that "Article 24 . . . is the state law equivalent of the Fourteenth Amendment of the United States." Hawkins v. Leggett, 955 F.Supp.2d 474 (D. Md. 2013) (quotation marks omitted). Article 24 "has been interpreted to apply `in like manner and to the same extent as the Fourteenth Amendment of the Federal Constitution,' so that `decisions of the Supreme Court on the Fourteenth Amendment are practically direct authorities.'" Frey v. Comptroller of Treasury, 422 Md. 111, 176, 29 A.3d 475, 513 (2011) (quoting Attorney Gen. of Maryland v. Waldron, 289 Md. 683, 704, 426 A.2d 929, 941 (1981)). "Therefore, the analysis under Article 24 is, for all intents and purposes, duplicative of the analysis under the Fourteenth Amendment." Hawkins, 955 F.Supp.2d 474.
The district court may dismiss a complaint, sua sponte, for failure to state a claim. See Eriline Co. S.A. v. Johnson, 440 F.3d 648, 655 n. 10 (4th Cir. 2006) ("[A] district court may sua sponte dismiss a complaint for failure to state a claim . . . . Where the face of a complaint plainly fails to state a claim for relief, a district court has `no discretion' but to dismiss it.") (citing 5A WRIGHT & MILLER, FEDERAL PRACTICE & PROCEDURE § 1357 (2d ed. 1990)); see also Taylor v. Acxiom Corp., 612 F.3d 325, 340 (5th Cir. 2010) ("While the district court did dismiss sua sponte some defendants who did not join the motion to dismiss, there is no prejudice to the plaintiffs in affirming the judgment in its entirety because the plaintiffs make the same allegations against all defendants."); Clinton Cmty. Hosp. Corp. v. S. Md. Med. Ctr., 374 F.Supp. 450, 453-54 (D. Md. 1974) (dismissing claim as to all defendants where arguments made by one defendant for dismissal "apply equally to the [other] defendants . . . [and] have been exhaustively discussed by the plaintiff").
Notably, like § 1983, Article 24 "require[s] the defendant to be a state actor." Anisimov v. Hosp. Partners, LLC, CCB-09-2536, 2010 WL 723755, at *3 (D. Md. Feb. 24, 2010) (citing Okwa v. Harper, 360 Md. 161, 201, 757 A.2d 118, 140 (2000) ("Constitutional provisions like Articles 24 or 26 of the Maryland Declaration of Rights . . . are specifically designed to protect citizens against certain types of unlawful acts by government officials.")). Accordingly, for the reasons that plaintiffs fail to state a claim pursuant to § 1983, Count III must also be dismissed. In addition, for the same reasons that leave to amend Count I would be futile, leave to amend Count III would also be futile. Therefore, leave to amend Count III is also denied.
Diversity jurisdiction is satisfied "where the matter in controversy exceeds the sum or value of $75,000, exclusive of interest and costs," and the litigation is between "citizens of different States." 28 U.S.C. § 1332(a)(1). As to diversity jurisdiction, the Motion challenges only whether plaintiffs have satisfied the amount-in-controversy threshold of $75,000. See ECF 13 at 2. For the reasons explained below, I agree with plaintiffs that they have satisfied the amount-in-controversy requirement.
As noted, Prestige maintains that "the amount in controversy between the diverse parties does not in fact exceed $75,000 as required by 28 USC §1332 . . . ." ECF 13 at 2. In particular, Prestige avers, id.: "The amount in controversy is the amount of the retaining lien asserted by the Defendant under Maryland Law: $50,534.00 plus any damages provable by the Plaintiffs for the unlawful detainer of the personality." Apparently in the alternative, Prestige submits, id. at 3 (capitalized in original):
Plaintiffs aver that "the Vehicle's value is the proper measure of the amount in controversy in this case." ECF 15 at 9. They contend that "the Vehicle is worth $137,576.00, is the `object of the litigation,' and therefore exceeds the amount in controversy requirement." Id. In the alternative, plaintiffs submit, id. at 10: "Even if Prestige's $50,534.00 lien were somehow valid—which it is not—if Plaintiffs are able to prevent an extra-judicial sale extinguishing Plaintiffs' remaining property interest in the Vehicle, they would prevent a loss of approximately $87,042." See ECF 24 at 17.
"`It is elementary that the burden is on the party asserting jurisdiction to demonstrate that jurisdiction does, in fact, exist.'" Cuccinelli, 616 F.3d at 408 (citation omitted). As indicated, "[t]he `burden of establishing subject matter jurisdiction is on . . . the party asserting jurisdiction." Robb Evans & Assocs., LLC, 609 F.3d at 362. Accord Hertz, 599 U.S. at 95; Zoroastrian Ctr. & Darb-E-Mehr of Metro. Washington, D.C., 2016 WL 2343251, at *5. Thus, when "a defendant challenges the existence of subject matter jurisdiction in fact, the plaintiff bears the burden of proving the truth of such facts by a preponderance of the evidence." United States ex rel. Vuyyuru, 555 F.3d at 347.
With respect to the amount-in-controversy requirement of the diversity jurisdiction statute, the Supreme Court has articulated two standards that are seemingly in tension. On the one hand, in Saint Paul Mercury Indemnity Co. v. Red Cab Co., 303 U.S. 283 (1938), the Court said: "The rule governing dismissal for want of jurisdiction . . . is that . . . the sum claimed by the plaintiff controls if the claim is apparently made in good faith. It must appear to a legal certainty that the claim is really for less than the jurisdictional amount to justify dismissal." Id. at 288-89 (emphasis added) (internal footnotes omitted). In other words, "if, from the face of the pleadings, it is apparent, to a legal certainty, that the plaintiff cannot recover the amount claimed. . ., the suit will be dismissed." Id. at 289 (emphasis added).
On the other hand, in McNutt v. General Motors Acceptance Corp. of Indiana, 298 U.S. 178 (1936), the Supreme Court considered a complaint that was "destitute of any appropriate allegation as to jurisdictional amount save the general allegation that the matter in controversy exceeds $3,000," which was then the statutory amount-in-controversy threshold, and the "particular allegations" of the complaint shed no further "light upon that subject." Id. at 181. In that circumstance, the Court said that the plaintiff "must allege in his pleading the facts essential to show jurisdiction." Id. at 189 (emphasis added). The Court continued: "The authority which the statute vests in the court to enforce the limitations of its jurisdiction precludes the idea that jurisdiction may be maintained by mere averment . . . . If [the plaintiff's] allegations of jurisdictional facts are challenged by his adversary in any appropriate manner, he must support them by competent proof." Id. (emphasis added).
In Momin v. Maggiemoo's International, LLC, 205 F.Supp.2d 506 (D. Md. 2002), Judge Blake of this court observed that, "[i]n determining whether an amount in controversy is sufficient to confer jurisdiction," courts have applied "one of two legal standards depending on whether the damages are specified or unspecified in the complaint," id. at 509, thereby harmonizing the teachings of McNutt and Saint Paul Mercury.
Under the first standard, "[w]here a plaintiff claims a specific amount in damages," greater than the $75,000 threshold, the opponent of jurisdiction must controvert the plaintiff's assertion to a "`legal certainty.'" Id. (emphasis added) (citation omitted). The Fourth Circuit stated in JTH Tax, Inc. v. Frashier, 624 F.3d 635 (4th Cir. 2010): "If the plaintiff claims a sum sufficient to satisfy the statutory requirement, a federal court may dismiss only if `it is apparent, to a legal certainty, that the plaintiff cannot recover the amount claimed.'" Id. at 638 (emphasis in JTH Tax) (citation omitted). In other words, a jurisdictional challenge to a specifically alleged amount in controversy will fail if "a fact finder could legally conclude, from the pleadings and proof adduced to the court before trial, that the damages that the plaintiff suffered are greater than $75,000." Kopp v. Kopp, 280 F.3d 883, 885 (8th Cir. 2002)(emphasis added). In that circumstance, a defendant "seeking dismissal of [a] diversity action[] for lack of a sufficient amount in controversy, must . . . shoulder a heavy burden"; the opponent of jurisdiction "must show `the legal impossibility of recovery' to be `so certain as virtually to negative the plaintiff's good faith in asserting the claim.'" JTH Tax, 624 F.3d at 638 (citation omitted).
However, where "a plaintiff's complaint does not allege a specific amount in damages," a different standard applies: the proponent of jurisdiction must "prove by a preponderance of the evidence that the amount in controversy exceeds the jurisdictional minimum." Momin, 205 F. Supp. 2d at 509-10. As Judge Blake explained, "[i]n such cases, `[a] lower burden of proof is warranted because there is simply no estimate of damages to which a court may defer.'" Id. at 510 (citation omitted). This is consistent with the "well-pleaded complaint" rule, under which the facts showing the existence of subject matter jurisdiction "must be affirmatively alleged in the complaint." Pinkley, Inc. v. City of Frederick, 191 F.3d 394, 399 (4th Cir. 1999) (citing McNutt); accord El v. AmeriCredit Fin. Servs., Inc., 710 F.3d 748, 752 (7th Cir. 2013) ("The fact that the plaintiff alleged an amount in controversy in excess of $75,000 . . . does not establish that this is the amount in controversy.") (emphasis in original).
Here, the first standard applies. The crux of the Complaint is that Prestige is in unlawful possession of a vehicle that is owned by Daimler Trust and in which Daimler Title holds a lien. See ECF 1 ¶¶ 10, 22-23. The Complaint alleges that the vehicle is worth $137,576. Id. ¶¶ 10, 43. Plaintiffs seek, inter alia, the return of the vehicle. Id. ¶ 114.
Prestige shoulders the burden of demonstrating that the amount in controversy is less than $75,000. It has not met its burden.
To be sure, as Prestige suggests (see ECF 13 at 2-3), if the vehicle is returned and if the vehicle's alleged value has not been extinguished through the modifications that Prestige has purportedly performed, it is conceivable that, if successful, plaintiffs may be entitled to recover money damages of less than $75,000. Yet, prognostication about possible damages does little to rebut the core allegation in the Complaint that Prestige is in possession of $137,576 worth of plaintiffs' property and will not give it back.
Accordingly, I am persuaded that the Complaint adequately alleges an amount in controversy of more than $75,000 and that diversity jurisdiction exists, pursuant to 28 U.S.C. §1332.
For the foregoing reasons, I will grant the Motion (ECF 13) in part and deny it in part. Count I and Count III must be dismissed because plaintiffs fail to state a claim. Pursuant to 28 U.S.C. § 1332, however, the Court has subject matter jurisdiction as to Count II, Count IV, and Count V, based on diversity.
A separate Order follows, consistent with this Memorandum.
The Administration shall refuse to issue a certificate of title of a vehicle if:
In Americold Realty Trust v. Conagra Foods, Inc., ___ U.S. ___, 136 S.Ct. 1012 (2016), the Supreme Court said, id. at 1014: "While humans and corporations can assert their own citizenship, other entities take the citizenship of their members." In particular, the Supreme Court considered "how to determine the citizenship of a `real estate investment trust,'" id. at 1014, organized under Maryland law. Id. at 1015-16. It concluded that, under Maryland law, a real estate investment trust's "shareholders appear to be in the same position as the shareholders of a joint-stock company or the partners of a limited partnership . . . ." Id. at 1016. Accordingly, the Supreme Court said that, "for purposes of diversity jurisdiction, [a real estate investment trust's] members include its shareholders." Id. Notably, however, the Supreme Court also said, id.: "For a traditional trust . . . there is no need to determine its membership, as would be true if the trust, as an entity were sued."
Recently, in Zoroastrian Ctr. & Darb-E-Mehr of Metro. Washington, D.C. v. Rustam Guiv Found. of New York, ___ F.3d ___, 2016 WL 2343251(4th Cir. May 4, 2016), the Fourth Circuit observed that the Supreme Court's guidance in Americold Realty Trust, 136 S.Ct. 1012, "may generate as many questions as it answers." Zoroastrian Ctr. & Darb-E-Mehr of Metro. Washington, D.C., 2016 WL 2343251, at *7. In particular, the Fourth Circuit said, id.: "Putting aside the lack of a comprehensive definition of a `traditional trust' the `as would be true if the trust as an entity were sued' phrase seems open to several interpretations." Id. "[D]oes the phrase mean that there is no need to determine entity membership for diversity purposes when a `traditional trust' is sued as an entity? Or do we read the statement to mean that a trust sued as an entity must prove entity membership because it is a separate legal person from the individual trustees?" Id. The Fourth Circuit did not resolve these questions. Id.
At this juncture, however, in light of plaintiffs' supplemental briefing, which alleges that the citizenship of Daimler Trust's trustee and beneficiary are diverse from that of Prestige (ECF 11 at 2), I am satisfied that plaintiffs have adequately alleged diversity of citizenship. In this regard, I also note that Prestige does not appear to contest citizenship. See ECF 13 at 2 (questioning "the amount in controversy between the diverse parties . . .").