DENIS R. HURLEY, District Judge.
Plaintiff Kimberly Godoy ("Plaintiff" or Godoy") commenced this action against BMW North America, LLC, BMW Manufacturing Co., LLC (collectively "BMW"), ZF TRW Automotive Holding Corp. ("ZF"), and Autoliv ASP Inc. ("ASP")
The Amended Complaint ("AC") alleges that "[t]he Court has personal jurisdiction over each and every Defendant pursuant to applicable federal procedural law and New York Civil Practice Law § 301 and § 302. It further states:
(AC ¶ 11).
According to the Amended Complaint, ZF, which is incorporated in Delaware and has its principal place of business in Michigan, markets, sells, and distributes active and passive safety restraints and technology, including airbags and airbag components, throughout the United States to various Original Equipment Manufacturers ("OEM's") including BMW Defendants. It is alleged that ZF (and Autoliv) designed, developed, manufactured and distributed the airbags contained in the Vehicle that is the subject of this litigation. (AC ¶¶ 20, 22.)
ZF argues it is not subject to either general or specific jurisdiction in this Court. ZF alleges that it is neither "at home" in New York nor has it "purposefully directed" its activities at New York. In support of its motion to dismiss for lack of personal jurisdiction, ZF offers admissible evidence supporting the following facts:
(Simons Declar. ¶¶ 4-6; Goodman Declar. ¶¶ 5-8; Ex. B to Weinstein Declar.)
Preliminarily, the Court is constrained to note that absent from Plaintiff's papers is a cohesive presentation of the facts that it relies upon for its jurisdictional argument. Instead, "facts" are scattered throughout her memorandum of law, the sources of which are, for the most part, unidentified. Even where the "general" source of information is set forth
ZF is a holding company that holds stock in various subsidiaries owned by its parent, ZF Friedrichshafen AG ("Parent"). These subsidiaries were allegedly acquired by Parent in 2015 through its purchase of TRW Automotive Inc. ("Automotive").
Finally, the Court notes that although Plaintiff asserts that the entity "TRW Inc." manufactured the airbags that caused her injuries (see, e.g, DE 64 at 1; see also DE 80 at 1 (asserting that "TRW Automotive Inc. manufactured the airbags and its components)) and that the airbags in the rear of the vehicle were "clearly stamped and bore the markings of Defendant ZF" (DE 80 at 1), nothing to support that assertion has been provided to the Court. Indeed, the record before this Court demonstrates only that an airbag inflator was supplied by "TRW Airbag Systems GmbH," a German entity that is not discussed in Plaintiff's submission.
On a motion to dismiss under Rule 12(b)(2), the plaintiff bears the burden of establishing jurisdiction over the defendant. See Metro. Life Ins. Co. v. Robertson-Ceco Corp., 84 F.3d 560, 566 (2d Cir. 1996). Courts may rely on additional materials outside the pleading when ruling on a 12(b)(2) motion. Minnie Rose LLC v. Yu, 169 F. sup.3d 504, 510 (S.D.N.Y. 2016). Where, as here, the parties have not yet conducted discovery, a plaintiff may defeat a defendant's Rule 12(b)(2) motion "by making a prima facie showing of jurisdiction by way of the complaint's allegations, affidavits, and other supporting evidence." Mortg. Funding Corp. v. Boyer Lake Pointe, L.C., 379 F.Supp.2d 282, 285 (E.D.N.Y.2005). Moreover, given the early stage of the proceedings here, the Court must view the pleadings in the light most favorable to the plaintiff, see Sills v. The Ronald Reagan Presidential Found., Inc.,2009 WL 1490852, *5 (S.D.N.Y. May 27, 2009), and when evidence is presented, "doubts are resolved in the plaintiff's favor, notwithstanding a controverting presentation by the moving party," A.I. Trade Fin., Inc. v. Petra Bank, 989 F.2d 76, 80 (2d Cir. 1993). A court need not, however, "draw argumentative inferences in the plaintiff's favor," nor "accept as true a legal conclusion couched as a factual allegation." In re Terrorist Attacks on Sept. 11, 2001, 714 F.3d 659, 673 (2d Cir. 2013) (quoting Robinson v. Overseas Military Sales Corp., 21 F.3d 502, 507 (2d Cir. 1994) and Jazini v. Nissan Motor Co., 148 F.3d 181, 185 (2d Cir. 1998)). Thus, the plaintiff "may not rely on conclusory statements without any supporting facts, as such allegations would `lack the factual specificity necessary to confer jurisdiction.'" Art Assure Ltd., LLC v. Artmentum GmbH, 2014 WL 5757545, at *2 (S.D.N.Y. Nov. 4, 2014) (quoting Jazini 148 F.3d at 185); accord Cont'l Indus. Grp. V. Equate Petrochemical Co., 586 F. App'x 768, 769 (2d Cir. 2014) (A plaintiff "must make allegations establishing jurisdiction with some factual specificity and cannot establish jurisdiction through conclusory assertions alone.") (internal quotation marks omitted).
In a diversity case, a federal district court exercises personal jurisdiction over a party in accordance with the law of the forum state, subject to the requirements of due process under the United States Constitution. See Whitaker v. American Telecasting, Inc., 261 F.3d 196, 208 (2d Cir. 2001). Due process requires that the defendant have certain "minimum contacts" with the forum state; such minimum contacts assure that a defendant "will only be subjected to the jurisdiction of a court where the maintenance of a lawsuit does not offend traditional notions of fair play and substantial justice." Waldman v. Palestine Liberation Org., 835 F.3d 317 (2d Cir. 2016) (internal quotation marks omitted). In assessing a defendant's contact with the forum state for due process purposes, "the crucial question is whether the defendant has purposefully availed itself of the privilege of conducting activities within the forum Sate, thus invoking the benefits and protects of its laws," and therefore "should reasonably anticipate being haled into court there." Best Van Lines, Inc. v. Walker, 490 F.3d 239, 242-32 (2d Cir. 2007). (internal citations and quotation marks omitted).
In New York, courts may exercise either general or specific jurisdiction over defendants.
"In New York, general jurisdiction is governed by N.Y. CPLR § 301. Section 301 preserves the common law notion that a court may exercise general jurisdiction over a nondomiciliary defendant if that defendant is engaged in such a continuous and systematic course of doing business here to warrant a finding of its presence in this jurisdiction." Thackurdeen v. Duke Univ., 130 F.Supp.3d 792, 798 (S.D.N.Y. 2015); see Sonera Holding B.V. v. Cukorova Holding, A.S., 750 F.3d 221, 224 (2d Cir. 2014). "Defendant's `continuous activity of some sort[ ] within a state . . . is not enough to support the demand that the corporation be amendable to suits unrelated to that activity.' Rather, a corporation's `affiliations with the State' must be `so continuous and systematic' as to render it essentially at home in the forum State." Mali v. British Airways, 2018 WL 3329858, at *5 (S.D.N.Y., July 6, 2018) (quoting Goodyear Dunlop Tires Ops. v. Brown, 564 U.S. 915, 919, 927 (2011). The Supreme Court has made clear that, consistent with due process, a corporate defendant is subject to general jurisdiction only in its (i) place of incorporation and (ii) principal place of business, unless (iii) the "exceptional case" exists in which the foreign defendant's contacts with the forum state is "so substantial and of such a nature as to render the corporation `at home' in" the forum state. SPV OSUS Ltd. v. UBS AG, 114 F.Supp.3d 161, 168 (S.D.N.Y. 2015), aff'd, 882 F.3d 333 (2d Cir. 2018) (quoting Daimler AG v. Bauman, 571 U.S. 117, 134 S.Ct. 746, 761 n.19, (2014). If general jurisdiction exists, courts in New York can adjudicate all claims against an individual or a corporation, even those unrelated to its contacts with the state. Sonera Holding B.V. v. Cukurova Holding A.S., 750 F.3d 221, 225 (2d Cir. 2014).
Specific jurisdiction in New York is governed by CPLR § 302. The existence of specific jurisdiction "depends on an affiliation between the forum [state] and the underlying controversy, principally, activity or an occurrence that takes place in the forum State and is therefore subject to the State's regulation." Goodyear Dunlop Tires Operations, S.A. v. Brown, 564 U.S. 915, 919 (2011) (internal quotation marks and citations omitted); see Powell v. Monarch Recovery Management, Inc., 2016 WL 8711210, at *6 (E.D.N.Y. 2016) (New York's long-arm statute requires that the claim asserted arise from the activity asserted). New York's "long-arm" statute, allows for specific jurisdiction over non-domiciliaries " who, in person or through an agent . . . (i) transacts business within the state or contracts anywhere to supply goods or services in the state, (ii) commits a tortious act within the state . . . [or] (iii) commits a tortious act without the state causing injury to person or property within the state" if the claim arises from those transactions. N.Y. CPLR ¶ 302.
In considering whether a foreign corporation is "doing business" in New York so as to be subject to general jurisdiction, courts look at indicia such as whether the company has an office in the state; whether there is other property in the state such as a bank account; whether it has permanent employees or a phone listing in the state. Wiwa v. Royal Dutch Petroleum Co., 226 F.3d 88, 98-99 (2d Cir. 2000). None of these indicia are present here. ZF is a Delaware corporation with its principal place of business is in Michigan and it does not conduct business in New York or have any personal or real property in New York. Thus personal jurisdiction under CPLR 301 does not lie against ZF by virtue of its own New York directed activities. Moreover, assuming arguendo that Automotive sold vehicle products to vehicle manufacturers or retailers throughout the United States, such does not provide a basis for jurisdiction. See McIntyre Mach. Ltd. v. Nicastro, 564 U.S. 873, 879, 881 (2011) (rejecting idea that a manufacturer is subject to personal jurisdiction in a specific state because its products are distributed nationwide). Finally, even if LLC is a subsidiary of ZF, "that does not render [ZF] essentially at home" in New York. Jensen v. Cablevision Sys. Corp., 2017 WL 4325829 (E.D.N.Y. Sept. 17, 2017) (citing Hecklerco, LLC v. YuZoo Corp Ltd., 2017 WL 2294606, at *5 (S.D.N.Y. May 11, 2017)).
To the extent Plaintiff argues that ZF is subject to general jurisdiction on the basis that LLC is a mere department or agent of ZF, see, e.g., Volkswagenwerk Aktiengesellschaft v. Beech Aircraft Corp., 751 F.2d 117 (2d Cir. 1984) (setting forth the factors for determining whether a subsidiary is a mere department) and Cutco Indus. Inc. v. Naughton, 806 F.2d 361, 366 (2d Cir. 1986) (setting forth analysis for agency), her argument is underwhelming. Among other things,
As noted above, specific jurisdiction requires that the claim asserted arise from the activity asserted. That requirement is fatal to plaintiff's position that specific jurisdiction exists.
Assuming that LLC transacts business in New York and that that activity can be imputed to ZF because LLC is the agent of ZF, LLC's activity in New York are unrelated to the claim at issue. The uncontroverted evidence is that LLC's New York facility does not design, manufacture, distribute, or sell any seat weight sensors, seat position sensors, seat belt pretensioners, seat belt buckle switches, airbag crash sensors, airbag control units, airbag warning lamps, airbag power supply wires, airbag communication wires, airbag inflators, airbag modules, or any other airbag system components. Additionally, LLC did not produce components for the airbags that are the basis for this litigation and did not design, manufacture, distribute, or sell any components of the subject 2000 BMW 528i. See Brown v. Lockheed Martin Corp., 814 F.3d 619, 625 (2d Cir. 2016). ("Specific jurisdiction is available when the cause of action sued upon arises out of the defendant's activities in the state.") See generally Best Van Lines, Inc. v. Walker, 490 F.3d 239, 249 (2d Cir. 2007) ("New York courts have held that a claim `aris[es] from a particular transaction when there is some `articuable nexus between the business transacted and the cause of action sued upon,' or when `there is a substantial relationship between the defendant and the claim asserted.'" (quoting Sole Resort, S.A. de C.V. v. Allure Resorts Mgmt., 450 F.3d 100, 103 (2d Cir 2006)).
Moreover, as there is no information to support an inference that TRW Airbag Systems GmbH has any presence in New York or is an agent of ZF, subsection 2 and 3 of CPLR 302 (regarding torts committed in the state and those committed outside the state having an effect therein) do not apply.
Plaintiff requests that the motion be denied so that he may take jurisdictional discovery. The Court recognizes that it has discretion to order jurisdictional discovery. See, e.g., Leon v. Shmukler, 992 F.Supp.2d 179, 194-96 (E.D.N.Y.2014). However, jurisdictional discovery is only appropriate when Plaintiff has asserted "specific, non-conclusory facts that, if further developed, could demonstrate substantial state contacts." Leon, 992 F. Supp. 2d at 195 (quoting Texas Int'l Magnetics, Inc. v. BASF Aktiengesellschaft, 31 F. App'x. 738, 739 (2d Cir. 2002) (unpublished opinion); see also Manhattan Life Ins. Co. v. A.J. Stratton Syndicate (No. 782), 731 F.Supp. 587, 593 (S.D.N.Y.1990) ("[P]laintiffs are entitled to discovery regarding the issue of personal jurisdiction if they have made a sufficient start, and shown their position not to be frivolous").
Here, Plaintiff has not made a "sufficient start" in showing that this Court has personal jurisdiction over Defendant ZF. Plaintiff has not provided the Court with any reason to infer that an opportunity to develop the record would be anything other than frivolous. Moreover, the request for jurisdictional discovery is incongruous given that Plaintiff agreed to stay discovery against ZF during the pendency of this motion. (See DE 70.) Accordingly, Plaintiff's request for jurisdictional discovery is denied.
For the reasons set forth above, ZF's motion pursuant to Fed. R. Civ. P. 12(b)(2) to dismiss the amended complaint as against it for lack of personal jurisdiction is granted.