Opinion
02 Civ. 2841 (LAK).
April 17, 2002.
ORDER
Plaintiffs in this purported diversity action seek to recover damages for the alleged refusal of the defendant insurers to pay certain claims.
The complaint alleges that the plaintiffs are Delaware corporations with their principal places of business in New York while the defendants are Connecticut corporations with their principal places of business in states other than New York. Superficially, the jurisdictional allegation seems to be well founded. The problem, however, is that it appears that the plaintiffs are not in fact corporations.
As the complaint indicates, the name of each of the plaintiffs includes the letters "LLC." Under Delaware law, those letters indicate that the entity of that name is a limited liability company organized under the Limited Liability Company Act. See 6 Del. C. § 18-102(1).
If plaintiffs indeed are limited liability companies, that fact would be of jurisdictional significance, as a limited liability company is not treated as a corporation for purposes of determining the existence of diversity jurisdiction. E.g., Ferrara Bakery Cafe, Inc. v. Colavita Pasta Olive Oil Corp., No. 98 Civ. 4344(LAP), 1999 WL 135234, *2 (S.D.N.Y. Mar. 12, 1999) (limited liability company citizen of every state of which any of its members is a citizen).
In the circumstances, plaintiffs shall show cause, on or before April 27, 2002, why this action should not be dismissed for lack of subject matter jurisdiction on the grounds that the plaintiffs are not corporations and that the complaint does not sufficiently allege their citizenship.
SO ORDERED.