It is clear that if a court has jurisdiction over a corporation, it may obtain jurisdiction over a corporate officer or shareholder by disregarding the corporate entity. See Minnesota Mining Manufacturing Co. v. Eco Chem, Inc., 757 F.2d 1256, 1265 (Fed. Cir. 1985); see Lakota Girl Scout Council, Inc. v. Havey Fund-Raising Management, Inc., 519 F.2d 634, 638 (8th Cir. 1975). The alter ego concept has been invoked as an exception to the fiduciary shield doctrine, allowing the courts to obtain jurisdiction over a corporate officer, employee or shareholder.
Be that as it may, โ[t]he merits of the case and the disposition of the property are still determined vis-a-vis the originally named parties.โ MaysonetโRobles , 323 F.3d at 49 (quoting Minn. Mining & Mfg. Co. v. Eco Chem, Inc. , 757 F.2d 1256 (Fed. Cir. 1985) ). c) Appellants' Rule 25(c) Timing Argument
simply because it took over assets that were the subject of the lawsuit from the predecessor corporation. 757 F.2d 1256 (Fed. Cir. 1985). Id. at 1258-59; see Fed.R.Civ.P. 25(c) (where โan interest is transferred,โ allowing โtransferee to be substituted in the action or joined with the original partyโ)
In the Rule 25(c) context, personal jurisdiction over a potential party is imputed by its status as a successor in interest, without regard to minimum contacts. Trend Micro I, 2010 WL 4722504, at *4 (citing Minn. Min. & Mfg. Co. v. Eco Chem, Inc., 757 F.2d 1256, 1262-64 (Fed. Cir. 1985)) ("It is true . . . that [Rule] 25(c) may allow an action to continue unabated when the substitution or joining of a party destroys . . . personal jurisdiction"); Explosives Corp. of Am. v. Garlam Enterprises Corp., 817 F.2d 894, 906 (1st Cir. 1987) ("once in personam jurisdiction has been found over the original party, it exists over the substituted party despite its lack of contacts with the forum if the substituted party had an opportunity to challenge its joinder or substitution") (citing Minn. Mining, 757 F.2d at 1262-63) (emphasis added); LiButti v. United States, 178 F.3d 114, 123 (2d Cir. 1999) ("In several cases involving the question of whether a person could be substituted or joined under Rule 25(c), various courts have held that when a person is found to be a successor in interest, the court gains personal jurisdiction over them simply as a consequence of their status as a successor in interest, without regard to whether they had any other minimum contacts with the state.
10. If a court has personal jurisdiction over the predecessor in interest, once successor liability is established, personal jurisdiction over the successor in interest necessarily exists. See City of Richmond, Va. v. Madison Management Group, Inc., 918 F.2d 438, 454 (4th Cir. 1990); Minnesota Mining Mfg. Co. v. Eco Chem, Inc., 757 F.2d 1256, 1262-63 (Fed. Cir. 1985); Duris v. Erato Shipping, Inc., 684 F.2d 352, 356 (6th Cir. 1982) ("any other ruling would allow corporations to immunize themselves by formalistically changing their titles"), aff'd sub nom., Pallas Shipping Agency, Ltd. v. Duris, 461 U.S. 529, 103 S.Ct. 1991, 76 L.Ed.2d 120 (1983). This is so because the acts of the predecessor in interest are imputed to the successor.
See D.I. 39 at 12-14. But only two of the cases considered venue: Minnesota Mining & Manufacturing Co. v. Eco Chem, Inc., 757 F.2d 1256 (Fed. Cir. 1985) and Haeberle v. Texas International Airlines, 497 F. Supp. 1294 (E.D. Pa. 1980); and neither of those cases supports AstraZeneca's assertion that venue over Mylan is proper here. The other cases cited by AstraZeneca are inapposite.
"Piercing the corporate veil is appropriate in order to establish venue under the patent venue statutes." See Minn. Mining & Mfg. Co. v. Eco. Chem. Inc., 757 F.2d 1256, 1265 (Fed. Cir. 1985). Plaintiff must then establish that Markham's relationship with Allmark and PerforMax justifies piercing the corporate veil.
In considering whether a potential party is a "successor in interest," courts often look to whether the transferee obtained the transferors assets, trademarks or patents, customer lists, or good will. See Minnesota Mining & Manufacturing Co. v. Eco Chem, Inc., 757 F.2d 1256, 1263 (Fed. Cir. 1985). Where a party has been substituted, courts typically conclude the successor in interest takes the case as he finds it.
However, the Federal Circuit looks to relevant state and regional circuit case law to determine the standard to be applied in corporate veil-piercing as the basis for personal jurisdiction in patent cases. See, e.g., 33D Sys., Inc. v. Aarotech Lab., Inc., 160 F.3d 1373, 1380 (Fed. Cir. 1998); Minnesota Min. Mfg. Co. v. Eco Chem, Inc., 757 F.2d 1256, 1265 (Fed. Cir. 1985) (citing Lakota Girl Scout Conncil, Inc. v. Havey Fund-Raising Management, Inc., 519 F.2d 634 (8th Cir. 1975); International Controls Corp. v. Vesco, 490 F.2d 1334, 1350 (2d Cir.), cert. denied, 417 U.S. 932, 94 S.Ct. 2644, 41 L.Ed.2d 236 (1974)). "Courts will . . . disregard the fiction of a separate legal entity to pierce the shield of immunity afforded by the corporate structure in a situation in which the corporate entity has been so controlled and dominated that justice requires liability to be imposed on the real actor."
54. Having obtained in personam jurisdiction over the original defendant Vertac, the court retains in personam jurisdiction over its corporate successor Inter-Ag. Minnesota Mining Manufacturing Co. v. Eco Chem, Inc., 757 F.2d 1256, 1262-64 (Fed. Cir. 1985). "Were this not so, the owners of the property could merely transfer legal ownership of the assets from one shell corporation to another in a different jurisdiction, putting a party whose initial suit satisfied the jurisdictional requirements to the immense burden of chasing the involved assets from courtroom to courtroom."