Opinion
Civil Action No. 03-1038.
March 8, 2004
MEMORANDUM/ORDER
Plaintiff, Robbins Motor Transportation, Inc. ("Robbins"), a company located in Essington, PA, filed this suit against eight defendants on February 26, 2003. The suit asserted violations of the Interstate Commerce Act, 49 U.S.C. § 10101 et. seq. and a supplemental statelaw claim for breach of contract. Robbins maintains that it transported goods for all the defendants "to locations found all over the United States," and that defendants have "failed and/or refused to pay the freight charges pursuant to the contracts entered into between Plaintiff and Defendants." Plaintiff seeks to recover $27,648.90 in freight charges as well as interest, costs, attorney's fees and penalties. Specific to defendant Russell Stanley Holdings, Inc. ("RS"), plaintiff seeks to recover $16,638.00.
RS is a Delaware corporation that has its main office in New Jersey. RS maintains that it entered into an agreement with All American Rigging Company ("AARC"), in which "AARC agreed to disassemble and ship a machine from RS's facility in Houston, Texas to another RS facility in Simpsonville, South Carolina." RS avers that AARC brokered the shipments to codefendant 24/7 Transportation ("24/7"), that 24/7 then brokered the shipments to an unidentified broker, and that the unidentified broker then hired Robbins to transport the machine on its behalf. RS maintains that it had no direct dealings with any company other than AARC.
Discussion:
RS contends that Robbins' complaint should be dismissed, pursuant to Fed.R.Civ.P. 12(b), for four reasons: (1) lack of subject matter jurisdiction; (2) lack of personal jurisdiction; (3) failure to state a claim upon which relief can be granted; and (4) failure to join a party needed for just adjudication.
Lack of Subject Matter Jurisdiction:
RS first asserts that plaintiff's complaint should be dismissed for lack of subject matter jurisdiction because the complaint is both facially and factually deficient. In light of Consolidated Rail Corp. v. Triangle Bldg. Supplies Lumber Co., 1989 WL 120740, *2 (D.N.J. Sept. 5, 1989), RS's assertion is in error. The Consolidated Rail court, relying on Thurston Motor Lines, Inc. v. Jordan K. Rand, Ltd., 460 U.S. 533, 534-35 (1983), concluded that once the suit was transferred, the Eastern District of Pennsylvania would have subject matter jurisdiction over the action because the suit was brought pursuant to the Interstate Commerce Act, which "requires the carriers subject to [the Act] to collect the charges prescribed in their tariffs." Id. The present matter was also brought pursuant to the Interstate Commerce Act, and Robbins alleges that in violation of this Act, "[d]efendants have failed and/or refused to pay the freight charges" that Robbins incurred in transporting goods for defendants. Thus, in accordance with Consolidated Rail, this court has subject matter jurisdiction.
Lack of Personal Jurisdiction:
Next, RS contends that this action should be dismissed, pursuant to Fed.R.Civ.P. 12(b)(2), because this Court lacks personal jurisdiction.
Robbins concedes that because "[t]he incidents complained of in this case did not occur in Pennsylvania . . . the analysis [is not whether specific jurisdiction exists but] . . . whether general jurisdiction exists."
If a cause of action arises from a defendant's non-forum related activities, the defendant may be subject to the "general" jurisdiction of the court so long as the defendant has continuous and substantial attachments with the forum state. Int'l Shoe Co. v. Washington, 326 U.S. 310 (1945). RS maintains that this Court does not have general jurisdiction over it because the "minimum contacts required simply are not present between RS and Pennsylvania, especially since operations ceased in its Pennsylvania office in 2001, prior to the alleged agreement in the Complaint between Plaintiff and RS." Further evidence that RS's contacts with Pennsylvania are not "continuous and substantial," RS contends, includes: (1) the company is incorporated in Delaware and its main office is in New Jersey; (2) only one out of its thirteen facilities is in Pennsylvania, and the company does not own that facility, it leases it; (3) none of its income is derived from the Pennsylvania office; (4) RS does not have any bank accounts in Pennsylvania and (5) RS does not publicly advertise in the Commonwealth.
Robbins, however, avers that RS has, indeed, "consented to being hailed into a Pennsylvania forum," based on its "substantial and continuous business contacts with the Commonwealth, and because RS is a duly formed business entity pursuant to the laws of Pennsylvania." Robbins states, for example, that:
RS maintains a storage and service warehouse for its' bread and butter activity — sale and servicing of metal and plastic industrial containers or drums which exit and enter into the stream of commerce. RS's production, servicing and warehousing of drums in the Commonwealth causes Pennsylvania to be a hub for a transportation network in and out of state, as well as a repository for RS's assets and inventory. Also, RS hires Pennsylvania residents as employees in the warehouse, and it lists a business phone for its warehouse that is readily available to the public. RS has conducted business with plaintiff, Robbins, a Pennsylvania corporation . . . RS is registered to do business in the Commonwealth both as a foreign corporation . . . and a Pennsylvania fictitious entity . . . owned by Russell-Stanley Corp. . . .
Although Robbins' pleadings do not undertake to document these allegations, RS does not dispute them. Accordingly, I conclude that RS maintains sufficient contacts in the Commonwealth for personal jurisdiction purposes.
As noted, RS states that "in 2001, [its Pennsylvania] facility ceased operations." While this contention appears to contradict Robbins' assertion that RS "maintains a storage and service warehouse" in the Commonwealth, Robbins notes that "it is not known what defendant means by ceased operations in the Commonwealth of Pennsylvania in 2001.'" Furthermore, RS concedes that it maintains one of its thirteen facilities in Pennsylvania.
Failure to State a Claim:
Defendant also asserts a Fed.R.Civ.P. 12(b)(6) defense, claiming that Robbins' complaint should be dismissed because "there was never any averment in the Complaint that there in fact was a contract between RS and Plaintiff." A motion to dismiss pursuant to Rule 12(b)(6) may be granted only if, accepting all well-pleaded allegations in the complaint as true, and viewing them in the light most favorable to plaintiff, plaintiff is not entitled to relief. In re Burlington Coat Factory Sec. Litig., 114 F.3d 1410, 1420 (3d Cir. 1997) .
In its complaint Robbins avers that, pursuant to the Interstate Commerce Act, it is entitled to relief because: (1) "Defendants have failed and/or refused to pay the freight charges pursuant to the contracts entered into between Plaintiff and Defendants"; (2) "Plaintiff transported goods for all the defendants to locations found all over the continental United States"; (3) "Plaintiff transported and delivered said goods . . . pursuant to the agreements between the all said parties"; (4) "All Defendants have failed to pay and/or compensate the Plaintiff for the services . . . pursuant to the contract"; (5) "Defendants have breached the contracts with Plaintiff." Contrary to RS's assertion, these allegations are sufficient to withstand RS' motion to dismiss. See Weston v. Pennsylvania, 251 F.3d 420, 429 (3d Cir. 2001) ("[A]ll the [Federal Rules of Civil Procedure] require is a short and plain statement of the claim that will give the defendant fair notice of what the plaintiff's claim is and the grounds upon which it rests.") (quoting Conley v. Gibson, 355 U.S. 41, 47-48 (1957)).
Failure to Join a Party Needed for Just Adjudication:
Lastly, RS asserts that, pursuant to Fed.R.Civ.P. 12(b)(7), plaintiff's complaint should be dismissed for failing to join AARC and the unidentified broker to this cause of action. Rule 12(b)(7) allows for the filing of a motion to dismiss for "failure to join a party under Rule 19."
Federal Rule of Civil Procedure 19(a) states that a person is to be joined as a party to the action if:
(1) In the person's absence complete relief cannot be accorded among those already parties, or
(2) the person claims an interest relating to the subject of the action and is so situated that the disposition of the action in the person's absence may
(i) as a practical matter impair or impede the person's ability to protect that interest or
(ii) leave any of the persons already parties subject to a substantial risk of incurring double, multiple, or otherwise inconsistent obligations by reason of the claimed interest.
Rule 19(b) sets forth the factors for a court to consider in determining whether to dismiss an action when "a person as described in subdivision (a)(1)-(2) hereof cannot be made a party." Fed.R.Civ.P. 19(b). These factors include:
first, to what extent a judgment rendered in the person's absence might be prejudicial to the person or those already parties; second, the extent to which, by protective provisions in the judgment, by the shaping of relief, or other measures, the prejudice can be lessened or avoided; third, whether a judgment rendered in the person's absence will be adequate; fourth, whether the plaintiff will have an adequate remedy if the action is dismissed for nonjoinder.
RS argues that "AARC and/or Broker are indispensable to this matter," and that RS has been prejudiced "by the mere bringing of this suit" because "[i]t has been forced to incur counsel fees unjustifiably." Additionally, RS maintains that Robbins would "have an adequate remedy if this action is dismissed against RS for nonjoinder, as [Robbins] may pursue this action . . . against AARC and/or Broker."
I find no basis in the pleadings to conclude that Robbins cannot obtain all the relief it seeks without joining AARC or the unidentified broker. Furthermore, because RS does not contend that AARC cannot be made a party, the Rule 19(b) factors do not apply. Accordingly, Rule 12(b)(7) does not provide a basis to dismiss Robbins' complaint.
Thus, for the reasons stated above, it is hereby ORDERED that defendant RS's Motion to Dismiss (#21) is DENIED.