"[A] court generally cannot consider the substance of an affidavit submitted in connection with a 12(b)(6) motion without converting the motion into one for summary judgment." Theune v. U.S. Bank, N.A., No. MJG-13-1015, 2013 WL 5934114, at *3 (D. Md. Nov. 1, 2013); see also Wilson-Cook Medical, Inc. v. Wilson, 942 F.2d 247, (4th Cir. 1991) ("Had the district court accepted and considered the affidavits relevant to the 12(b)(6) motion, the motion to dismiss for failure to state a claim would have been converted to a motion for summary judgment."). In this case, defendants cite to the affidavits of both Brian Brown and Taylor Davenport in their Rule 12(b)(6) failure to state a claim argument.
A Rule 12(b)(6) dismissal based on res judicata is only appropriate, however, when the basis for res judicata "clearly appears on the face of the complaint." Theune v. U.S. Bank. N.A., No. MJG-13-1015, 2013 WL 5934114, at *3 (D.Md. Nov. 1, 2013) (quoting Richmond, Fredericksburg & Potomac R.R. Co. v. Forst, 4 F.3d 244, 250 (4th Cir. 1993)). Additionally, when considering a motion to dismiss on the grounds of res judicata, "a court may take judicial notice of facts from a prior judicial proceeding when the res judicata defense raises no disputed issue of fact."
Zak v. Chelsea Therapeutics Int'l, Ltd., 780 F.3d 597, 606 (4th Cir. 2015)(motion to dismiss considers the sufficiency of allegations set forth in the complaint and "documents attached or incorporated into the complaint")(citations omitted). Consideration of other documents at this stage could convert the motion into one for summary judgment, which would be premature because the parties have not yet conducted any discovery. Id. at 606; see also Theune v. U.S. Bank, N.A., No. MJG-13-1015, 2013 WL 5934114, at *4, n.12 (D. Md. 2013). An exception to this rule is that courts may consider documents that are "integral to and [are] explicitly relied on in the judgment complaint," without converting the motion to one for summary judgment.
A Rule 12(b)(6) dismissal based on res judicata is only appropriate, however, when the basis for res judicata "clearly appears on the face of the complaint." Theune v. U.S. Bank, N.A., No. MJG-13-1015, 2013 WL 5934114, at *3 (D.Md. Nov. 1, 2013) (quoting Richmond, Fredericksburg & Potomac R.R. Co. v. Forst, 4 F.3d 244, 250 (4th Cir. 1993)).
Res judicata, like collateral estoppel, is an affirmative defense for which the defendant bears the burden of establishing. Theune v. U.S. Bank, N.A., 2013 WL 5934114, *3 (D. Md. Nov. 1, 2013) (citing Goodman v. Praxair, Inc., 494 F.3d 458, 464 (4th Cir. 2007)). As the United States Court of Appeals for the Fourth Circuit has explained,
Res judicata, like collateral estoppel, is an affirmative defense for which the defendant bears the burden of establishing. Theune v. U.S. Bank, N.A., No. MJG-13-1015, 2013 WL 5934114, *3 (D. Md. Nov. 1, 2013) (citing Goodman v. Praxair, Inc., 494 F.3d 458, 464 (4th Cir. 2007)). As the United States Court of Appeals for the Fourth Circuit explained,
A Rule 12(b)(6) dismissal based on res judicata is only appropriate, however, when the basis for res judicata "clearly appears on the face of the complaint." Theune v. U.S. Bank, N.A., No. MJG-13-1015, 2013 WL 5934114, at *3 (D.Md. Nov. 1, 2013) (quoting Richmond, Fredericksburg & Potomac R.R. Co. v. Forst, 4 F.3d 244, 250 (4th Cir. 1993)). Res judicata, also known as claim preclusion, "bars a party from suing on a claim that has already been litigated to a final judgment by that party . . . and precludes the assertion by such part[y] of any legal theory, cause of action, or defense which could have been asserted in that action."
Res judicata, like collateral estoppel, is an affirmative defense for which the defendant bears the burden of establishing. Theune v. U.S. Bank, N.A., No. MJG-13-1015, 2013 WL 5934114, *3 (D. Md. Nov. 1, 2013) (citing Goodman v. Praxair, Inc., 494 F.3d 458, 464 (4th Cir. 2007)). As the United States Court of Appeals for the Fourth Circuit explained,
Here, the Circuit Court foreclosure proceeding relating to Turner's home was between the same parties, JPMorgan Chase and Turner, For res judicata purposes, a ratification order is a final judgment as to the validity of the foreclosure sale, absent claims that the unsuccessful party was prevented from fully exhibiting her case by her opponent's extrinsic fraud or deception, such as by keeping her away from the court or keeping her in ignorance of the proceedings. Ed Jacohsen, Jr. Inc. v. Barrick, 250 A.2d 646, 648 (Md. 1969); Theune v. U.S. Bank, N.A., No. MJG-13-1015, 2013 WL 5934114, at *3 (D. Md. Nov. 1, 2013). Turner neither alleges, nor is there any evidence to suggest, that she was the victim of such extrinsic fraud.
Prior to removal to federal court, the state court dismissed all claims against MDTL." Theune v. U.S. Bank, N.A., No. MJG-13-1015, 2013 WL 5934114, at *1 n.4 (D. Md. Nov. 1, 2013). On April 13, 2012, USB filed a Motion to Dismiss, or in the Alternative, for Declaration that Title to the Property is Vested in the Foreclosure Purchaser, relying upon the affirmative defense of res judicata.