United States District Court, D. Maine
OLD TOWN UTILITY & TECHNOLOGY PARK, LLC, RELENTLESS CAPITAL COMPANY, LLC, and SAMUEL EAKIN Plaintiffs,
MFGR, LLC, WILLIAM FIRESTONE, OLD TOWN HOLDINGS II, LLC and JOSEPH EVERETT DESCHENES Defendants.
ORDER ON PLAINTIFFS' MOTION TO REMAND
LEVY U.S. DISTRICT JUDGE
Plaintiffs, Old Town Utility & Technology Park, LLC;
Relentless Capital Company, LLC; and Samuel Eakin, seek
injunctive and other relief in connection with their effort
to purchase the Expera Mill Facility located in Old Town,
Maine. Defendant MFGR LLC owns the Facility. Defendant Old
Town Holdings, LLC, whose sole member is Defendant Joseph
Everett Deschenes, was previously a member of Old Town
Utility & Technology Park, LLC. The Plaintiffs filed
their complaint in the Cumberland County Superior Court and
the Defendants removed the action to this Court based on
diversity of citizenship jurisdiction, 28 U.S.C.A. §
1332(a) (2017). The Plaintiffs have since amended their
complaint, adding two Maine Defendants- Joseph Everette
Deschenes and Old Town Holdings II, LLC-thus ending the
complete diversity required for a Federal Court to exercise
diversity of citizenship jurisdiction. In re: Olympic
Mills Co., 477 F.3d 1, 6 (1st Cir. 2007) (“In
cases involving multiple plaintiffs or defendants, the
presence of but one nondiverse party divests the district
court of original jurisdiction over the entire
action.”). The Plaintiffs now move to remand the case
to the Superior Court and for an award of attorney's fees
Defendants MFGR, LLC and William Firestone do not oppose
remand, conceding that the Plaintiffs' addition of Old
Town Holdings II, LLC, and William Deschenes as Defendants in
the First Amended Complaint destroys complete diversity and,
with it, the Court's subject-matter jurisdiction. They do
oppose the Plaintiffs' request for an award of
attorney's fees and costs.
support of their request for attorney's fees and costs,
the Plaintiffs argue that the Defendants failed to adequately
investigate the citizenship of Relentless which, Plaintiffs
explain, has four members who are, respectively, citizens of
Massachusetts, California, Maine, and Germany. The Plaintiffs
note that the original complaint was silent as to whether
Relentless had more than one member, and they contend that it
was unreasonable for the Defendants to assume that Samuel
Eakin was Relentless' sole member because the complaint
identified him only as Relentless' “Managing
Director” and was otherwise silent as to the identity
or number of Relentless' members. They contend that
“‘[m]anaging director' would be at best an
unusual title to give to an individual who was a limited
liability company's sole member.” ECF No. 18 at 5.
response, the Defendants argue that during the parties'
course of dealings, the Defendants never dealt with anyone
representing or associated with Relentless other than Samuel
Eakin; that Eakin was the only person identified in the
complaint as being part of Relentless; and that Eakin is
listed with the Maine Secretary of State as Relentless'
registered agent. Thus, the Defendants contend that at the
time they sought removal, the lack of diversity arising from
Relentless' membership was far from obvious and it was
objectively reasonable for them to proceed as they did.
may award attorney's fees and costs under 28 U.S.C.
§ 1447(c) (2017) for a case that was improvidently
removed to federal court only if it finds that Defendants
“lacked an objectively reasonable basis for seeking
removal.” Martin v. Franklin Capital Corp. 546
U.S. 132, 141 (2005). There is no presumption in favor of
awarding attorney's fees under § 1447(c); the court
is authorized to award costs and fees “but only when
such an award is just.” Id. at 138. Thus, the
standard for awarding fees turns on “the reasonableness
of the removal [and] . . . when an objectively reasonable
basis exists, fees should be denied.” Id. at
the Defendants had an objectively reasonable basis to believe
removal was appropriate when they filed their Notice for
Removal. Throughout the Defendants' business relationship
with the Plaintiffs, Samuel Eakin was the only person
associated with Relentless that was known to the Defendants.
In addition, the Plaintiffs' complaint indicated that
Relentless is a Maine company with its principal place of
business in Maine, and that Eakin resides in Maine. There was
no mention of other members. Because every Limited Liability
Company is required to have a Registered Agent, see
31 M.R.S.A. § 1661 (2017), Eakin's listing as the
Registered Agent for Relentless did not indicate that the
company has more than one member.
Defendant's removal decision must be made at the outset
of litigation, before discovery. It is not unreasonable for a
defendant to rely on the information derived from the
parties' prior dealings and the allegations of the
complaint to determine whether there is a basis for removal.
In addition, the Plaintiffs have not suggested that
information about Relentless' membership was available to
the Defendants through public records, an Internet search, or
otherwise. Thus, based on the information known to the
Defendants here, it was not objectively unreasonable for them
to infer that Samuel Eakin was Relentless' sole member at
the time they filed the Notice of Removal.
an award of attorney's fees and costs to the Plaintiffs
under § 1447(c) is unwarranted. The Plaintiffs'
Motion to Remand (ECF No. 18) is GRANTED,
except that the Plaintiffs' request for an award of
attorney's fees and costs is DENIED.
 In their Notice of Removal, ECF No. 1,
Defendants asserted that the court had diversity jurisdiction
because the amount-in-controversy exceeded $75, 000 and
complete diversity existed. They argued that, upon
information and belief, Plaintiff Old Town Utility &
Technology Park, LLC, had a single member, Relentless Capital
Company, LLC (“Relentless”), and that Relentless,
in turn, had only one member, Maine resident and citizen
Samuel Eakin. Because Defendant William Firestone was a
resident and citizen of the state of Massachusetts, and
Defendant MFGR was a limited liability company with ...