United States District Court, District of Columbia
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For KHADIM ALKANANI, individual, Plaintiff: Andrea L. Moseley, LEAD ATTORNEY, DiMuroGinsberg PC, Alexandria, VA; Shereef H. Akeel, LEAD ATTORNEY, PRO HAC VICE, AKEEL & VALENTINE, PLC, Troy, MI.
For AEGIS DEFENCE SERVICES LIMITED, Defendant: David Andrew Handzo, LEAD ATTORNEY, Matthew E. Price, PRO HAC VICE, JENNER & BLOCK LLP, Washington, DC.
KETANJI BROWN JACKSON, United States District Judge.
Plaintiff Khadim Alkanani (" Alkanani" or " Plaintiff" ), a former United States soldier, filed the instant tort action after an employee of a private defense contractor shot him in the foot in Iraq. That defense contractor, Defendant Aegis Defence Services Limited (" Aegis UK" ), filed a motion to dismiss the complaint, contending that this Court need not reach the merits of Alkanani's claims because the court lacks personal jurisdiction over the company. (Def.'s Mot. to Dismiss for Lack of Jurisdiction (" Def.'s Mot." ), ECF No. 48, at 1.) On August 7, 2013, Magistrate Judge Alan Kay filed a Report and Recommendation that concludes that this case should be dismissed for lack of personal jurisdiction over Aegis UK. (ECF No. 62, at 1.) Plaintiff has filed objections to that report (Pl.'s Mem. of P& A in Resp. to Magistrate's Report and Recommendation, (" Pl.'s Objections" ), ECF No. 63), and those objections are now before this Court. Because this Court concurs with Magistrate Judge Kay's conclusions that it cannot exercise either specific or general personal jurisdiction over Aegis UK, the Court will overrule Alkanani's objections and adopt Magistrate Judge Kay's Report and Recommendation. Consequently, Aegis UK's motion to dismiss for lack of personal jurisdiction is GRANTED, and this case is DISMISSED with prejudice. A separate order consistent with this opinion will follow.
The parties do not dispute the facts giving rise to Alkanani's allegations. On June 4, 2005, Alkanani, while on active duty as a U.S. soldier in Iraq, was a part of a vehicle convoy returning from an intelligence mission in the field to a U.S. military facility in Baghdad. (Compl., ECF No.1, ¶ ¶ 3-9.) Aegis UK, a private defense contractor, employed security guards to protect that facility. (Decl. of Jeffrey Day (" Day Decl." ), ECF No. 48-1, ¶ ¶ 7-8.) As Alkanani approached a guarded checkpoint near the facility's main gate, at least one Aegis UK security guard overseeing
the facility opened fire on Alkanani's vehicle. ( See Compl. ¶ ¶ 11-13 (alleging that three Aegis UK security guards shot at the vehicle); Def.'s Mot. at 8 (maintaining that a single Aegis UK security guard shot at the vehicle).) One bullet hit Alkanani in the foot, rendering him permanently disabled. (Compl. ¶ ¶ 14-17; Def.'s Mot. at 8.)
After sustaining that injury, Alkanani brought suit against two defendants: Aegis UK and Aegis Defense Services, LLC (" Aegis LLC" ). Aegis UK is a private defense contractor headquartered in London, England, and incorporated under the laws of England and Wales. (Day Decl. ¶ 1.) Aegis LLC--a company that recruits and runs background checks on Americans for Aegis UK to hire (Second Supp. Day Decl. ¶ 4)--is a nearly wholly-owned subsidiary of Aegis UK that is headquartered in the state of Virginia. ( Id. ¶ 24; Second Supp. Decl. of Jeffrey Day (" Second Supp. Day Decl." ), ECF No. 60-1, ¶ 5.) At this stage of the litigation, the events surrounding the accident and the extent of Alkanani's injury are not at issue. Rather, the question before this Court pertains to whether the Court has personal jurisdiction over Aegis UK, which depends in large part on the extent of the defendant's business activity in the District of Columbia, as described in further detail below.
With respect to nature and scope of Aegis UK's business, the record evidence demonstrates that Aegis UK security guards were stationed in Baghdad to provide security-management and protective services to entities involved in reconstruction efforts in Iraq pursuant to a contract that the U.S. Department of the Army--a sub-division of the Department of Defense--had awarded to Aegis UK. ( See Day Decl. ¶ ¶ 6-8 (referencing Contract No. W911SO-04-S-003 (the " Contract" )).). Further, the parties negotiated and executed the Contract outside of the District of Columbia: Aegis UK negotiated the Contract with government officials located in Virginia, and the company signed the Contract in the United Kingdom. ( Id. ¶ 8.) It is also beyond dispute that Aegis UK does not maintain an office, base employees, or keep a bank account in the District of Columbia. ( Id. ¶ ¶ 10-16, 23, 31-32.) Moreover, although Aegis UK owns approximately 99% of Virginia-based subsidiary Aegis LLC (Day Decl. ¶ 38), Aegis LLC manages its operations almost entirely separate from Aegis UK. (Day Decl. ¶ ¶ 26, 29-32.) The undisputed record evidence indicates that the two companies share two board members, but they do not share offices or business locations, and they maintain separate payrolls. ( Id. ¶ ¶ 23, 28, 30-32.)
B. Procedural Background
Alkanani filed the instant complaint on August 24, 2009, and served the complaint on Aegis UK by having it delivered to the company's offices in London. ( See Return of Service/Aff., ECF No. 9.) The five-count complaint alleges that Aegis UK and Aegis LLC are liable for: (1) negligence, (2) negligence in hiring training and supervision, (3) intentional infliction of emotional distress, (4) negligent infliction of emotional distress, and (5) gross negligence. (Compl. ¶ ¶ 54-71.)
In their required joint statement to the Court submitted under Federal Rule of Civil Procedure 16, both Defendants represented an intent to file a dispositive motion in this matter: Aegis UK stated that it intended to seek dismissal for lack of personal jurisdiction, while Aegis LLC stated that it intended to file a motion for summary judgment on the grounds that it was an improper party. (Joint Report to the Court Pursuant to D. D.C. Loc. Civ. R. 16.3(c), ECF No. 8, at 2.) The Court permitted the
parties to engage in limited discovery regarding these threshold issues. ( See Scheduling Order, ECF No. 10, ¶ 1 (allowing for discovery " limited to issues raised in" the " motions mentioned in" the parties' joint report).) At the close of that limited discovery period, Aegis LLC filed a motion for summary judgment, contending that there is no basis for holding Aegis LLC liable for the tort of its parent company, Aegis UK (Aegis LLC's Mot. for Summ. J., ECF No. 47), and Aegis UK filed a motion to dismiss for lack of personal jurisdiction ( see Def.'s Mot. at 1).
The Court referred both motions directly to Magistrate Judge Kay (ECF No. 46), who ultimately recommended that this Court grant both motions. ( See Report and Recommendation; Report and Recommendation Regarding Summ. J., ECF No. 61.) Neither party objected to Magistrate Judge Kay's recommendation that the Court grant Aegis LLC's motion for summary judgment, and this Court adopted that recommendation, agreeing with Magistrate Judge Kay's conclusion that Alkanani had failed to establish that any theory--including alter ego theory, successor liability theory, or agency theory--supported Aegis LLC's legal liability for the acts of its parent company, Aegis UK. Alkanani v. Aegis Def. Servs., LLC, No. 09-CV-1607, 2013 WL 5203613, at *1 (D.D.C. Sept. 16, 2013).
Alkanani did object, however, to Magistrate Judge Kay's recommendation that this Court grant Aegis UK's motion to dismiss for lack of personal jurisdiction. ( See Pl.'s Objections at 5-6.) On September 4, 2013, Aegis UK filed a response to Alkanani's objection. (Def.'s Resp. to Pl.'s Objections, ECF No. 64.) In addition, on January 21, 2014, Aegis UK submitted a letter notifying this Court of the Supreme Court's recent decision on general jurisdiction in Daimler AG v. Bauman, 134 S.Ct. 746, 187 L.Ed.2d 624 (2014), ( see Def.'s Notice of Suppl. Auth., ECF No. 66), and Alkanani responded to that correspondence. (Pl.'s Resp. re Notice of Suppl. Auth., ECF No. 67.) Thus, before this Court at present is Aegis UK's motion to dismiss for lack of personal jurisdiction, Magistrate Judge Kay's Report recommending that this Court dismiss the case for lack of personal jurisdiction, Alkanani's objections to the magistrate judge's report, Aegis UK's letter noting supplemental authority, and Alkanani's response to Aegis UK's correspondence.
II. LEGAL FRAMEWORK
A. Motions To Dismiss For Lack Of Personal Jurisdiction Pursuant To Rule 12(b)(2)
Aegis UK seeks to dismiss this case pursuant to Federal Rule of Civil Procedure 12(b)(2) on the grounds that the court lacks personal jurisdiction over the company. Rule 12(b)(2) specifically " authorizes a motion to dismiss based upon the traditional defense that the court lacks jurisdiction over the defendant's person, which raises a question as to whether the controversy or defendant has sufficient contact with the forum to give the court the right to exercise judicial power over defendant." Wiggins v. Equifax Inc., 853 F.Supp. 500, 501
(D.D.C. 1994) (citation omitted). The question regarding whether a defendant has sufficient forum contacts " typically implicates a [state's] jurisdictional statute or rule and also quite frequently the Due Process Clause of the Constitution as well." 5B Charles A. Wright & Arthur R. Miller, Federal Practice And Procedure § 1351, at 266 (3d ed. 2004). Indeed, the Supreme Court recently confirmed that " [f]ederal courts ordinarily follow state law in determining the bounds of their jurisdiction over persons." Daimler, 134 S.Ct. at 753 (citation omitted)).
As relevant here, the District of Columbia has " long-arm" and service statutes that speak to the exercise of personal jurisdiction over foreign individuals and entities. See D.C. Code § 13-423 (long-arm statute); id. § 13-334 (service on foreign corporations). In short, D.C. law authorizes personal jurisdiction over foreign corporations in two ways:
a foreign corporation, acting directly or through an agent, is subject to personal jurisdiction in the District if, among other things, it has " transact[ed] any business" here. D.C. Code § 13-423(a)(2001). When jurisdiction is based on this section, the claim for relief must " arise[ ] from" the acts conferring jurisdiction over the defendant. D.C. Code § 13-423(b). This is sometimes referred to as specific jurisdiction. In the alternative, D.C. Code § 13-334(a) may confer general jurisdiction over corporations " doing business" in the District of Columbia.
Gonzalez v. Internacional De Elevadores, S.A., 891 A.2d 227, 232 (D.C. 2006) (alterations in original). As explained further below, specific jurisdiction requires a nexus between a foreign corporation's particular contact with the forum state and the claim that the plaintiff asserts. See Novak-Canzeri v. Saud, 864 F.Supp. 203, 206 (D.D.C. 1994) (citation omitted). General jurisdiction, on the other hand, permits the plaintiff to bring any sort of claim against a foreign corporation in D.C.--" regardless of whether [the defendant's] contacts gave rise to the claim in the particular case[,]" --so long as the defendant has " sufficiently systematic and continuous contacts with the forum state" such that it is fair for the forum's courts to entertain any claim against the entity. Brooks v. Harris, 808 F.Supp.2d 206, 208 (D.D.C. 2011). This means that, in D.C. as elsewhere, there is a practical distinction between the exercise of personal jurisdiction over a foreign corporation based on its " doing business when that term signals local activity sufficient to support all-purpose (general) jurisdiction over a defendant[,]" and the exercise of personal jurisdiction over a corporation that is transacting business, [when] invoked as a basis for specific adjudicatory authority over claims relating to the very business transacted[.]" Crane v. Carr, 814 F.2d 758, 763, 259 U.S.App. D.C. 229 (D.C. Cir. 1987) (emphasis added) (internal quotation marks and citation omitted).
With respect to constitutional requirements, an exercise of personal jurisdiction is ordinarily considered to comply with Due Process if the defendant has sufficient contacts with the forum such that exercising jurisdiction over the defendant would comport with " traditional notions of fair play and substantial justice." Int'l Shoe Co. v. Washington, 326 U.S. 310, 316, 66 S.Ct. 154, 90 L.Ed. 95 (1945) (citation omitted); see also Burger King Corp. v. Rudzewicz, 471 U.S. 462, 474, 105 S.Ct. 2174, 85 L.Ed.2d 528 (1985) (explaining that due process requires " minimum contacts" ). District of Columbia courts have clarified that the Due Process Clause presents no additional hurdle for a plaintiff who can demonstrate that the defendant
meets either the " transacting business" test of D.C. Code § 13-423(a)(1) or is " doing business" in the District for the purpose of § 13-334(a). Thus, a D.C. court need only engage in a single analysis of the defendant's contacts with the District of Columbia under the standards established in the long-arm and service statutes because sufficient contacts under the D.C. Code and proper service is all that Due Process requires. See Gorman v. Ameritrade Holding Corp., 293 F.3d 506, 513, 352 U.S.App. D.C. 229 (D.C. Cir. 2002); Shoppers Food Warehouse v. Moreno, 746 A.2d 320, 329-30 (D.C. 2000).
When personal jurisdiction is challenged, the plaintiff must demonstrate that each defendant is subject to personal jurisdiction in the forum. See Crane v. N.Y. Zoological Soc'y, 894 F.2d 454, 456, 282 U.S.App. D.C. 295 (D.C. Cir. 1990) (citation omitted). The plaintiff bears the " burden of establishing a factual basis for the [Court's] exercise of personal jurisdiction over the defendant[,]" Shibeshi v. United States, 932 F.Supp.2d 1, 2 (D.D.C. 2013) (alteration in original) (quoting Crane, 894 F.2d at 456), and to meet that burden, the plaintiff " must allege specific facts connecting [the] defendant with the forum[.]" Second Amendment Found. v. U.S. Conference of Mayors, 274 F.3d 521, 524, 348 U.S.App. D.C. 238 (D.C. Cir. 2001) (first alteration in original) (citation omitted). If the plaintiff contends that the court has specific jurisdiction-- i.e., that his claim arises from a specific contact that the defendant had with the forum--plaintiff must allege facts demonstrating that the nonresident defendant had contact with the forum and that that contact bears a " discernable relationship" to the plaintiff's claim. Shoppers Food Warehouse, 746 A.2d at 333. Alternatively, where ...