United States District Court, District of Columbia
E. BOASBERG UNITED STATES DISTRICT JUDGE
last year, Plaintiffs Petworth Holdings, LLC and John Formant
filed suit in this Court asserting that a local statute
regulating certain gas stations in the District of Columbia
violates the Fifth Amendment to the United States
Constitution. Citing an intervening change in the law
governing Fifth Amendment challenges, Plaintiffs now move to
amend their Complaint to add a new claim under 42 U.S.C.
§ 1983 and a new defendant, the District of Columbia.
This change would allow them to pursue monetary damages, as
opposed to merely injunctive and declaratory relief. Because
Plaintiffs have offered a plausible rationale for their
delay, no prejudice would accrue from such an amendment, and
Defendants have failed to establish futility, the Court will
grant the Motion.
are the owners of a property on which currently sits a
full-service Shell gas station. See Compl.,
¶¶ 3-6. As the Court described in its prior
Opinion, they allege that certain recent amendments to a
longstanding D.C. statute that regulates the alteration and
conversion of such gas stations in the District have
unconstitutionally impeded their ability to sell this
property. See Petworth Holdings, LLC v. Bowser, 308
F.Supp.3d 347, 350-51 (D.D.C. 2018). The Act as amended
provides: “No retail service station which is operated
as a full service retail service station on or after April
19, 1977, may be discontinued, nor may be structurally
altered, modified or otherwise converted . . . into a non
full service facility or into any other use.” D.C. Code
§ 36-304.01(b). Plaintiffs allege that the Act now
prevents property owners such as themselves from selling
their land because potential purchasers do not want to
operate a full-service gas station “in
perpetuity.” Compl., ¶ 36.
originally filed their Complaint in January 2018, seeking a
declaration that the Act violates the Fifth and Thirteenth
Amendments to the United States Constitution and an
injunction barring the City from enforcing it. Defendants
moved to dismiss. In April 2018, the Court granted
Defendants' Motion as to Plaintiffs' Thirteenth
Amendment claim only. In doing so, the Court held that
Plaintiffs had sufficiently pled that the Act
“frustrated their reasonable investment
expectations” for their property and had thereby stated
a plausible Fifth Amendment claim. See Petworth, 308
F.Supp.3d at 357. The parties proceeded to discovery, which
is not yet complete.
noted above, Plaintiffs have recently moved to amend their
Complaint, seeking to add the District of Columbia as a
defendant and a new claim under 42 U.S.C. § 1983.
Defendants consent to the former proposed addition but oppose
the latter, which the Court now resolves. See ECF
No. 36 (Opp.) at 3 n.4.
plaintiff may amend her complaint once as a matter of right
within 21 days of serving it or within 21 days of being
served a responsive pleading. See Fed.R.Civ.P.
15(a)(1). Otherwise, a plaintiff must seek consent from the
defendant or leave from the court. See Fed.R.Civ.P.
15(a)(2). In such circumstances, however, the Court ought to
“freely give leave [to amend a pleading] when justice
so requires.” Id. The Supreme Court has
instructed that leave to amend should accordingly be granted
“[i]n the absence of . . . undue delay, bad faith or
dilatory motive on the part of the movant, repeated failure
to cure deficiencies by amendments previously allowed, undue
prejudice to the opposing party by virtue of allowance of the
amendment, [or] futility of amendment.” Foman v.
Davis, 371 U.S. 178, 182 (1962). In this Circuit,
“[a]lthough the grant or denial of leave to amend is
committed to a district court's discretion, it is an
abuse of discretion to deny leave to amend unless there is
sufficient reason.” Firestone v. Firestone, 76
F.3d 1205, 1208 (D.C. Cir. 1996) (citing Foman, 371
U.S. at 182). Under Rule 15(a), “the non-movant
generally carries the burden in persuading the court to deny
leave to amend.” Nwachukwu v. Karl, 222 F.R.D.
208, 211 (D.D.C. 2004).
argue that Plaintiffs' proposed amended Complaint is
unduly delayed, unfairly prejudicial, and futile. The Court
considers each of these arguments in turn.
first assert that Plaintiffs' Motion to Amend - filed
about twenty months after their Complaint - should be
rejected because they exhibited undue delay in filing it.
Delay, indeed, “is a valid reason to reject a
party's attempt to add a new theory of liability to a
complaint.” Elkins v. District of Columbia,
690 F.3d 554, 565 (D.C. Cir. 2012). But the delay must be
“undue” - that is, the reason for the
delay is pertinent to the determination of whether leave to
amend should be granted. See Williamsburg Wax Museum,
Inc. v. Historic Figures, Inc., 810 F.2d 243, 247-48
(D.C. Cir. 1987) (affirming denial of leave to amend when
plaintiff “offered no explanation for its
tardiness”). To justify their delay here, Plaintiffs
point to a Supreme Court decision issued just a few months
ago, which they argue cleared the way for their proposed
amendment. See ECF No. 35 (Pl. Motion to Amend) at 1
(citing Knick v. Township of Scott, 139 S.Ct. 2162
of background, in Williamson County Regional Planning
Commission v. Hamilton Bank, 473 U.S. 172 (1985), the
Supreme Court reversed the granting of a jury award of $350,
000 to a plaintiff who had brought a takings claim against a
regional planning commission under § 1983. In doing so,
the Court held that plaintiffs could not bring certain
takings claims in federal court against state or local
governments before seeking “compensation [for that
taking of property] through the procedures the State has
provided for doing so.” Id. at 194-96.
Knick, however, overturned Williamson
County and explicitly eliminated any “exhaustion
requirement for § 1983 takings claims.” 139 S.Ct.
at 2172. The Court instead held that “a property owner
may bring a Fifth Amendment claim under § 1983 upon the
taking of his property without just compensation by a local
government” and need not first seek compensation
through state-provided procedures. Id. at 2179.
Plaintiffs therefore argue that Knick
“represents a change in the law” that justifies
their addition of a § 1983 claim to their Complaint.
See Pl. Motion to Amend at 1-2.
Court concurs with Plaintiffs that the Knick
decision, at a minimum, clarified their litigation options
respecting their takings challenge, plausibly excusing their
not including such a claim in their original Complaint. It is
true that prior to Knick, courts had sometimes
waived Williamson County's exhaustion
requirement (and perhaps this Court would have done the same
had Plaintiffs originally brought a § 1983 claim), but
even then, confusion reigned among the lower courts as to
when, if at all, such waiver could occur. For example, courts
were split as to whether facial - as distinct from as-applied
- takings claims were exempt from WilliamsonCounty's state-litigation requirements.
Compare Conjunta del Seguro de Responsabilidad
Obligatorio v. Flores Glarza, 484 F.3d 1, 14 (1st Cir.
2007) (holding that “facial statutory challenges”
are not blocked by Williamson County's
state-litigation requirement), with Alto Eldorado
Partnership v. County of Santa Fe, 634 F.3d 1170,
1175-77 (10th Cir. 2011) (reaching the opposite conclusion).
Courts were also split as to whether Williamson
County was a “prudential” doctrine (and
thereby discretionary) or “jurisdictional” (and
thereby mandatory). Compare Peters v. Village of
Clifton, 498 F.3d 727, 734 (7th Cir. 2007)
(“Williamson County's ripeness
requirements are prudential in nature.”), with
Snaza v. City of St. Paul, 548 F.3d 1178, 1182 (8th Cir.
2008) (“We have held that Williamson ...