Bluebell Bus. Ltd. v. Jones

BLUEBELL BUSINESS LIMITED, Plaintiff, v. MICHAEL JONES, Defendant.

Civil Case No. RDB 17-2150

UNITED STATES DISTRICT COURT FOR THE DISTRICT OF MARYLAND

August 7, 2018

MEMORANDUM OPINION

This case arises from a jet leasing contract between the Plaintiff Bluebell Business Limited ("Plaintiff" or "Bluebell") and Defendant Michael Jones. Bluebell is an Isle of Man company, and the leasing contract with Jones, a U.S. citizen, stipulates that the agreement shall be governed by English law. On January 25, 2017, Bluebell obtained a default judgment in its favor in the United Kingdom's High Court of Justice, Queen's Bench Division, Case No. HQ16X03208 (the "U.K. Action"). The foreign default judgement ("U.K. Judgment") was entered in favor of Bluebell in the amount of $430,371.56 plus interest. (ECF No. 1-2.) On July 31, 2017, Plaintiff filed a Complaint (ECF No. 1) in this Court seeking recognition and enforcement of the U.K. Judgment pursuant to the Maryland Uniform Foreign Money-Judgment Recognition Act, Md. Code Ann., Courts & Judicial Proceedings §§ 10-701 et seq., and the Maryland Uniform Enforcement of Foreign Judgment Act, Md. Code Ann., Courts & Judicial Proceedings, §§ 11-801 et seq. On November 11, 2017, pro se Defendant Michael Jones filed an Answer generally denying the Plaintiff's claims, asserting a number of defenses under the Maryland Uniform Foreign Money-Judgment Recognition Act, §§ 10-701 et seq., and raising various counterclaims related to the lease agreement. (ECF No. 9.)¹

Pending now are Plaintiff's Motion to Bifurcate Complaint from Counterclaim (ECF No. 14), Plaintiff's Motion to Amend/Correct Complaint (ECF No. 21), Defendant's Motion to Dismiss (ECF No. 25), and Defendant's two Motions for Joinder of Parties (ECF Nos. 31-32). The parties' submissions have been reviewed and no hearing is necessary. See Local Rule 105.6 (D. Md. 2016). For the reasons set forth below, Defendant's Motion to Dismiss (ECF No. 25) is DENIED; Plaintiff's Motion to Amend/Correct Complaint (ECF No. 21) is GRANTED; Plaintiff's Motion to Bifurcate Counterclaims (ECF No. 14) is GRANTED; and Plaintiff's own breach of contract claim (Count III in Plaintiff's Amended Complaint) will also be bifurcated. In addition, Defendant's Motions for Joinder of Parties (ECF Nos. 31-32) are DENIED WITH PREJUDICE IN PART and DENIED WITHOUT PREJUDICE IN PART. Specifically, the Motions for Joinder (ECF Nos. 31, 32) are DENIED WITH PREJUDICE as to Susan Kopacz, Johan Eliasch, and the N198GS Inc., Trust. The Motions for Joinder (ECF Nos. 31, 32) are DENIED WITHOUT PREJUDICE as to Justin Jenkins and Jet Evolutions, LLC. The Parties shall jointly submit a proposed briefing schedule, to address personal jurisdiction, on a renewed Motion for Joinder as to Justin Jenkins and Jet Evolutions, LCC. Finally, Plaintiff has 14 days to update its Corporate Disclosure Statement in accordance with this Memorandum Opinion.

BACKGROUND

On June 11, 2015, Bluebell and IBX Jets, LLC ("IBX") entered into a written agreement regarding a Gulfstream Aviation model G-IV aircraft ("the aircraft"), FAA Registration No. NI98GS, Airframe Serial No. 1098 (G-IV), pursuant to which Bluebell agreed to lease the aircraft to IBX. (Aircraft Lease Agreement, ECF No. 1-1 at 20-45.) Bluebell alleges that the Defendant Michael Jones was an owner of IBX and a guarantor of its obligations to the Plaintiff. (ECF No. 1 at ¶ 8; ECF No. 1-1 at 59.) The lease at issue in this case was to commence on July 1, 2015 and last for a period of 41 months. (Id. at 20.) According to the Plaintiff, the parties agreed to an amendment on September 18, 2015 whereby the lease's commencement and expiration dates would be extended. (U.K. Particulars of Claim, ECF No. 1-1 at 12.) Defendant contends that he did not voluntarily agree to this amendment. (ECF No. 9 at 3.) The aircraft was delivered to Jones on September 18, 2015, at which time he paid Plaintiff in the amount of two monthly installments. (ECF No. 1-1 at 7.)

According to the Plaintiff, Defendant failed to pay monthly invoices, late fees, supplemental invoices for additional usage, and an invoice for costs incurred during a four-day stay at Landmark Aviation IAD at Washington Dulles International Airport. (Id. at 14.) As a result, Bluebell retook possession of the aircraft in March 2016 under the default provision of the lease. (Id.)

On September 14, 2016, Plaintiff initiated an action in the United Kingdom's High Court of Justice, Queen's Bench Division seeking monetary damages of £333,587.64, or $430,371.56. (ECF No. 1 at 3; ECF No. 1-1 at 1.) Plaintiff alleges that on October 23, 2017papers initiating the U.K. Action were served at 2808 Deerfield Court, Ellicott City, Maryland 21043 on Christopher Jones, Defendant's brother, who reportedly told the courier that Defendant Michael Jones also resided at the Ellicott City address. (ECF No. 1 at 3; Certificate of Service, ECF No. 1-1 at 60-62; Affidavit of Service, ECF No. 1-1 at 63-67.) On January 25, 2017, the U.K. court entered a default judgment against Defendant in the amount of $430,371.56, with interest at a rate of 5% above the U.S. Dollar 30-day Libor, which was 0.53% at the date of issuance of the judgment. (ECF No. 1 at 3.)

On July 31, 2017, Plaintiff filed a Complaint in this Court seeking recognition and enforcement of the foreign judgment pursuant to the Maryland Uniform Foreign Money-Judgment Recognition Act, Md. Code Ann., Courts and Judicial Proceedings §§ 10-701 et seq. ("Recognition Act"), and Maryland Uniform Enforcement of Foreign Judgement Act, Md. Code Ann., Courts and Judicial Proceedings, §§ 11-801 et seq.

On November, 15, 2017, Jones - as a pro se Defendant - filed an Answer to the Complaint. (ECF No. 9.) In his Answer, he generally denied the Plaintiff's claims, asserted a number of defenses under the Recognition Act, and raised various counterclaims related to the underlying transaction. (Id.) On November 29, 2017, Plaintiff filed a Motion to Bifurcate Plaintiff's Claim for Recognition of Foreign Judgment from Defendant's Counterclaims (ECF No. 14), and this motion has been fully briefed. (See ECF Nos. 18, 19.)

Defendant filed an Amended Answer (ECF No. 20) on December 27, 2017 pursuant to Rule 15(a)(1)(B) of the Federal Rules of Civil Procedure. This Amended Answer differs from the original Answer in numerous respects. First, the Amended Answer includes a "request for joinder" of (a) N198GS Inc., Trust, (b) Justin Jenkins individually, and (c) JetEvolutions, LLC. (Id. at ¶¶ 2-3.) Second, Mr. Jones "objects to the Plaintiff's Corporate Disclosure Statement (ECF No. 3) as it falsely presents the Plaintiff as a sole entity without a parent corporation or other relevant corporate affiliations" as required by Local Rule 103.3. (ECF No. 20 at ¶ 4.) Third, Defendant asserts additional defenses under the Recognition Act. (See id. at ¶¶ 11-45.) Fourth, while some of the purported "defenses" appear to overlap with his original counterclaims and while the Amended Answer requests "consideration of the Defendant's counterclaims," the Amended Answer does not itself contain a "Counterclaims" section. (Id. at 17.)²

On January 2, 2018, Plaintiff filed a Motion to Amend/Correct Complaint (ECF No. 21), which has been fully briefed. (See ECF Nos. 23, 24.) On March 19, 2018, Defendant filed a Motion to Dismiss (ECF No. 25), which has been fully briefed. (See ECF Nos. 27, 28.) On June 20, 2018, Defendant filed two Motions for Joinder of Parties. (ECF Nos. 31-32.) Plaintiff filed a consolidated response on July 3, 2018 (EFC No. 38), and Defendant replied on July 18, 2018. (ECF No. 39.)³

Pending now are Plaintiff's Motion to Bifurcate Counterclaims (ECF No. 14), Plaintiff's Motion to Amend/Correct Complaint (ECF No. 21), Defendant's Motion to Dismiss (ECF No. 25), and Defendant's Motions for Joinder of Parties (ECF Nos. 31-32).

STANDARDS OF REVIEW

As a general matter, when a litigant proceeds pro se, their filings should be "liberally construed" and "held to less stringent standards than formal pleadings drafted by lawyers." Erickson v. Pardus, 551 U.S. 89, 94 (2007) (citation omitted).

I. Motion to Dismiss

Under Rule 8(a)(2) of the Federal Rules of Civil Procedure, a complaint must contain a "short and plain statement of the claim showing that the pleader is entitled to relief." Fed. R. Civ. P. 8(a)(2). Rule 12(b)(6) authorizes the dismissal of a complaint if it "fail[s] to state a claim upon which relief can be granted." Fed. R. Civ. P. 12(b)(6). The purpose of Rule 12(b)(6) is "to test the sufficiency of a complaint and not to resolve contests surrounding the facts, the merits of a claim, or the applicability of defenses." Presley v. City of Charlottesville, 464 F.3d 480, 483 (4th Cir. 2006); see also Gomes v. Valley Cmty. Servs. Bd., 822 F.3d 159, 165-66 (4th Cir. 2016). Generally, to withstand a motion to dismiss, "a complaint must contain sufficient factual matter, accepted as true, to state a claim to relief that is plausible on its face." Ashcroft v. Iqbal, 556 U.S. 662, 678, 129 S.Ct. 1937, 1949 (2009) (internal quotations and citation omitted). In reviewing a motion to dismiss under Rule 12(b)(6), the Court may consider "documents incorporated into the complaint by reference, and matters of which a court may take judicial notice." Tellabs, Inc. v. Makor Issues & Rights, Ltd., 551 U.S. 308, 322 (2007).

II. Motion to Amend Complaint

Under Rule 15 of the Federal Rules of Civil Procedure, a party may amend a pleading once as a matter of course within "21 days after service of a responsive pleading," if such aresponse is required. Fed. R. Cvi. P. 15(a)(1). After this initial window has passed, "a party may amend its pleading only with the opposing party's written consent or the court's leave. The court should freely give leave when justice so requires." Fed. R. Civ. P. 15(a)(2). The court's discretion in this area should be guided "by the general policy embodied in the Federal Rules...