Legends Title, LLC v. Capital One, Nat'l N.A.

659 F.Supp.3d 637

LEGENDS TITLE, LLC, et al., Plaintiffs, v. CAPITAL ONE, NATIONAL ASSOCIATION., et al., Defendants.

Case No. 1:22-cv-00650-JRR

United States District Court, D. Maryland

Filed March 7, 2023

Brian Ralph Della Rocca, Compass Law Partners, Rockville, MD, for Plaintiffs.

Darrel Thomas, Richmond, CA, Pro Se.

MEMORANDUM OPINION

Julie R. Rubin, United States District Judge

This matter comes before the court on Defendant Capital One, National Association's ("Capital One") Renewed Motion to Dismiss Plaintiff's Amended Complaint (ECF No. 31; the "Motion"). The parties' submissions have been reviewed and no hearing is necessary. Local Rule 105.6 (D. Md. 2021). For the reasons that follow, by accompanying order, the Motion will be granted.

BACKGROUND¹

Plaintiff Legends Title, LLC ("Legends") is a Utah limited liability company and Plaintiff Lori Gagnon is the sole member of Legends (collectively "Plaintiffs"). (ECF No. 28, p. 2 ¶¶ 1-2.) Gagnon is a citizen of Utah. Id. ¶ 2. Capital One, is a federally chartered bank organized under U.S. laws with its main office in Virginia. Id. p. 3 ¶ 3. Defendant Darrel Mark Thomas is a citizen of California. Id. ¶ 4. Defendant Vanfica 07 Inc. ("Vanfica") is incorporated under Florida law with no known operations in the United States. Id. ¶ 4-5.

Plaintiffs allege that Thomas and Vanfica, by way of a phishing scheme, defrauded them into wiring $333,734.98 into an account held by Thomas at Capital One. The Amended Complaint contains seven counts: Intentional Misrepresentation against Thomas (Count 1); Intentional Misrepresentation against Vanfica (Count 2); Civil Conspiracy against Thomas and Vanfica (Count 3); Unjust Enrichment against Thomas (Count 4); Unjust Enrichment against Vanfica (Count 5); Aiding and Abetting against Capital One (Count 6); and Unjust Enrichment against Capital One (Count 7). (ECF No. 28.)

Capital One moves to dismiss the Amended Complaint for lack of personal jurisdiction pursuant to Federal Rules of Civil Procedure 12(b)(2) or, in the alternative, for failure to state a claim pursuant to Rule 12(b)(6). (ECF No. 31-1, p. 2.)

LEGAL STANDARDS

Federal Rule of Civil Procedure 12(b)(2)

"When a court's power to exercise personal jurisdiction over a nonresident defendant is challenged by a motion under Federal Rule of Civil Procedure 12(b)(2), 'the jurisdictional question is to be resolved by the judge, with the burden on the plaintiff ultimately to prove grounds for jurisdiction by a preponderance of the evidence.' " CoStar Realty Info., Inc. v. Meissner, 604 F. Supp. 2d 757, 763 (D. Md. 2009) (quoting Carefirst of Maryland, Inc. v. Carefirst Pregnancy Ctrs., Inc., 334 F.3d 390, 396 (4th Cir. 2003)) (citations omitted). "If jurisdiction turns on disputed facts, the court may resolve the challenge after a separate evidentiary hearing or may defer ruling pending receipt at trial of evidence relevant to the jurisdictional question." 604 F. Supp. 2d at 763 (citing Combs v. Bakker, 886 F.2d 673, 676 (4th Cir. 1989)). "If the court chooses to rule without conducting an evidentiary hearing, relying solely on the basis of the complaint, affidavits and discovery materials, 'the plaintiff need only make prima facie showing of personal jurisdiction.' " Id. (quoting Carefirst, 334 F.3d at 396) (citations omitted). "In determining whether the plaintiff has proven a prima facie case of personal jurisdiction the court 'must draw all reasonable inferences arising from the proof, and resolve all factual disputes, in the plaintiff's favor.' " Id. (citing Mylan Labs., Inc. v. Akzo, N.V., 2 F.3d 56, 60 (4th Cir. 1993)) (citations omitted).

Federal Rule of Civil Procedure 12(b)(6)

A motion asserted under Rule 12(b)(6) "tests the legal sufficiency of a complaint." It does not "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) (quoting Edwards v. City of Goldsboro, 178 F.3d 231, 243 (4th Cir. 1999)). Accordingly, a "Rule 12(b)(6) motion should only be granted if, after accepting all well-pleaded allegations in the plaintiff's complaint as true and drawing all reasonable factual inferences from those facts in the plaintiff's favor, it appears certain that the plaintiff cannot prove any set of facts in support of his claim entitling him to relief." Edwards, 178 F.3d at 244 (citing Republican Party v. Martin, 980 F.2d 943, 952 (4th Cir. 1992)). The court, however, is "not required to accept as true the legal conclusions set forth in a plaintiff's complaint." Id. (citing District 26, United Mine Workers of Am., Inc. v. Wellmore Coal Corp., 609 F.2d 1083, 1085 (4th Cir. 1979)).

ANALYSIS

I. PERSONAL JURISDICTION - 12(b)(2)

"The requirement that the court have personal jurisdiction . . . springs not from Article III of the Constitution, but from the Due Process Clause." Fidrych v. Marriott Int'l, Inc., 952 F.3d 124, 131 (4th Cir. 2020) (citing Ins. Corp. of Ireland v. Compagnie des Bauxites de Guinee, 456 U.S. 694, 702, 102 S.Ct. 2099, 72 L.Ed.2d 492 (1982)). "Because the personal jurisdiction requirement 'recognizes and protects an individual liberty interest', . . . the requirement may be waived by a defendant's 'express or implied consent to the personal jurisdiction of the court.' " Id. (citing Ins. Corp. of Ireland, 456 U.S. at 703, 102 S.Ct. 2099.) "Absent consent, the exercise of personal jurisdiction must comport with the requirements of the Due Process Clause: valid service of process, as well as . . . minimum contacts with the forum so that the exercise of jurisdiction does not offend traditional notions of fair play and substantial justice." Id. (quoting Hawkins v. i-TV Digitális Távközlési zrt., 935 F.3d 211, 228 (4th Cir. 2019)) (citations omitted). The nature and quantity of forum-state contacts required depends on whether the case involves the exercise of "specific" or "general" jurisdiction. Id.

"A court may assert general jurisdiction over foreign corporations to hear any and all claims against them when their affiliations with the State are so 'continuous and systematic' as to render them essentially at home in the forum State." Goodyear Dunlop Tires Operations, S.A., v. Brown, 564 U.S. 915, 919, 131 S.Ct. 2846, 180 L.Ed.2d 796 (2011) (citing International Shoe Co. v. Washington, 326 U.S. 310, 317, 66 S.Ct. 154, 90 L.Ed. 95 (1945)). Specific jurisdiction depends on an " 'affiliatio[n] between the forum and the underlying controversy,' principally, activity or an occurrence that takes place in the forum State and is therefore subject to the State's regulation." Id. (quoting von Mehren & Trautman, Jurisdiction to Adjudicate: A Suggested Analysis, 79 HARV. L. REV. 1121, 1136 (1966)). Plaintiffs do not contend the court has specific jurisdiction over Capital One; rather, they proceed on grounds of general jurisdiction. (ECF No. 33, p. 4.) And Defendant's challenge pertains to general jurisdiction.

A. Section 6-103(b)(4) of the Maryland Long Arm Statute and Due Process

Under Federal Rule of Civil Procedure 4(k)(1)(A), a federal court may exercise personal jurisdiction over a defendant in the manner provided by state law. ESAB Group, Inc. v. Centricut, Inc., 126 F.3d 617, 622 (4th Cir. 1997). The parties agree that Capital One is a non-resident defendant corporation. In order for the court to assert personal jurisdiction over a nonresident defendant, two conditions must be satisfied: (1) the exercise of jurisdiction must be authorized under the state's long-arm statute; and (2) the exercise of jurisdiction must comport with the due process requirements of the Fourteenth Amendment. Christian Sci. Bd. Of Dirs. Of the First Church of Christ v. Nolan, 259 F.3d 209, 215 (4th Cir. 2001). This court accepts as binding Maryland courts' interpretation with regard to the state's long-arm statute. Mylan Labs., Inc. v. Akzo, N.V., 2 F.3d 56, 61 (4th Cir. 1993). It is well settled in Maryland that the state's long-arm statute is coextensive with the limits of personal jurisdiction set by the due process clause of the Constitution. Mohamed v. Michael, 279 Md. 653, 370 A.2d 551 (1977). Thus, this court's statutory and constitutional inquiry is merged for purposes of establishing personal jurisdiction. Stover v. O'Connell Assocs., Inc., 84 F.3d 132, 135 (4th Cir. 1996).

Maryland's Long-Arm Statute provides:

(a) If jurisdiction over a person is based solely upon this section, he may be sued only on a cause of action arising from any act enumerated in this section.

(b) A court may exercise personal jurisdiction over a person, who directly or by an agent:

(1) Transacts any business or performs any character of work or service in the State;

(2) Contracts to supply goods, food, services, or manufactured products in the State;

(3) Causes tortious injury in the State by an act or omission in the State;

(4) Causes tortious injury in the State or outside of the State by an act or omission outside the State if he regularly does or solicits business, engages in any other persistent course of conduct in the State or derives substantial revenue from goods, food, services, or manufactured products used or consumed in the State;

(5) Has an interest in, uses, or possesses real property in the State; or (6) Contracts to insure or act as surety for, or on, any person, property, risk, contract, obligation, or agreement located, executed, or to be performed within the State at the time the contract is made, unless the parties otherwise provide in writing.

MD. CTS. & JUD. PROC. §§ 6-103(a) and (b).

Maryland's long-arm statute requires Plaintiffs to identify the section of the long-arm statute on which they rely. MD. CODE ANN., CTS. & JUD. PROC. § 6-103(a); Ottenheimer Publishers, Inc. v. Playmore, Inc., 158 F. Supp. 2d 649, 652 (D. Md. 2001) ("[i]t is nonetheless necessary first to identify a specific Maryland statutory provision authorizing jurisdiction . . ."). This requirement can be met through a...