United States District Court, D. Arizona
G. Campbell, United States District Judge.
Sarah Nathreen Nakanwagi filed a complaint against Defendant
Tenet Healthcare Corporation seeking monetary damages for
alleged tortious conduct. Doc. 13. Defendant has filed a
motion to dismiss for lack of personal jurisdiction pursuant
to Rule 12(b)(2) of the Federal Rules of Civil Procedure.
Doc. 30. The motion is fully briefed (Docs. 30, 37, 38), and
the Court concludes that oral argument is not necessary. For
the reasons set forth below, the Court will grant
Defendant's motion to dismiss.
is a Nevada corporation with its principal place of business
in Dallas, Texas. Doc. 30 at 3. Defendant is the parent
corporation of VHS Acquisition Corporation, a wholly owned
subsidiary. Id. VHS is an Arizona corporation which
“owns, operates and does business as Maryvale
Hospital” in Arizona. Id. Plaintiff - a
legal permanent resident domiciled in Arizona - was allegedly
injured when she received treatment for menstrual pain at
Maryvale Hospital on January 11, 2015. Doc. 13, ¶¶
a defendant moves to dismiss for lack of personal
jurisdiction, the plaintiff bears the burden of demonstrating
that the court has jurisdiction over the defendant.”
Pebble Beach Co. v. Caddy, 453 F.3d 1151, 1154 (9th
Cir. 2006). “Where, as here, the defendant's motion
is based on written materials rather than an evidentiary
hearing, the plaintiff need only make a prima facie showing
of jurisdictional facts to withstand the motion to
dismiss.” Mavrix Photo, Inc. v. Brand Techs.,
Inc., 647 F.3d 1218, 1223 (9th Cir. 2011). “The
plaintiff cannot ‘simply rest on the bare allegations
of its complaint, ' but uncontroverted allegations in the
complaint must be taken as true.” Id. (quoting
Schwarzenegger v. Fred Martin Motor Co., 374 F.3d
797, 800 (9th Cir. 2004)). The Court may not assume the truth
of allegations in a pleading that are contradicted by an
affidavit, but factual disputes are resolved in
Plaintiff's favor. Id.
courts ordinarily follow state law in determining the bounds
of their jurisdiction over persons.” Walden v.
Fiore, 134 S.Ct. 1115, 1121 (2014) (citation omitted).
Arizona has authorized its courts to exercise jurisdiction to
the maximum extent permitted by the Due Process Clause of the
U.S. Constitution. See Ariz. R. Civ. P. 4.2(a).
Thus, courts in the District of Arizona may exercise
jurisdiction over a defendant who is not physically present
in Arizona if the defendant has minimum contacts with the
State, such that the suit can be maintained without offending
traditional notions of fair play and substantial justice.
Int'l Shoe Co. v. Washington, 326 U.S. 310, 316
Court may assert “general” personal jurisdiction
over a defendant whose activities in the forum state are
substantial or continuous and systematic, even if the
plaintiff's claims are unrelated to those activities.
See Haisten v. Grass Valley Med. Reimbursement Fund,
Ltd., 784 F.2d 1392, 1396 (9th Cir. 1986) (citing
Data Disc, Inc. v. Syst. Tech. Assoc., Inc., 557
F.2d 1289, 1287 (9th Cir. 1977)). Alternatively,
“specific” personal jurisdiction can be
established when the defendant purposely directed conduct at
the forum, the claim arises out of the defendant's
forum-related activities, and the exercise of jurisdiction
comports with fair play and substantial justice. Mavrix
Photo, 647 F.3d at 1227-28. The first requirement -
purposeful direction - can be satisfied when a defendant (1)
commits an intentional act, (2) expressly aimed at the forum,
(3) which causes foreseeable harm in the forum. Id.
This test is sometimes referred to as the “effects
effects test does not “stand for the broad proposition
that a foreign act with foreseeable effects in the forum
state always gives rise to specific jurisdiction.”
Wash. Shoe Co. v. A-Z Sporting Goods Inc., 704 F.3d
668, 675 (9th Cir. 2012) (citation and quotation marks
omitted). Nor does the effects test mean that specific
jurisdiction may be based solely on a defendant's
knowledge that the subject of his tortious activity resides
in a particular state. See Walden, 134 S.Ct. at
1125. “The proper question is not where the plaintiff
experienced a particular injury or effect but whether the
defendant's conduct connects him to the forum in a
meaningful way.” Id.
argues that it is not subject to this Court's general
jurisdiction because Defendant is not at home in Arizona, and
is not subject to specific jurisdiction because
Plaintiff's claims do not arise out of Defendant's
activities in the State. Doc. 30. Plaintiff does not allege
that Defendant has had any direct contact with the forum.
Rather, Plaintiff relies on the parent-subsidiary
relationship between Defendant and Maryvale Hospital. Doc.
37, ¶ 12. Plaintiff argues that “Tenet is subject
to jurisdiction in Arizona in light of having entered into a
carefully structured parent-subsidiary relationship that
envisioned continuing and wide-reaching contacts with the
healthcare system in Arizona.” Id. Plaintiff
also argues that Defendant has such pervasive control over
Maryvale hospital that Maryvale is Defendant's
“agent, instrumentality, or alter-ego.”
Id., ¶¶ 17, 19. As a result, Plaintiff
claims, Maryvale's contacts in Arizona can be attributed
to Defendant for purposes of asserting personal jurisdiction.
Id., ¶¶ 20, 31-32. Defendant does not
dispute that Maryvale hospital is a wholly owned subsidiary
of Defendant, but maintains that Defendant and Maryvale
hospital are distinct corporate entities. Doc. 38 at 8. Thus,
the only question before this Court is whether Maryvale's
contacts with Arizona can be attributed to Defendant.
agency theory cannot succeed. The Ninth Circuit once
recognized an agency theory for personal jurisdiction,
Doe v. Unocal Corp., 248 F.3d 915, 928 (9th Cir.
2001), but the Supreme Court rejected that theory, noting
that it would “subject foreign corporations to general
jurisdiction whenever they have an instate subsidiary or
affiliate, ” Daimler AG v. Bauman, 134 S.Ct.
746, 760 (2014). The Court therefore will focus only on
Plaintiff's alter ego argument.
Alter Ego Choice of Law.
parties do not address what law should govern the alter ego
analysis. Plaintiff cites cases from a range of circuits and
district courts. Defendant relies primarily on two cases from
the Ninth Circuit, Doe v. Unocal Corp., 248 F.3d 915
(9th Cir. 2001), and Ranza v. Nike, 793 F.3d 1059
(9th Cir. 2015). Unocal looked mostly to California
law, but also cited federal court decisions from New York,
Illinois, Delaware, and Florida. See Unocal, 248
F.3d at 926-27. Ranza applies the alter ego standard
set forth in Unocal. See Ranza, 793 F.3d ...