Inc. v. Auk Ta Shaa Discovery, LLC

          ORDER GRANTING DEFENDANT’S MOTION TO DISMISS FOR LACK OF PERSONAL JURISDICTION RE: ECF NO. 11

          JONS. TIGAR, UNITED STATES DISTRICT JUDGE

         Defendant Auk Ta Shaa Discovery, LLC’s has moved to dismiss the complaint in this breach of contract action. ECF No. 11. Auk Ta Shaa moves to dismiss on several grounds, including failure of the parties to agree on the terms of the contract; violation of the statute of frauds; violation of the parol evidence rule; lack of damages; and lack of personal jurisdiction. Because the Court concludes that it lacks personal jurisdiction over Defendant, it will grant the motion on that ground alone without reaching Defendant’s other arguments.

         I. BACKGROUND

         On February 16, 2016, Plaintiff Lil’ Man in the Boat, Inc. filed this action against Defendant Auk Ta Shaa Discovery, LLC in the San Francisco Superior Court, alleging breach of contract. ECF No. 1-1 at 6. In its form complaint, Plaintiff alleges that it accepted a counter offer submitted by Defendant on December 31, 2015 for the sale of the vessel “Queen of Seattle, ” USCG #667926, for the sum of $12, 500. Id. at 7. Plaintiff claims that Defendant has refused to deliver the vessel to Plaintiff and has promised to sell it to another company in violation of the parties’ agreement. Id.

         On March 24, 2016, Defendant removed the case to federal court. ECF No. 1. On April 14, 2016, Defendant filed a motion to dismiss the Complaint under Rules 12(b)(2) and 12(b)(6) of the Federal Rules of Civil Procedure 12(b)(2) and 12(b)(6), ECF No. 11, which motion the Court now considers.

         II. LEGAL STANDARD

         When a defendant objects to the Court’s personal jurisdiction over it pursuant to Federal Rule of Civil Procedure 12(b)(2), the plaintiff bears the burden of establishing that jurisdiction is proper. Boschetto v. Hansing, 539 F.3d 1011, 1015 (9th Cir. 2008). Absent an evidentiary hearing, however, the plaintiff need only make a prima facie showing of personal jurisdiction. Id. Uncontroverted allegations in the plaintiff’s complaint must be taken as true, and “[c]onflicts between the parties over statements contained in affidavits must be resolved in the plaintiff’s favor.” Id. (quoting Schwarzenegger v. Fred Martin Motor Co., 374 F.3d 797, 800 (9th Cir. 2004)).

         “Where, as here, there is no applicable federal statute governing personal jurisdiction, the district court applies the law of the state in which the district court sits.” Schwarzenegger, 374 F.3d at 800. “Because California’s long-arm jurisdictional statute is coextensive with federal due process requirements, the jurisdictional analyses under state law and federal due process are the same.” Id. at 800-01. The relevant question, therefore, is whether non-resident Defendant Auk Ta Shaa Discovery has “at least ‘minimum contacts’ with [California] such that the exercise of jurisdiction ‘does not offend traditional notions of fair play and substantial justice.’” Id. at 801 (quoting Int’l Shoe Co. v. Washington, 326 U.S. 310, 316 (1945)).

         There are two types of personal jurisdiction: “general or all-purpose” and “specific or case-linked.” Goodyear Dunlop Tires Operations, S.A. v. Brown, 131 S.Ct. 2846, 2851 (2011). General jurisdiction permits jurisdiction over a defendant even when the claims at issue do not arise from or relate to activity in that forum. Burger King Corp. v. Rudzewicz, 471 U.S. 462, 473 n.15 (1985). A court may assert general personal jurisdiction over defendants “when their affiliations with the State are so ‘continuous and systematic’ as to render them essentially at home in the forum State.” Goodyear, 131 S.Ct. at 2851 (quoting Int’l Shoe, 326 U.S. at 317).

         “Specific jurisdiction, on the other hand, depends on an affiliation 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.” Goodyear, 131 S.Ct. at 2851 (internal quotation marks omitted). The Ninth Circuit has established a three-part test to determine whether a court has specific personal jurisdiction over a defendant:

(1) The non-resident defendant must purposefully direct his activities or consummate some transaction with the forum or resident thereof; or perform some act by which he purposefully avails himself of the privilege of conducting activities in the forum, thereby invoking the benefits and protections of its laws;

(2) the claim must be one which arises out of or relates to the defendant’s forum-related activities; and

(3) the exercise of jurisdiction must comport with fair play and substantial justice, i.e. it must be reasonable.

Schwarzenegger, 374 F.3d at 802. “The plaintiff bears the burden of satisfying the first two prongs of the test.” Id. If the plaintiff does so, “the burden then shifts to the defendant to ‘present a compelling case’ that the ...