Giarla v. Coca-Cola Co.

• Decision Date: 23 March 2021
• Docket Number: 17-CV-359S
• Parties: JAMES J. GIARLA, AMBER L. GIARLA, Plaintiffs, v. THE COCA-COLA COMPANY, COCA-COLA REFRESHMENTS USA, INC., Defendants.
• Court: U.S. District Court — Western District of New York

JAMES J. GIARLA, AMBER L. GIARLA, Plaintiffs, v. THE COCA-COLA COMPANY,COCA-COLA REFRESHMENTS USA, INC., Defendants.

17-CV-359S

UNITED STATES DISTRICT COURT WESTERN DISTRICT OF NEW YORK

March 23, 2021

DECISION AND ORDER

I. Introduction

This is a removed diversity personal injury action for injuries suffered by Plaintiff James Giarla while driving a tractor trailer on the Queen Elizabeth Way in Ontario, Canada. Plaintiffs are New York residents (Docket No. 1, Ex. B, Compl. ¶ 1; Docket No. 1, Notice of Removal ¶10). Defendants are corporations incorporated in Delaware and do business in Georgia (Docket No. 1, Ex. B, Compl. ¶¶ 2-3, 20-21; Docket No. 1, Notice of Removal ¶10).

James Giarla was hit by a truck owned by Coca-Cola Refreshments Canada. Plaintiffs now allege that Defendants, the Coca-Cola Company and Coca-Cola Refreshments USA, Inc., are responsible for Coca-Cola Refreshments Canada in this action.

For the reasons stated herein, Defendants' Motion for Judgment to Dismiss the Complaint (Docket No. 16) is granted. Plaintiffs argue that they should be granted leave to replead (Docket No. 19, Pls. Memo. at 18). Leave to amend is granted; Plaintiffs shall file and serve their Motion for Leave to Amend (with the proposed Amended Complaint) within fourteen (14) days of entry of this Order.

II. Background

A. Defendant Coca-Cola's Corporate Organization

Pertinent to this case, Plaintiffs allege the corporate affiliation of Coca-Cola Company ("Coke") and the history of Defendant Coca-Cola Refreshments USA ("CCR"), the wholly owned subsidiary of Coke (Docket No. 1, Ex. B, Compl. ¶¶ 19-21). CCR is Coke's largest bottler (id. ¶¶ 16-18). Coke acquired Coca-Cola Enterprises and Coca-Cola Enterprises was renamed Coca-Cola Refreshments, Inc. (id. ¶¶ 16, 18).

Plaintiffs allege the Coca-Cola Refreshments Canada ("CCR-Canada") was a wholly owned subsidiary of CCR as of 2015 (id. ¶¶ 27-28, 37, 64-68). They claim that there were not separate "operating segments" for the United States and Canada but a unified operation under the "North America segment" caption (id. ¶ 71). They argue that Coke did not distinguish between CCR and CCR-Canada, allegedly treating them as one operating segment for North America (id. ¶ 73). As an example of the continental perspective, Plaintiffs point to the January 2016 transfer by Coke of bottling and related supply chain operations from CCR and CCR-Canada to a Bottling Investment segment (id. ¶ 82), although this change post-dates James Giarla's accident.

Plaintiffs conclude that Coke and CCR "should be held accountable to a New York State resident and not be allowed to escape that responsibility by asserting a corporate separation that exists in name only" (id. ¶ 89).

B. Queen Elizabeth Way Collision, February 25, 2015

James Giarla was a tractor trailer driver. On February 25, 2015, he was driving from Michigan back to his employer in Blaisdell, New York, passing through Ontario, Canada, on the Queen Elizabeth Way (Docket No. 1, Ex. B, Compl. ¶¶ 33-35). Plaintiffs allege that driver Francesco Rappazzo, employed by CCR-Canada, drove a CCR-Canada truck, and collided into James Giarla's tractor trailer on the Queen Elizabeth Way in Grimsby, Ontario (id. ¶ 38). Plaintiffs contend that CCR-Canada is a wholly owned subsidiary of Coke (id. ¶ 37; see Docket No. 15, Am. Ans. ¶ 7 (admitting allegation that CCR-Canada owned the truck and it was operated by Rappazzo in the course of his employment with CCR-Canada)).

C. Plaintiffs' New York State Complaint (Docket No. 1, Ex. B)

Plaintiffs sued in New York State Supreme Court, Niagara County (Docket No. 1, Ex. B, Compl.). Plaintiffs did not set forth a formal First Cause of Action, but they allege a claim for negligence for the injuries to James Giarla (see id. ¶¶ 30-89) and a Second Cause of Action asserting a consortium claim for Plaintiff Amber Giarla (id. ¶¶ 90-91).

For their state action, Plaintiffs alleged New York State courts jurisdiction over this matter (see id. ¶¶ 46-63). Plaintiffs claim that they had only minimal contacts with the Province of Ontario because it was the site of the accident, stating that James Giarla drove through the Province but otherwise had his medical treatments exclusively in New York (id. ¶¶ 46-54). James Giarla received workers' compensation in New York and no income or other benefits in Ontario (id. ¶¶ 51, 53, 52).

They next argue that Defendants (Coke, CCR, and non-party CCR-Canada) have significant contacts with New York (id. ¶¶ 55-63). Plaintiffs claim that Coke and CCR hascommon ownership over Coke's wholly own subsidiary, CCR-Canada, and minimal contacts in Canada (id. ¶¶ 64-70). They contend that Coke considered the United States and Canadian operations the "North American" operations (id. ¶¶ 71, 73, 74). Plaintiffs, however, did not sue CCR-Canada.

Plaintiffs next assert prejudice to them if Ontario law applies in this case, concluding that New York law should apply (id. ¶¶ 83-89).

D. Answer and Proceedings

Defendants separately answered the Complaint (id., Exs. C (Ans. of Coca-Cola Company), D (Ans. of Coca-Cola Refreshments USA)). They separately served demands pursuant to N.Y. CPLR 3017(c) for Plaintiffs to allege the amount of their damages (id. Exs. F, G). Plaintiffs responded on April 21, 2017, alleging damages totaling at least $2 million, but claiming that James Giarla then still was undergoing medical treatment (id., Ex. H) that might increase their damages.

Defendants then removed this action on April 27, 2017 (Docket No. 1). They then jointly amended their Answer (Docket No. 15).

E. Defense Motion for Judgment on Pleadings Dismissing the Complaint (Docket No. 16)

On September 19, 2017, Defendants filed their present Motion¹ for Judgment on the Pleadings to Dismiss the Complaint pursuant to Federal Rule of Civil Procedure 12(c) (Docket No. 16).

Responses to this motion, as extended (see Docket Nos. 18, 17), were due by October 9, 2017, and reply was due by October 16, 2017 (Docket No. 20).

III. Discussion

A. Applicable Standards

1. Motion for Judgment on Pleadings to Dismiss

Under Rule 12(c) of the Federal Rules of Civil Procedure, after pleadings are closed a party "may move for judgment on the pleadings," Fed. R. Civ. P. 12(c). Since this rule calls for a summary proceeding that may deprive the opponent of the opportunity to a full and fair hearing on the merits of their claims, the movants must show a clear right to judgment on the pleadings, that there are no material issues of fact to be resolved, and entitlement to judgment as a matter of law, 5C Charles A. Wright, Arthur R. Miller, Federal Practice and Procedure § 1368, at 223 (Civil 3d ed. 2004). "A motion for judgment on the pleadings . . . theoretically is directed towards a determination of the substantive merits of the controversy; thus federal courts are unwilling to grant a judgment under Rule 12(c) unless it is clear that the merits of the controversy can be fairly and fully decided in this summary manner," id., § 1369, at 259.

Rule 12(c) "should be read in conjunction with several other federal rules authorizing pretrial motions, especially the various Rule 12(b) motions to dismiss," id. at 258. Rule 12(b)(6), in turn, provides that the Court cannot dismiss a Complaint unless it appears "beyond doubt that the plaintiff can prove no set of facts in support of his claim which would entitle him to relief." Conley v. Gibson, 355 U.S. 41, 45-46, 78 S.Ct. 99, 2 L.Ed.2d 80 (1957). As the Supreme Court held in Bell Atlantic Corp. v. Twombly, 550 U.S. 554, 127 S.Ct. 1955, 167 L.Ed.2d 929 (2007), a Complaint must be dismissedif it does not plead "enough facts to state a claim to relief that is plausible on its face," id. at 570 (rejecting longstanding precedent of Conley, supra, 355 U.S. at 45-46); Hicks v. Association of Am. Med. Colleges, No. 07-00123, 2007 U.S. Dist. LEXIS 39163, at *4 (D.D.C. May 31, 2007).

To survive a motion to dismiss, the factual allegations in the Complaint "must be enough to raise a right to relief above the speculative level," Twombly, supra, 550 U.S. at 555; Hicks, supra, 2007 U.S. Dist. LEXIS 39163, at *5. As reaffirmed by the Court in Ashcroft v. Iqbal, 556 U.S. 662, 129 S.Ct. 1937, 173 L.Ed.2d 868 (2009),

"To survive 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.' [Twombly, supra, 550 U.S.] at 570 . . . . A claim has facial plausibility when the plaintiff pleads factual content that allows the court to draw the reasonable inference that the defendant is liable for the misconduct alleged. Id., at 556 . . . . The plausibility standard is not akin to a 'probability requirement,' but it asks for more than a sheer possibility that a defendant has acted unlawfully. Ibid. Where a complaint pleads facts that are 'merely consistent with' a defendant's liability, it 'stops short of the line between possibility and plausibility of "entitlement to relief."' Id., at 557 . . . (brackets omitted)."

Iqbal, supra, 556 U.S. at 678 (citations omitted).

A Rule 12(c) motion is addressed to the face of the pleading, "otherwise, a summary judgment motion or trial is necessary," 5C Federal Practice and Procedure, supra, § 1368, at 248, 251. The pleading is deemed to include any document attached to it as an exhibit, Fed. R. Civ. P. 10(c), or any document incorporated in it by reference. Goldman v. Belden, 754 F.2d 1059 (2d Cir. 1985).

In considering such a motion, the Court must accept as true all the well pleaded facts alleged in the Complaint. 5C Federal Practice and Procedure, supra, § 1368, at 227, 230, 237-38; Oneida Indian Nation of N.Y. v. City of Sherrill, N.Y., 337 F.3d 139, 152 (2d Cir. 2003) (court applies same standard for Rule 12(b) and 12(c) dismissals), rev'don other grounds sub nom. City of Sherrill, N.Y. v. Oneida Indian Nation of N.Y., 544 U.S. 197, 125 S.Ct. 1478, 161 L.Ed.2d 386 (2005); Bloor v. Carro, Spanbock, Londin,...