Also known as: unincorporated association · unincorporated assoc
Written by attorneys · grounded in primary & secondary sources — see below
A non-corporate entity whose citizenship for diversity jurisdiction purposes is that of each of its members. The entity therefore takes on the citizenship of every state in which any member is domiciled rather than receiving a single state of formation or principal place of business.
The National Screen Actors Guild, whose thousands of performer members include many domiciled in State X, sues StreamWave Inc., a State X corporation, in federal court for unpaid residuals. Because the Guild takes on the citizenship of every member, it shares State X citizenship with the defendant and the court lacks diversity jurisdiction.
Arkview Apartments LLP, whose partners include individuals domiciled in State C, sues MetroManage Corp., a corporation with its principal place of business in State C. The LLP takes on the citizenship of each partner, shares State C citizenship with the defendant, and the federal court therefore lacks diversity jurisdiction.
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Affiliated Ute Citizens, an unincorporated association of tribal members, brings suit in federal court against a corporate defendant incorporated in State Y. Several members of the association are domiciled in State Y, so the association shares citizenship with the defendant and diversity jurisdiction fails.
Textile Workers Union, an unincorporated association, sues a corporate employer in federal court. Multiple union members reside in the same state as the employer, so the union takes on that state citizenship and complete diversity is absent.
Prime Land, a farming cooperative organized as a partnership, is sued by Valley Harvest, a corporation domiciled in Iowa. Several cooperative members reside in Iowa, so the partnership takes on Iowa citizenship and the federal court lacks diversity jurisdiction over the action.
Eastern Kentucky Welfare Rights Organization, an unincorporated association, sues a hospital corporation in federal court. Because some association members share citizenship with the defendant hospital, the organization takes on that citizenship and diversity jurisdiction does not exist.
Federal courts treat an unincorporated association as a citizen of every state in which any of its members is domiciled. The association therefore shares citizenship with any defendant who is a citizen of a state where even one member resides, destroying complete diversity.
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LLCs are treated as unincorporated associations. Their citizenship is determined by the citizenship of each member rather than by any state of formation or principal place of business.
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No. Every member’s citizenship counts, not merely the citizenship of those who manage or control the entity. Overlap between any member and an opposing party defeats complete diversity.
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Citizenship is traced through every tier. Shared members at any level cause both LLCs to take on the same state citizenship, destroying complete diversity even if the entities operate separately.
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…U. S. C. §§ 78c (a) (4) and (5), 78j (b) and 78o(c) (1); the emergence of Affiliated Ute Citizens of the State of Utah (AUC), an unincorporated association, and of Ute Distribution Corp. (UDC), a Utah corporation; and the alleged victimization of Indian shareholders in their sales of UDC shares. I Background The Ute Partition…