Bruntjen

*243 MEMORANDUM **

Liberty Energy China, Ltd. (“Liberty Energy”) appeals the district court’s dismissal with prejudice of its claims alleging violation of fiduciary duties and fraud against Morrison & Foerster in connection with various actions during the incorporation and early stages of Liberty Energy. 1 We have jurisdiction under 28 U.S.C. § 1291 and we affirm.

We can affirm the district court’s order dismissing the complaint with prejudice pursuant to Federal Rule of Civil Procedure 12(b)(6) “only if it is clear that no relief could be granted under any set of facts that could be proved consistent with the allegations.” Enesco Corp. v. Price/Costco, Inc., 146 F.3d 1083, 1085 (9th Cir.1998). In determining whether amendment to a complaint could provide relief to the plaintiff, we examine whether the complaint could be amended to cure the defect requiring dismissal “without contradicting any of the allegations of [the] original complaint.” Reddy v. Litton Indus., Inc., 912 F.2d 291, 296 (9th Cir.1990).

For the first time on appeal, Liberty Energy raises the argument that Liberty Mutual representative Thomas Tuttle was not the sole shareholder of Liberty Energy-an assertion…