1 2 3 4 5 6 7 8 UNITED STATES DISTRICT COURT 9 EASTERN DISTRICT OF CALIFORNIA 10 ----oo0oo---- 11 12 GURUDU-GROUP LLC, a South No. 2:22-cv-01973 WBS JDP Carolina limited liability 13 company, 14 Plaintiff, MEMORANDUM AND ORDER RE:

DEFENDANT MINO’S MOTION TO

15 v. DISMISS OR TRANSFER VENUE 16 RAM ROBINSONS AUTOMATION MACHINERY LLC, a Michigan 17 limited liability company;

ROBINSONS AUTOMATION MACHINERY

18 LIMITED, a United Kingdom business entity; and MINO 19 AUTOMATION USA INC., a Michigan corporation, 20 Defendants. 21

22 ----oo0oo---- 23 Gurudu-Group LLC (“plaintiff”) brought this action 24 against RAM Robinsons Automation Machinery LLC (“RAM 25 Robinsons”),1 Robinsons Automation Machinery Limited (“Robinsons 26 27 1 Plaintiff voluntarily dismissed defendant RAM 28 Robinsons. (Docket No. 14.) 1 UK”),2 and Mino Automation USA Inc. (“Mino’), asserting claims 2 for breach of contract, money had and received, and unjust 3 enrichment. (See generally Compl. (Docket No. 1.) Before the 4 court is Mino’s motion to dismiss or, in the alternative, to 5 transfer venue. (Docket No. 21.) Because counsel for Mino 6 informed the court yesterday that he has a conflict on the date 7 previously set for the hearing on his client’s motion, in order 8 to avoid any further delay in ruling upon the motion, the court 9 takes the matter under submission and decides defendant’s motion 10 on the papers without the necessity of oral argument.3 11 I. Factual Allegations 12 Plaintiff is a group of engineers with experience in 13 industrial automation and maintenance projects. (Compl. ¶ 11.) 14 From March 21, 2022, to approximately May 25, 2022, plaintiff 15 acted as a subcontractor for defendants. (Id. ¶ 3.) Defendants 16 contracted with plaintiff to perform the robot programming 17 services that Tesla had previously contracted with defendants to 18 perform on the Tesla Lathrop Project in Lathrop, California. 19 (Id. ¶ 1.) 20 Plaintiff alleges there was no formal, written contract 21 between plaintiff and defendants. (Id. ¶ 2.) Instead, the 22 parties had an oral contract which outlined the nature of the 23 work and the total amount due to plaintiff on a weekly basis. 24 (Id. ¶ 2.) The hourly rate defendants were to pay plaintiff 25 ranged from $65 to $70 per hour. (Id. ¶ 14.) Tesla allegedly 26 2 On April 14, 2023, the clerk entered default against 27 defendant Robinsons UK. (Docket No. 24.)

28 3 See Local Rule 230(g). 1 knew of and consented to defendants hiring plaintiff as a 2 subcontractor. (Compl. ¶ 13.) 3 Plaintiff alleges it fully performed all obligations 4 under the contract (Id. ¶ 4.), but that defendants have failed to 5 pay plaintiff for its work on the Tesla Project. (Id. ¶ 18.) 6 Defendants allegedly owe plaintiff $121,172.50, exclusive of 7 interest and costs. (Id.) Plaintiff’s previous demands for 8 payment have been unsuccessful. (Id. ¶¶ 4, 17.) 9 II. Motion to Dismiss 10 Federal Rule of Civil Procedure 12(b)(6) allows for 11 dismissal when the plaintiff’s complaint fails to state a claim 12 upon which relief can be granted. See Fed. R. Civ. P. 12(b)(6). 13 “A Rule 12(b)(6) motion tests the legal sufficiency of a claim.” 14 Navarro v. Block, 250 F.3d 729, 732 (9th Cir. 2001). The inquiry 15 before the court is whether, accepting the allegations in the 16 complaint as true and drawing all reasonable inferences in the 17 plaintiff’s favor, the complaint has alleged “sufficient facts 18 . . . to support a cognizable legal theory,” id., and thereby 19 stated “a claim to relief that is plausible on its face,” Bell 20 Atl. Corp. v. Twombly, 550 U.S. 544, 570 (2007). In deciding 21 such a motion, all material allegations of the complaint are 22 accepted as true, as well as all reasonable inferences to be 23 drawn from them. Id. 24 Here, Mino argues plaintiff has failed to state a claim 25 against Mino because plaintiff had no contractual relationship 26 with Mino. (See Mot. at 3-4.) Specifically, Mino contends that 27 (1) plaintiff’s sole written contract was with Robinsons UK and 28 (2) Mino’s purchase orders with Robinsons UK make no mention of 1 plaintiff, thereby demonstrating that Mino’s relationship was 2 only with Robinsons UK.4 (Id.) The court is not persuaded. 3 First, that plaintiff may have had a written contract 4 with Robinsons UK is not determinative of whether plaintiff had 5 an oral contract with Mino. Moreover, simply because Mino’s 6 purchase orders with Robinsons UK may not have mentioned 7 plaintiff does not mean that plaintiff had no oral contract with 8 Mino. Second, plaintiff alleges facts which plausibly support 9 the existence of a contract. For example, plaintiff included a 10 contemporaneous record of the invoice numbers, invoice dates, and 11 amounts due to plaintiff on each invoice. (Compl. ¶ 4.) Taking 12 plaintiff’s allegations as true, as the court must at the motion 13 to dismiss stage, see Navarro, 250 F.3d at 732, the court finds 14 that plaintiff has pled facts sufficient to support its claims 15 against Mino. Accordingly, the court must deny Mino’s motion to 16 dismiss. 17 III. Motion to Transfer 18 In the alternative, defendant seeks to transfer this 19 case to the Eastern District of Michigan. (See generally Mot.) 20 “A defendant for whom venue is proper but inconvenient may move 21 for a change of venue under 28 U.S.C. § 1404(a).” Action 22 Embroidery Corp. v. Atl. Embroidery, Inc., 368 F.3d 1174, 1181 23 (9th Cir. 2004); 28 U.S.C. § 1404(a) (“For the convenience of 24 4 In support of its arguments, Mino relies on a 25 declaration attached to a terminated motion to dismiss filed by Robinsons UK. (See Mot. at 3; Docket Nos. 9, 14.) On a motion 26 to dismiss, the court does not consider any matters outside the 27 pleadings unless they are incorporated by reference. Moreover, even if the court considered these documents, the motion still 28 fails. 1 parties and witnesses, in the interest of justice, a district 2 court may transfer any civil action to any other district or 3 division where it might have been brought.”). 4 The moving party has the burden of showing that 5 transfer is appropriate. Williams v. Bowman, 157 F. Supp. 2d 6 1103, 1106 (N.D. Cal. 2001). Because the statute contemplates 7 transfer “to any other district or division where it might have 8 been brought,” 28 U.S.C. § 1404(a), defendant must first make a 9 threshold showing that venue and jurisdiction would be proper in 10 the district to which it seeks transfer. Vu v. Ortho-McNeil 11 Pharm., Inc., 602 F. Supp. 2d 1151, 1155 (N.D. Cal. 2009); see 12 also F.T.C. v. Watson Pharm., Inc., 611 F. Supp. 2d 1081, 1090 13 (C.D. Cal. 2009) (“For transfer under § 1404(a), the threshold 14 issue is whether the case ‘might have been brought’ in the 15 proposed venue.”). 16 Here, Mino has shown that venue would be proper in the 17 Eastern District of Michigan. As plaintiff points out, not all 18 defendants are residents of Michigan. See 28 U.S.C. § 1391(b)(1) 19 (venue is proper in “a judicial district in which any defendant 20 resides, if all defendants are residents of the State in which 21 the district is located”). However, because Robinsons UK (the 22 other remaining defendant) is a foreign entity, it may be sued in 23 any judicial district and its residency is not considered for 24 determining where venue may be proper. See 28 U.S.C § 1391(c)(3) 25 (“[A] defendant not resident in the United States may be sued in 26 any judicial district, and the joinder of such a defendant shall 27 be disregarded in determining where the action may be brought 28 with respect to other defendants.”). Thus, because Mino is a 1 resident of the Eastern District of Michigan, venue there would 2 be proper. 3 Since venue and jurisdiction would be proper in the 4 Eastern District of Michigan, next “the [c]ourt must evaluate 5 three elements: (1) convenience of the parties; (2) convenience 6 of the witnesses; and (3) interests of justice.” Anza Tech., 7 Inc. v. Toshiva Am. Elec. Components, No. 2:17-cv-01688 WBS DB, 8 2017 WL 6538994, at *2 (E.D. Cal. Dec. 21, 2017) (quoting 9 Safarian, Inc., 559 F. Supp. 2d at 1071) (quotations omitted). 10 This analysis may include a number of factors, such as the 11 plaintiff’s choice of forum, the parties’ contacts with the 12 forum, the contacts relating to the plaintiff’s cause of action 13 in the chosen forum, the differences in the costs of litigation 14 in the two forums, the ease of access to the evidence, and the 15 feasibility of consolidating other claims. Jones v. GNC 16 Franchising, Inc., 211 F.3d 495, 498-99 (9th Cir. 2000); Decker 17 Coal Co. v. Commonwealth Edison Co., 805 F.2d 834, 843 (9th Cir. 18 1986). Section 1404(a) affords district courts broad discretion 19 “to adjudicate motions for transfer according to an 20 individualized, case-by-case consideration of convenience and 21 fairness.” Jones, 211 F.3d at 498 (quoting Stewart Org. v. Ricoh 22 Corp., 487 U.S. 22, 29 (1988)) (internal quotation marks 23 omitted). 24 The court finds the balance of factors does not weigh 25 in favor of transfer to the Eastern District of Michigan. First, 26 in considering convenience of the parties, courts generally 27 accord “great weight” to the plaintiff’s choice of forum. Lou v. 28 Belzberg, 834 F.2d 730, 739 (9th Cir. 1987). Second, defendant eee ne REI OI IIE IE REI EI EIEIO

1 | has not identified any specific witnesses in the Eastern District 2 of Michigan. See Williams, 157 F. Supp. 2d at 1108 (“To 3 demonstrate the inconvenience of witnesses, the moving party must 4 identify relevant witnesses, state their location and describe 5 their testimony and its relevance.”). Third, the Eastern 6 District of California has an interest in the controversy as the 7 | events giving rise to this litigation occurred in connection with 8 a Tesla manufacturing plant located within this district. Mino 9 | has therefore failed to make the requisite “strong showing of 10 inconvenience to warrant upsetting the plaintiff’s choice of 11 forum.” Decker Coal, 805 F.2d at 843. For the foregoing 12 reasons, the court finds transfer is not appropriate in this 13 case. 14 IT IS THEREFORE ORDERED that defendant Mino’s motion to 15 dismiss or in the alternative transfer venue (Docket No. 21) be, 16 and hereby is, DENIED. . 17 | Dated: July 7, 2023 a hha A ha be

WILLIAM B. SHUBB

18 UNITED STATES DISTRICT JUDGE 19 20 21 22 23 24 25 26 27 28