United States District Court, D. Utah, Central Division
TDC LENDING, LLC., a Utah limited liability company, Plaintiff,
PRIVATE CAPITAL GROUP, INC., a Utah Corporation, et al., Defendants.
J. Shelby, District Judge.
MEMORANDUM DECISION & ORDER
B. Pead, United States Magistrate Judge.
matter was referred to the court under 28 U.S.C. §
636(b)(1)(A). (ECF No. 3). This matter is presently before
the court on Defendant Private Capital Group's
(“Private Capital”) Motion for Mandatory Joinder.
(ECF No. 29). The motion is fully briefed. (See ECF
Nos. 31, 33). The court did not hear oral argument. The court
will deny Private Capital's motion because it finds the
persons Private Capital seeks to bring into this lawsuit are
not required parties under Rule 19, as discussed below.
Capital argues that JT Johnson, Jr., Derrick Robinson, and
Jabar Langford (collectively “Proposed
Defendants”) must be joined in this suit under Rule
19(a)(1). (ECF No. 29). Private Capital contends the Proposed
Defendants committed identity theft and intercepted loan
proceeds related to a loan Private Capital
“service[d]” for TDC. (Id. at 2-3).
Private Capital contends complete relief cannot be afforded
in the absence of Proposed Defendants because TDC's case
is “premised on the Loan Agreement and the harm caused
by” Proposed Defendants. (Id. at 6). Next,
Private Capital argues the Proposed Defendants have an
interest in this lawsuit because the only manner in which TDC
can prove it suffered damages is by establishing breach of a
Loan Agreement involving Proposed Defendants. (Id.
at 7). Private Capital also argues the Proposed
Defendants' conduct is “inseparable” from the
alleged fraud. (Id. at 8). Finally, Private Capital
argues there is a risk that it or TDC might obtain
“inconsistent judgments” if they complete this
lawsuit and later pursue the Proposed Defendants.
(Id. at 9).
argues the court should deny the motion because Proposed
Defendants are not required parties. (ECF No. 31). TDC
contends this lawsuit is about Private Capital's
marketing and sale of securities to TDC and Private
Capital's breach of a contract or contracts related to
the same transaction. (Id. at 2). While TDC concedes
the Proposed Defendants' conduct is related to its
claims, TDC argues Private Capital's alleged misconduct
can be addressed without joining the Proposed Defendants.
(Id. at 2). TDC contends the court can afford
complete relief amongst the existing parties because TDC
seeks only money damages for Defendants' proportional
fault arising from their alleged conduct. (Id. at
4-5). Next, TDC argues the Proposed Defendants have no
legally-protected interest in this case because TDC's
contract claims against Private Capital relate only to
contracts between the existing parties, not the contracts
Private Capital may have had with Proposed Defendants.
(Id. at 8). Also, TDC contends Private Capital has
not described how Proposed Defendants' legally-protected
interest will be impaired by this litigation. (Id.
at 8- 9). Finally, TDC argues there is no risk of
inconsistent obligations because disposing of this action
does not expose any existing party to a risk of inconsistent
The court will deny the motion for joinder because the
individuals sought to be joined are not
Capital has not persuaded the court that the Proposed
Defendants are required parties because it has not satisfied
the elements of Rule 19. A person must be joined if:
(A) in that person's absence, the court cannot accord
complete relief among existing parties; or
(B) that person claims an interest relating to the subject of
the action and is so situated that disposing of the action in
the person's absence may:
(i) as a practical matter impair or impede the person's
ability to protect the interest; or
(ii) leave an existing party subject to a substantial risk of
incurring double, multiple, or otherwise inconsistent