United States District Court, D. Colorado
ORDER TO SHOW CAUSE
A. BRIMMER United States District Judge
Court takes up this matter sua sponte on the Notice
of Removal [Docket No. 1] filed by Kiyanna Mills and MOD
Digital, LLC (the “removing defendants”).
Removing defendants state that the Court has subject matter
jurisdiction over this lawsuit pursuant to 28 U.S.C. §
1332. Docket No. 1 at 2, ¶ 10.
every case and at every stage of the proceeding, a federal
court must satisfy itself as to its own jurisdiction, even if
doing so requires sua sponte action. Citizens
Concerned for Separation of Church & State v. City &
Cty. of Denver, 628 F.2d 1289, 1297 (10th Cir. 1980).
Absent an assurance that jurisdiction exists, a court may not
proceed in a case. See Cunningham v. BHP Petroleum Great
Britain PLC, 427 F.3d 1238, 1245 (10th Cir. 2005).
Courts are well-advised to raise the issue of jurisdiction on
their own, regardless of parties' apparent acquiescence.
First, it is the Court's duty to do so. Tuck v.
United Servs. Auto. Ass'n, 859 F.2d 842, 844 (10th
Cir. 1988). Second, regarding subject matter jurisdiction,
“the consent of the parties is irrelevant, principles
of estoppel do not apply, and a party does not waive the
requirement by failing to challenge jurisdiction.”
Ins. Corp. of Ireland v. Compagnie des Bauxites de
Guinee, 456 U.S. 694, 702 (1982) (internal citations
omitted). Finally, delay in addressing the issue only
compounds the problem if it turns out that, despite much time
and expense having been dedicated to a case, a lack of
jurisdiction causes it to be dismissed or remanded regardless
of the stage it has reached. See U.S. Fire Ins. Co. v.
Pinkard Constr. Co., No. 09-cv-00491-PAB-MJW, 2009 WL
2338116, at *3 (D. Colo. July 28, 2009).
well established that “[t]he party invoking federal
jurisdiction bears the burden of establishing such
jurisdiction as a threshold matter.” Radil v.
Sanborn W. Camps, Inc., 384 F.3d 1220, 1224 (10th Cir.
2004). Removing defendants invoke 28 U.S.C. § 1332 as
the basis for this Court's diversity jurisdiction. Docket
No. 1 at 2, ¶ 10. Section 1332(a)(1) states: “The
district courts shall have original jurisdiction of all civil
actions where the matter in controversy exceeds the sum or
value of $75, 000, exclusive of interest and costs, and is
between  citizens of different States.” The facts as
presently averred, however, do not provide sufficient
information regarding the citizenship of Standard Retail,
LLC, MOD Digital, LLC, and Digital Exits, LLC (collectively,
“the LLC parties”).
notice of removal identifies the LLC parties' states of
organization and principal places of business. Docket No. 1
at 2, ¶¶ 8, 9. None of this information is relevant to
the LLC parties' citizenship. While, for diversity
purposes, “a corporation shall be deemed to be a
citizen of every State and foreign state by which it has been
incorporated and of the State or foreign state where it has
its principal place of business, ” 28 U.S.C. §
1332(c)(1); see Carden v. Arkoma Assocs., 494 U.S.
185, 196 (1990),  these considerations are irrelevant to the
determination of the citizenship of an LLC. See Siloam
Springs Hotel, L.L.C. v. Century Sur. Co., 781 F.3d
1233, 1237-38 (10th Cir. 2015) (“[I]n determining the
citizenship of an unincorporated association for purposes of
diversity, federal courts must include all the entities'
when an entity consists of multiple tiers of ownership and
control, the entire structure must be considered for
diversity purposes. In other words, when an entity is
composed of multiple layers of constituent entities, the
citizenship determination requires an exploration of the
citizenship of the constituent entities as far down as
necessary to unravel fully the citizenship of the entity
before the court. See U.S. Advisor, LLC v. Berkshire
Prop. Advisors, No. 09-cv-00697-PAB-CBS, 2009 WL
2055206, at *2 (D. Colo. July 10, 2009); SREI-Miami, LLC
v. Thomas, No. 08-cv-00730-MSK-BNB, 2008 WL 1944322, at
*1 (D. Colo. May 2, 2008); see also Hicklin Eng'g,
L.C. v. Bartell, 439 F.3d 346, 347 (7th Cir. 2006);
Turner Bros. Crane & Rigging, LLC v. Kingboard Chem.
Holding Ltd., 2007 WL 2848154, at *4-5 (M.D. La. Sept.
24, 2007); cf. Carden, 494 U.S. at 195 (“[W]e
reject the contention that to determine, for diversity
purposes, the citizenship of an artificial entity, the court
may consult the citizenship of less than all of the
defendants have not identified the members and the
citizenship of the LLC parties. See Docket No.
The Court is therefore unable to determine the citizenship of
the LLC parties and whether the Court has jurisdiction.
See United States ex rel. General Rock & Sand Corp.
v. Chuska Dev. Corp., 55 F.3d 1491, 1495 (10th Cir.
1995) (“The party seeking the exercise of jurisdiction
in his favor must allege in his pleading the facts essential
to show jurisdiction.”) (citations and internal
quotation marks omitted). For the foregoing reasons, it is
that, on or before 5:00 p.m. on March 6,
2018, defendants Kiyanna Mills and MOD Digital, LLC
shall show cause why this case should not be remanded due to
the Court's lack of subject matter jurisdiction.
 The complaint alleges the same
irrelevant information. See Docket No. 1-1 at 7-8,
 A corporation's “principal
place of business” is “the place where a
corporation's officers direct, control, and coordinate
the corporation's activities.” Hertz Corp. v.
Friend, 559 U.S. 77, 92-93 (2010).
 This Court has previously noted that,
“[w]hile various state legislatures have decided to
permit the members of LLCs to remain anonymous to the public
at large, Congress has not created an exception to the
requirements of diversity jurisdiction which would allow the
members of LLCs to remain anonymous in federal court.”