DLD
- 295 NOT PRECEDENTIAL UNITED STATES COURT OF APPEALS FOR THE THIRD CIRCUIT

___________ No. 12

- 2147

___________ MARK C. MEADE, Appellant

v. KIDDIE ACADEMY DOMESTIC FRANCHISING, LLC; CIT GROUP INC; WILLIAM ENDRES; GREG ORY HELWIG; MICHAEL MILLER; STEVEN TROY; SUSAN WISE; MARK E. MORENO

____________________________________ On Appeal from the United States District Court for the District of New Jersey (D.C. Civil No. 2

- 11

- cv - 0 4077 ) District Judge: Honorable Dennis M. Cava naugh

____________________________________ Submitted for Possible Dismissal Pursuant to 28 U.S.C. § 1915(e)(2)(B) or Summary Action Pursuant to Third Circuit LAR 27.4 and I.O.P. 10.6 September 27, 2012 Before: AMBRO, JORDAN and VANASKIE , Circuit Judges (Opinion filed : October 15, 2012 )

_________ OPINION

_________ PER CURIAM Mark C. Meade , proceeding pro se , appeals from an order of the United States District Court for the District of New Jersey dismissing his complaint

. Because this2 appeal does not present a substan tial question, we will summarily affirm the District Court’s order. See In March 2006, Meade established the Dasoda Corporation (“Dasoda”) in order to open a franchise of Kiddie Academy Domestic Franchising LLC (“Ki ddie Academy”) , a f

ranchisor of child care learning centers. That November, Dasoda an d Kiddie Academy entered into a franchise agreement for the operation of a center in Jackson, New Jersey. CIT Group loaned Dasoda funds to purchase and operate the franc hise. It appears that
D a soda’s business venture was unsuccessful. 3d Cir. LAR 27.4; 3d Cir. I.O.P. 10.6.

Mea de initially filed the underlying complaint in the Superior Court of New Jersey, Law Division, Morris County , against Kiddie Academy and several of its employees (the “Kiddie Academy Defendants”). 1

1 This is Mead e’s second complaint against these defendants. O n February 16, 2011, he commenced an action in the District Court that contained many of the same allegations, but, by order entered October 25, 2011, the District Court dismissed the complaint on the ground s that Meade failed to satisfy the applicable plead ing requirements, he lacked standing to file the suit, his claims were subject to arbitration provisions in the franchise agreement, and the District Court was the wrong forum for hi s action. Meade v. Kid die Academy Domestic Franchising , No. 11

- cv - 0 900 , 2011 WL 5104501 (D.N.J. Oct. 25, 2011). Meade claimed that the Kiddie Academy Defendants made various fraudulent statements and misrepresentations in order to induce him to sign the franchise agreement. For example, Meade claimed that the Kiddie Academy Defendants had grossly ov erstated the financial performance data and misrepresented the costs of operating the business. Meade also claimed that the Kiddie Academy Defendants had breached various terms of the agreement by, for example,3 failing to assist him with finding a locatio n for his franchise, and failing to assist with teacher instruction, classroom set up, training, and licensing requirements. Meade’s complaint set forth a host of other alleged wrongdoings by the Kiddie Academy Defendants, including violations of state co nsumer rights laws, federal racketeering violations, bank fraud, and more. Meade sought approximately eight million dollars in damages from the Kiddie Academy Defendants, as well as an injunction to stop the sale of all Kiddie Academy franchises in the st ate of New Jersey. In addition to the Kiddie Academy Defendants, Meade also named as defendants CIT Group and one of its former employees (the “CIT Group Defendants”). Meade sought more than two million dollars in damages from the CIT Group Defendants. The Kiddie Academy Defendants removed the complaint to the District Court on July 15, 2011. The Kiddie Academy D efendants moved to dismiss the complaint on the grounds that, inter alia

We have jurisdiction over this appeal pursuant to 28 U.S.C. § 1291, and exercise plenary review over the District Court’s dismissal order

. , Meade did not have standing to seek damages for injuries sustai ned by Dasoda. The CIT Group D efendants also filed a motion to dismiss, arguing that Meade ’s purported fraud allegations d id not satisfy the pleading requirements of Federal Rule of Civil Procedure 9(b). By order entered March 28, 2012, the District Cour t granted the defendants’ motions and dismissed the complaint. This appeal followed.

Marcavage v. Nat’l Park Serv

. , 666 F.3d 856, 858 (3d Cir. 2012) . Dismissal is proper if a party fails to allege sufficient factual matter, which if accepted as true, could “state a claim to relief that is plausible on4 its face.” Ashcroft v. Iqbal , 556 U.S. 662, 678 (2009) (quoting Bell Atl. Corp. v. Twombly , 550 U.S. 544, 570 (2007)). We may summarily affirm if the appeal presents no substantial question. See The District Court properly granted the Kiddie Academy Defendants’ motion to
dismi ss. We need not address each basis for the District Court’s decision to dismiss the complaint, as it is clear to us that Meade lacked standing to pursue this suit. I t is well established that, absent a direct individual injury, the president and principa l shareholder of a corporation lacks standing to sue for an injury to the corporation. 3d Cir. LAR 27.4; 3d Cir. I.O.P. 10.6.

See , e.g. , Jones v. Niagara Frontier Transp. Authority (NFTA)

T he District Cour t also properly granted the CIT Group D efendants’ motion to dismiss. We have reviewed the complaint, and agree with the District Court that Meade failed to specifically identify any wrongful act or omission by eit her CIT Group or its

em ployees. Therefore, for substantially the same reasons provided by the District Court, Meade failed to comply with the ple ading requirements of Rule 9(b). , 836 F.2d 731, 736 (2d Cir. 1987 ) (explaining that, even though the plaintiff shareholder may have faced t he risk of financial loss as a result of injuries to the corporation, “[a] shareholder

— even the sole
shareholder

— does not have standing to assert claims alleging wrongs to the corporation”). Because Meade’s claims all involved injuries to Dasoda stemming from the franchise agreement between Dasoda and Kiddie Academy, and because Meade did not allege that the Kiddie Academy Defendants took any actions against him in his individual capacity, he did not have standing to sue for injuries sustained by Dasoda

.

See Fed. R. Civ. P.5 9(b) (“In alleging fraud or mistake, a party must state with particularity the circumstances

co nstituting fraud or mistake.”); see also In re Ins . Brokerage Antitrust Litig.

For the foregoing reasons, we conclude that no substantial question is presented by this appeal. , 618 F.3d 300, 348 (3d Cir. 2010) (discussing the “heightened pleading requirements” of Rule 9(b)).

See 3d Cir. I.O.P. 10.6. We have considered Meade’s arguments in support of the appeal and conclude that they are without merit. Accordingly, we will summarily affirm the District Court’s judgment.