-4-
“In this circuit, a corporation’s principal place of business
is the place where the corporation has its nerve center.”

Kanzelberger v. Kanzelberger, 782 F.2d 774, 777 (7th Cir. 1986)

The “nerve center” is where the corporation’s executive
headquarters are located. See Metropolitan Life Ins. Co. v. Estate
of Cammon, 929 F.2d 1220, 1223 (7th Cir. 1991). Thus, under the
“nerve center” test, “the court considers facts relevant to where
the corporation makes its major decisions, rather than the place or
places where the corporation transacts business.” Trade Solutions

Inc. v. Eurovictory Sports, Inc., No. 97 CV 1153, 1998 WL 111639,

at *2 (N.D. Ill. Mar. 9, 1998). That a party “does lots of
business in Illinois is . . . irrelevant, so long as the record
reveals . .. that its ‘principal’ place of business is elsewhere.”

Metropolitan Life, 929 F.2d at 1223.

The record shows that Promo Edge’s headquarters are located in
Wisconsin; Promo Edge’s principal place of business accordingly is
in Wisconsin. The documents Dickal submits purportedly showing
that Promo Edge “does lots of business in Illinois” are irrelevant.
c. Amount _in Controversy

Plaintiff’s third ground for remand is that defendants have
failed to demonstrate that the amount in controversy exceeds the
sum of $75,000. Plaintiff argues that because it is not seeking

(and in no event could it recover) monetary damages, and because


~9-
reasonable attorney’s fees, costs, and disbursements incurred by
reason of the removal proceedings. Plaintiff may file a petition
for such fees and costs pursuant to Local General Rule 54.3, if the
parties are unable to reach agreement as to the appropriate
amounts. If plaintiff does find it necessary to file a petition,
the defendants may have 14 days to respond, and plaintiff 10 days
thereafter to reply.

The Clerk of the Court is directed to remand this case to the
Circuit Court of Cook County and to mail a certified copy of the

remand order forthwith.

DATE: dune 6, 2002

ENTER:

John F (6 dy, United States District Ju


-6-
the right to be enforced. See 14B Charles Alan Wright et al.,
Federal Practice and Procedure § 3702 (3d ed. 1998); see also BEM

L.L.C. v. Anthropologie, Inc., No. 98 C 358, 1999 WL 1212643, at
*3 (N.D. Tll. Dec. 14, 1999) (Pallmeyer, J.) (citing Horton v.

Liberty Mut. Life Ins. Co., 367 U.S. 348, 352-53 (1961)).

The Illinois Forcible Entry and Detainer statute, 735 ILCS
5/9-101 et seq., “provides a summary method of determining the
right to possession of property in a dispute between a landlord and

a tenant.” See BEM I, 1999 WL 1212643, at *4 (citing Subway

Restaurants, Inc. v. Riggs, 696 N.E.2d 733, 736 (Ill. App. Ct.

1998)). “The only questions that are to be answered in such a
proceeding concern which party is entitled to immediate possession
and whether a defense that is germane to the distinctive purpose of
the action defeats plaintiff's asserted right to possession.”
Subway, 696 N.E.2d at 736.

In BEM I, our colleague Judge Pallmeyer described the various

methods that federal courts have used for determining the amount in
controversy in actions seeking possession of real property. 1999
WL 1212643, at *4. The guiding principle of the BEM I analysis is
that the method of determining the value of a lease must be
consistent with the nature of the Illinois Forcible Entry and
Detainer statute and the fact that the primary remedy available

under it is the recovery of possession. We adopt this reasoning.


-5-
defendant has not shown that the value of the lease is more than
$75,000, remand is required.

The party seeking to preserve federal diversity jurisdiction
bears the burden of showing that the amount in controversy and
complete diversity requirements are met. See Chase v. Shop ‘N Save

Warehouse Foods, Inc., 110 F.3d 424, 427 (7th Cir. 1997). The

starting point in determining the amount in controversy is
typically the face of the complaint. See id. In actions seeking
declaratory or injunctive relief, however, “it is well established
that the amount in controversy is measured by the value of the

object of the litigation.” Hunt v. Washington State Apple Adver.

Comm’n, 432 U.S. 333, 347 (1977). The Seventh Circuit uses the
“either viewpoint rule,” under which the court can calculate the
value of the relief requested from the perspective of either party.

See McCarty v. Amoco Pipeline Co., 595 F.2d 389, 394-95 (7th Cir.

1979). The court considers “the pecuniary result to either party
which the judgment would directly produce.” Id. at 393 (emphasis
added). Pecuniary results that are speculative or that flow from

“collateral sources,”

such as fines and expenses that a party may
incur as a result of judgment, are not considered. See Columbia

Gas Transmission Corp. v. Tarbuck, 62 F.3d 538, 543 (3d Cir. 1995).

Although the determination of the amount in controversy is a
federal question, where an action turns on state law, federal

courts must look to state law to determine the nature and extent of


~g-
value of this suit.” (Defendants’ Response at 7.) We reject this
argument because the outcome of this suit will not affect these
amounts or determine whether they are due. They are simply not in
controversy here. The issue of whether defendants indeed owe these
amounts is independent of the issue of whether plaintiff is
entitled to immediate possession of the premises.

For the same reason, we reject defendants’ argument that their
unspecified relocation costs, lost profits and loss of goodwill
“associated with the interruption of business” constitute the
requisite amount in controversy. The lost profits and loss of
goodwill are merely speculative. The relocation costs are not
quantified, and therefore do not meet defendants’ burden to prove

”

to a “reasonable probability,” Shaw v. Dow Brands, Inc., 994 F.2d
364, 366 (7th Cir. 1993), that jurisdiction exists. Moreover, and
more importantly, such costs associated with relocation would be a
collateral effect of eviction and thus should not be considered in
determining the amount in controversy. Accordingly, defendants’
request to “present appropriate proof” at a hearing is denied.
CONCLUSION

Plaintiff’s motion to remand this case is granted. Therefore,
plaintiff’s pending motions (to strike defendants’ affirmative
defenses and for the entry of an order requiring defendants to pay

plaintiff for the use and occupancy of the property) are moot.

Pursuant to 28 U.S.C. § 1447(c), plaintiff is awarded its


Minute rder Form (06/97)

United States District Court, Northern District of Illinois

Name of Assigned Judge John F. Grady Sitting Judge if Other
or Magistrate Judge than Assigned Judge
CASE NUMBER 02 C 3206 DATE 6/6/2002
CASE Dickal 770 LLC vs. PRN Corporation et al
TITLE
[In the following box (a) indicate the party filing the motion, e.g., plaintiff, defendant, 3rd party plaintiff, and (b) state briefly the nature
MOTION: of the motion being presented.]
DOCKET ENTRY:
(1) mi) Filed motion of [ use listing in “Motion” box above.]
(2) o Brief in support of motion due
(3) oO Answer brief to motion due. . Reply to answer brief due.
(4) o Ruling/Hearing on set for at
(5) Oo Status hearing[held/continued to] [set for/re-set for] on set for at
(6) ag Pretrial conference[held/continued to] [set for/re-set for] on set for at
(7) im Trial[set for/re-set for] on at
(8) a (Bench/Jury trial] [Hearing] held/continued to at
(9) im) This case is dismissed [with/without] prejudice and without costs[by/agreement/pursuant to]
OFRCP4(m) [General Rule21 OFRCP41(a)(1) OO FRCP41(a)(2).
ao) [Other docket entry] _ Plaintiff's motion to remand this case to the Circuit Court of Cook County
is granted. [3-1] Plaintiff's motions to strike are moot. [12-1, 13-1] Plaintiff's motion for the entry of an
order requiring defendants to pay plaintiff for the use and occupancy of the property is moot. [14-1]
Plaintiff is awarded its reasonable attorney’s fees, costs, and disbursements incurred by reason of the
removal proceedings. Further, the Clerk of the Court is directed to remand this case to the Circuit Court
of Cook County and to mail a certified copy of the remand order forthwith.
dal of (For further detail see order attached to the original minute order.]

No notices required.

Mail AO 450 form.

No notices required, advised in open court.

Notices faxed by judge’s staff.
Notified counsel by telephone.

Docketing to mail notices.

Copy to judge/magistrate judge,

AMM

V itd

umber of notices

courtroom
deputy’s
initials

© ipadiiag food

central Clerk’s Office

‘mailing deputy initiats



-7-

Defendants first contend that “a multimillion dollar contract
is at issue” because future rent payments under the lease total
approximately $1,058,000.00. (Defendants’ Response at 5-6.) We
reject this argument for the same reason suggested in BEM I: in
light of the purpose of the Illinois statute regarding forcible
entry and detainer, “to provide summary proceedings with a quick
resolution on the issue of possession only,” the amount of future
rents under the term of the lease is not pertinent to an action for
forcible entry and detainer in Illinois. BEM I, 1999 WL 1212643,
at *5.2 We are persuaded by plaintiff’s common-sense argument that
a lease only has value (to either party) to the extent that the
rent specified in the lease is below market value.’ Defendants
have not shown, or attempted to show, that the rent under the lease
at issue is below market value.

Defendants also contend that, because plaintiff has indicated
that it will incur $259,800 in expenses for repairs to the property
that will be required at lease termination, “this is a very real

damage figure to be calculated by this Court in determining the

# Blthough the court in BEM I did not find it necessary to decide whether
the amount of future rents was the appropriate standard to apply in determining
the value of possessing the leased space, the court noted that it had “serious
reservations about the validity of this valuation method. Under such a method,
essentially any forcible entry and detainer action involving a commercial lease
would be removable to federal court. This would be the result despite the
purpose of the Illinois statute to resolve the issue of possession quickly and
providing for summary proceedings to do so.” BEM I, 1999 WL 1212643, at *5 n.7.
We share the court’s concerns.

¥ The value to the landlord in terminating such a lease would be that it
could re-let the premises for a higher rent. The value to the tenant in keeping
such a lease would be in paying a lower rent than it would otherwise.


~3-
Edge’s financial performance for the year ended on February 12,
2002. These statements are labeled “Promo Edge Elk Grove Village,”
and, according to Dickal, the Profit and Loss Statement indicates
that 97% of Promo Edge’s gross sales for the year were generated
out of its Elk Grove Village facility (the offices at 770 Arthur
Avenue) . (Plaintiff’s Reply, Ex. A.)

Promo Edge, on the other hand, contends that it is a Wisconsin
citizen. Pirst, Promo Edge disputes Dickal’s interpretation of the
Profit and Loss Statement and Balance Sheet. Promo Edge states
that the documents actually show that 97% of its sales from the Elk
Grove Village facility were outside sales, whereas 2.9% were for
sales to other Menasha-owned companies. More significantly, Promo
Edge submits the affidavits of Thomas Bender, the Associate General
Counsel of defendant Menasha Corporation (“Menasha”) and the
Secretary of Promo Edge, a wholly owned subsidiary of Menasha.
Bender states that “Menasha and Promo Edge are both corporations
organized and existing under the laws of the State of Wisconsin,
and both have their principal place of business in Neenah,
Wisconsin.” (Amended Notice of Removal, Ex. E, Bender Aff., 7 7.)
In the affidavit attached to Promo Edge’s surreply, Bender states
the following: Promo Edge’s headquarters is in Neenah, Wisconsin;
four corporate officers and three directors live and work in
Wisconsin; and its central bank account is located in Wisconsin.

(Defendants’ Surreply, Ex. A, Bender Aff., (I 4, 7-8, 11.)


-2-
party to occupy the premises and failing to provide plaintiff with
the information necessary to determine the nature of the occupancy,
the potential impact of the assignment, and the relationship
between the parties. Plaintiff does not seek past due rent or
damages. On May 3, 2002, defendants filed a petition to remove the
action to this court, asserting the existence of federal diversity
jurisdiction pursuant to 28 U.S.C. § 1332. Thereafter, plaintiff
filed the instant motion to remand the case to the Circuit Court of
Cook County.

DISCUSSION

A. Consent of All Defendants to Removal

Plaintiff asserts three grounds for remand, the first being
that all defendants have not joined in the removal petition. As
plaintiff apparently concedes in its reply, this argument is moot
due to defendants’ filing of an amended notice of removal on May
17, 2002, which indicates that all defendants have consented to
removal.

B. Complete Diversity of Citizenship

Plaintiff, an Illinois limited liability company, also argues
that the defendants have failed to demonstrate complete diversity
of citizenship. Specifically, plaintiff argues that defendant
Promo Edge Company (“Promo Edge”) is an Illinois citizen, which
would destroy complete diversity of citizenship. Plaintiff submits

a Profit and Loss Statement and a Balance Sheet reflecting Promo


02~3206.021-JCD June 6, 2002

IN THE UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF ILLINOIS
EASTERN DIVISION

DICKAL 770 L.L.C.,
Plaintiff,

v. No. 02 C 3206
PRN CORPORATION, f£/k/a PICS
PREVIEW, INC., PREMIER RETAIL
NETWORKS, INC., Q RESIDUAL
CORPORATION, MENASHA CORPORATION,
and PROMO EDGE COMPANY,

Defendants.

MEMORANDUM OPINION

Before the court is plaintiff’s motion to remand this case to
the Circuit Court of Cook County. For the reasons explained below,
the motion is granted.

BACKGROUND

On April 23, 2002, plaintiff, Dickal 770 L.L.c (“Dickal”)
filed a forcible entry and detainer action in the Circuit Court of
Cook County against defendants PRN Corporation, Premier Networks,
Inc.,’ Q Residual Corporation, Menasha Corporation, and Promo Edge
Company. Plaintiff seeks possession of the leased premises at 770
Arthur Avenue in Elk Grove Village, Illinois. Plaintiff alleges

that defendants breached the lease by permitting an unauthorized

¥ Plaintiff refers to this company as “Premier Retail Networks, Inc.”