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WO 

IN THE UNITED STATES DISTRICT COURT 

FOR THE DISTRICT OF ARIZONA 

Sarah Nathreen Nakanwagi,

Plaintiff, 

v. 

Tenet Healthcare Corporation, 

Defendant. 

No. CV-15-01596-PHX-DGC

ORDER 

 Plaintiff Sarah Nathreen Nakanwagi filed a complaint against Defendant Tenet 

Healthcare Corporation seeking monetary damages for alleged tortious conduct. Doc. 13. 

Defendant has filed a motion to dismiss for lack of personal jurisdiction pursuant to Rule 

12(b)(2) of the Federal Rules of Civil Procedure. Doc. 30. The motion is fully briefed 

(Docs. 30, 37, 38), and the Court concludes that oral argument is not necessary. For the 

reasons set forth below, the Court will grant Defendant’s motion to dismiss. 

I. Background. 

Defendant is a Nevada corporation with its principal place of business in Dallas, 

Texas. Doc. 30 at 3. Defendant is the parent corporation of VHS Acquisition 

Corporation, a wholly owned subsidiary. Id. VHS is an Arizona corporation which 

“owns, operates and does business as Maryvale Hospital[]” in Arizona. Id. Plaintiff – a 

legal permanent resident domiciled in Arizona – was allegedly injured when she received 

treatment for menstrual pain at Maryvale Hospital on January 11, 2015. Doc. 13, ¶¶ 2-8. 

 

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II. Legal Standard. 

“When a defendant moves to dismiss for lack of personal jurisdiction, the plaintiff 

bears the burden of demonstrating that the court has jurisdiction over the defendant.” 

Pebble Beach Co. v. Caddy, 453 F.3d 1151, 1154 (9th Cir. 2006). “Where, as here, the 

defendant’s motion is based on written materials rather than an evidentiary hearing, the 

plaintiff need only make a prima facie showing of jurisdictional facts to withstand the 

motion to dismiss.” Mavrix Photo, Inc. v. Brand Techs., Inc., 647 F.3d 1218, 1223 (9th 

Cir. 2011). “The plaintiff cannot ‘simply rest on the bare allegations of its complaint,’ 

but uncontroverted allegations in the complaint must be taken as true.” Id. (quoting 

Schwarzenegger v. Fred Martin Motor Co., 374 F.3d 797, 800 (9th Cir. 2004)). The 

Court may not assume the truth of allegations in a pleading that are contradicted by an 

affidavit, but factual disputes are resolved in Plaintiff’s favor. Id.

III. Personal Jurisdiction. 

 “Federal courts ordinarily follow state law in determining the bounds of their 

jurisdiction over persons.” Walden v. Fiore, 134 S. Ct. 1115, 1121 (2014) (citation 

omitted). Arizona has authorized its courts to exercise jurisdiction to the maximum 

extent permitted by the Due Process Clause of the U.S. Constitution. See Ariz. R. Civ. P. 

4.2(a). Thus, courts in the District of Arizona may exercise jurisdiction over a defendant 

who is not physically present in Arizona if the defendant has minimum contacts with the 

State, such that the suit can be maintained without offending traditional notions of fair 

play and substantial justice. Int’l Shoe Co. v. Washington, 326 U.S. 310, 316 (1945). 

 The Court may assert “general” personal jurisdiction over a defendant whose 

activities in the forum state are substantial or continuous and systematic, even if the 

plaintiff’s claims are unrelated to those activities. See Haisten v. Grass Valley Med. 

Reimbursement Fund, Ltd., 784 F.2d 1392, 1396 (9th Cir. 1986) (citing Data Disc, Inc. v. 

Syst. Tech. Assoc., Inc., 557 F.2d 1289, 1287 (9th Cir. 1977)). Alternatively, “specific” 

personal jurisdiction can be established when the defendant purposely directed conduct at 

the forum, the claim arises out of the defendant’s forum-related activities, and 

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the exercise of jurisdiction comports with fair play and substantial justice. Mavrix Photo, 

647 F.3d at 1227-28. The first requirement – purposeful direction – can be satisfied 

when a defendant (1) commits an intentional act, (2) expressly aimed at the forum, 

(3) which causes foreseeable harm in the forum. Id. This test is sometimes referred to as 

the “effects test.” Id. 

The effects test does not “stand for the broad proposition that a foreign act with 

foreseeable effects in the forum state always gives rise to specific jurisdiction.” Wash. 

Shoe Co. v. A-Z Sporting Goods Inc., 704 F.3d 668, 675 (9th Cir. 2012) (citation and 

quotation marks omitted). Nor does the effects test mean that specific jurisdiction may 

be based solely on a defendant’s knowledge that the subject of his tortious activity resides 

in a particular state. See Walden, 134 S.Ct. at 1125. “The proper question is not where 

the plaintiff experienced a particular injury or effect but whether the defendant’s conduct 

connects him to the forum in a meaningful way.” Id.

 Defendant argues that it is not subject to this Court’s general jurisdiction because 

Defendant is not at home in Arizona, and is not subject to specific jurisdiction because 

Plaintiff’s claims do not arise out of Defendant’s activities in the State. Doc. 30. 

Plaintiff does not allege that Defendant has had any direct contact with the forum. 

Rather, Plaintiff relies on the parent-subsidiary relationship between Defendant and 

Maryvale Hospital. Doc. 37, ¶ 12. Plaintiff argues that “Tenet is subject to jurisdiction 

in Arizona in light of having entered into a carefully structured parent-subsidiary 

relationship that envisioned continuing and wide-reaching contacts with the healthcare 

system in Arizona.” Id. Plaintiff also argues that Defendant has such pervasive control 

over Maryvale hospital that Maryvale is Defendant’s “agent, instrumentality, or alterego.” Id., ¶¶ 17, 19. As a result, Plaintiff claims, Maryvale’s contacts in Arizona can be 

attributed to Defendant for purposes of asserting personal jurisdiction. Id., ¶¶ 20, 31-32. 

Defendant does not dispute that Maryvale hospital is a wholly owned subsidiary of 

Defendant, but maintains that Defendant and Maryvale hospital are distinct corporate 

entities. Doc. 38 at 8. Thus, the only question before this Court is whether Maryvale’s 

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contacts with Arizona can be attributed to Defendant. 

 Plaintiff’s agency theory cannot succeed. The Ninth Circuit once recognized an 

agency theory for personal jurisdiction, Doe v. Unocal Corp., 248 F.3d 915, 928 (9th Cir. 

2001), but the Supreme Court rejected that theory, noting that it would “subject foreign 

corporations to general jurisdiction whenever they have an instate subsidiary or affiliate,” 

Daimler AG v. Bauman, 134 S. Ct. 746, 760 (2014). The Court therefore will focus only 

on Plaintiff’s alter ego argument. 

A. Alter Ego Choice of Law. 

The parties do not address what law should govern the alter ego analysis. Plaintiff 

cites cases from a range of circuits and district courts. Defendant relies primarily on two 

cases from the Ninth Circuit, Doe v. Unocal Corp., 248 F.3d 915 (9th Cir. 2001), and 

Ranza v. Nike, 793 F.3d 1059 (9th Cir. 2015). Unocal looked mostly to California law, 

but also cited federal court decisions from New York, Illinois, Delaware, and Florida. 

See Unocal, 248 F.3d at 926-27. Ranza applies the alter ego standard set forth in Unocal. 

See Ranza, 793 F.3d at 1071, 73-74. In the absence of any assertion that the law of some 

other jurisdiction should apply, the Court will also look to Unocal and Ranza.

 B. Alter Ego Analysis. 

 In Ranza, the Ninth Circuit provided this explanation of the alter ego test, relying 

primarily on Unocal: 

To satisfy the alter ego test, a plaintiff must make out a prima facie case 

(1) that there is such unity of interest and ownership that the separate 

personalities of the two entities no longer exist and (2) that failure to 

disregard their separate identities would result in fraud or injustice. The 

“unity of interest and ownership” prong of this test requires a showing that 

the parent controls the subsidiary to such a degree as to render the latter the 

mere instrumentality of the former. This test envisions pervasive control 

over the subsidiary, such as when a parent corporation dictates every facet 

of the subsidiary’s business – from broad policy decisions to routine 

matters of day-to-day operation. Total ownership and shared management 

personnel are alone insufficient to establish the requisite level of control. 

Id. at 1073 (quotation marks, brackets, and citations omitted). 

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 Plaintiff alleges that Defendant actively advertises the services of its subsidiary 

hospitals, including Maryvale, on its website. Doc. 37, ¶ 7. Defendant’s website also 

advertises employment opportunities available in these subsidiary hospitals, as well as 

health insurance products tailored to the residents of Arizona. Id. Plaintiff further 

contends that Defendant is involved in setting the rates at Maryvale hospital, including by 

engaging in negotiations with insurance companies. Id., ¶ 8; Id. at 16 (Exhibit B). 

Plaintiff also argues that Defendant “had the employees in its subsidiary embrace its 

organizational culture[,]” and that “Defendant invested money in the information 

technology infrastructure (medical records, upgrading the clinical and financial systems 

in the Phoenix market) of its subsidiaries in Arizona, including Maryvale hospital.” Id., 

¶¶ 23-24. Finally, Plaintiff alleges that Defendant utilized the benefits and advantages of 

Arizona law to obtain stock in Maryvale and profit from the activities of the hospital. Id., 

¶¶ 29-30. 

 These contentions are simply not sufficient to meet the high burden of showing 

“such unity of interest and ownership that the separate personalities [of Defendant and 

Maryvale hospital] no longer exist.” Ranza, 793 F.3d at 1073. Plaintiff alleges that 

Maryvale hospital “operational activities are controlled by” Defendant (Doc. 37, ¶ 31), 

but provides no facts to show “pervasive control over the subsidiary, such as when a 

parent corporation ‘dictates every facet of the subsidiary’s business – from broad policy 

decisions to routine matters of day-to-day operation.’” Id. As the Ninth Circuit has 

noted “[a] parent corporation may be directly involved in financing and macromanagement of its subsidiaries . . . without exposing itself to a charge that each 

subsidiary is merely its alter ego.” Unocal Corp., 248 F.3d at 927. Plaintiff provides no 

evidence to suggest that Defendant and Maryvale hospital have “fail[ed] to observe their 

respective corporate formalities.” Ranza, 793 F.3d at 1074. What is more, Defendant 

entirely disregards the second element of the alter ego test recognized in Ranza and 

Unocal: “that failure to disregard their separate identities would result in fraud or 

injustice.” Id. at 1073. 

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 Plaintiff has failed to show that Maryvale hospital is an alter ego of Defendant. 

Because Plaintiff has not alleged any direct contact between Defendant and the State of 

Arizona, this Court does not have personal jurisdiction over Defendant. 

IT IS ORDERED that Defendant’s motion to dismiss (Doc. 30) is granted.

The Clerk of Court is directed to terminate this matter. 

 Dated this 30th day of January, 2017. 

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