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UNITED STATES DISTRICT COURT

NORTHERN DISTRICT OF ILLINOIS

EASTERN DIVISION

VALINDA STEPHENS, et al.,

Plaintiffs, Case No. 20-cv-4305

v. Judge John Robert Blakey

C&K Trucking, LLC,

Defendant.

ORDER

This Court denies Defendant’s motion to dismiss [26]. Defendant is ordered to 

answer the amended complaint by June 4, 2021. In addition, by June 14, 2021, the 

parties shall file a status report proposing reasonable case management dates. This 

Court will set future dates by separate order. 

STATEMENT

In July 2020, Valinda Stephens, Bernard Shurn, and Damien Muhammad 

(original plaintiffs) filed a putative class action complaint against Defendant C&K 

Trucking. [1]. The complaint asserted claims under the Truth in Leasing Act (TILA) 

and state law for fraud and breach of contract, and all three claims arose from alleged 

contractual relationships between the original plaintiffs and Defendant. Id.

Defendant moved to dismiss this complaint under Federal Rule of Civil Procedure 

12(b)(6), arguing, among other things, that this Court should dismiss all of the claims 

because the original plaintiffs are not the actual parties to the contracts at issue. 

[18]. 

In response, Plaintiffs BNVS Transport LLC and Mein & Meen Trucking, Inc. 

amended the complaint under Federal Civil Procedure 15(a)(1)(B), effectively 

substituting themselves as new Plaintiffs in lieu of original plaintiffs Stephens, 

Shurn, and Muhammad. [24]. The amended complaint is nearly identical in 

substance to the original complaint but clarifies that the original plaintiffs (who are 

no longer named as plaintiffs) own and operate the companies named as the new 

Plaintiffs, BNVS Transport and Mein and Meen Trucking, and that these new 

Plaintiffs are the actual parties to the relevant contracts with Defendant. Id. at ¶¶ 

2–3, 19–20. The amended complaint alleges that Defendant provides “intermodal 

drayage” services to shippers across the country, which refers to the use of trucks to 

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move freight from one mode of transportation to another. Id. at ¶ 2. When providing 

these services, Defendant enters into standardized agreements with smaller owneroperators like Plaintiffs. Id. at ¶¶ 2, 4. These agreements require Plaintiffs to 

provide a truck to lease to Defendant and to then drive the leased trucks to haul loads 

tendered by Defendant. Id. at ¶¶ 4, 6. Plaintiffs claim that although Defendant’s 

contracts require it to pay Plaintiffs a certain amount for hauling loads, Defendant 

has consistently short-changed their pay and made false statements to Plaintiffs 

about their routes and compensation, rendering them liable under TILA and for 

breach of contract and fraud. See generally [24]. Defendant has moved to dismiss the 

amended complaint under Rules 12(b)(1) and 12(b)(6), arguing that this Court lacks 

subject matter jurisdiction over the case and that Plaintiffs fail to state a claim for

fraud. [26]. Plaintiffs oppose the motion. [34]. 

Analyzing a motion to dismiss under Rule 12(b)(1) requires this Court to 

construe Plaintiffs’ complaint in the light most favorable to Plaintiffs, accept as true 

all well-plead facts, and draw reasonable inferences in Plaintiffs’ favor. Silha v. ACT, 

Inc., 807 F.3d 169, 173 (7th Cir. 2015); Long v. Shorebank Dev. Corp., 182 F.3d 548, 

554 (7th Cir. 1999). Courts evaluating Rule 12(b)(1) motions may look beyond the 

complaint to consider whatever evidence has been submitted on the issue to 

determine whether subject matter jurisdiction exists. Silha, 807 F.3d at 173 (when 

reviewing a challenge to subject matter jurisdiction, “the court may look beyond the 

pleadings and view any evidence submitted”). Under Rule 12(b)(6), this Court must 

construe the complaint in the light most favorable to Plaintiff, accept as true all wellpleaded facts, and draw reasonable inferences in his favor. Yeftich v. Navistar, Inc., 

772 F.3d 911, 915 (7th Cir. 2013). Statements of law or conclusory factual allegations, 

however, need not be accepted as true. Id. Rule 12(b)(6) limits this Court’s 

consideration to “allegations set forth in the complaint itself, documents that are 

attached to the complaint, documents that are central to the complaint and are 

referred to in it, and information that is properly subject to judicial notice.” 

Williamson v. Curran, 714 F.3d 432, 436 (7th Cir. 2013). 

This Court begins with Defendant’s jurisdictional argument under Rule 

12(b)(1). Defendant argues that the original plaintiffs—Stephens, Shurn, and 

Mohammad—lacked Article III standing to sue and therefore also lacked standing to 

amend the complaint to substitute their companies as the new Plaintiffs. [27] at 5–

10; [37] at 3–9. Initially, this Court disagrees with the notion that the original 

plaintiffs lacked Article III standing. To establish Article III standing, a plaintiff 

must show that: (1) he or she has suffered an “injury in fact” that is (a) concrete and 

particularized and (b) actual or imminent, not conjectural or hypothetical; (2) the 

injury is fairly traceable to the challenged action of the defendant; and (3) it is likely, 

as opposed to merely speculative, that the injury will be redressed by a favorable 

decision. Silha, 807 F.3d at 172–73 (quoting Friends of the Earth, Inc. v. Laidlaw 

Envtl. Servs. (TOC), Inc., 528 U.S. 167, 180−81 (2000); Lujan v. Defs. of Wildlife, 504 

U.S. 555, 559–60 (1992)). Here, the original plaintiffs alleged that they, on behalf of 

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the companies they own and operate, entered into contracts with Defendant to haul 

loads; that Defendant underpaid them and made misrepresentations about pay; and 

that this Court can redress their injuries by awarding damages. These allegations 

establish the elements of Article III standing: (1) an Article III injury in the form of 

financial losses suffered by the companies the original plaintiffs own and operate, see

McGarry & McGarry, LLC v. Bankr. Mgmt. Sols., Inc., 937 F.3d 1056, 1063 (7th Cir. 

2019), (2) that Defendant caused, and (3) for which this Court can compensate 

Plaintiffs through a favorable decision.

Although standing has existed since the case’s inception, this Court 

understands Defendant to be making a slightly different point—that is, because the 

original plaintiffs were not the real parties in interest to enforce rights arising from 

the relevant contracts, they lacked the ability to amend the complaint to substitute 

the real parties in interest. See [37] at 7 (arguing that “Plaintiffs attempted to usurp 

the [original plaintiffs’] rights under the contracts and assert the claims in their own 

names without justification.”). Defendant is not wrong that the original plaintiffs do 

not qualify as the real parties in interest: a “natural person is not the real party in 

interest for bringing a suit based on a corporation’s rights, even when the person is 

the sole owner of the corporation.” Knopick v. Jayco, Inc., 895 F.3d 525, 529 (7th Cir. 

2018). But failing to prosecute an action by the real party in interest is not a 

jurisdictional defect. Id.; see Llano Fin. Grp., LLC v. Lendzion, No. 15 C 7091, 2016 

WL 930660, at *3 (N.D. Ill. Mar. 11, 2016) (“Standing is jurisdictional; the real party

in interest doctrine is not.”) (citing Fed. Deposit Ins. Corp. v. Hartford Ins. Co. of

Illinois, 877 F.2d 590, 592 (7th Cir. 1989)). Instead, such failure is “merely a defect 

that, once raised by [Defendant], [the original plaintiffs were] obligated to remedy.” 

Bushberger v. Midland Credit Mgmt., Inc., No. 17-CV-1468, 2019 WL 2271043, at *5 

(E.D. Wis. May 28, 2019); see also, e.g., Llano, 2016 WL 930660, at *4–5 (granting the 

plaintiff time to replead his complaint to cure his failure to name the real party in 

interest) (citing Fed. R. Civ. P. 17). Thus, the original complaint’s failure to name the 

true parties in interest as plaintiffs did not create a jurisdictional problem, but merely 

resulted in a curable defect. And here, the original plaintiffs remedied the defect by 

amending the complaint to substitute the real parties in interest—the companies—

as the new Plaintiffs. Their amendment is not only allowable under the above-cited 

case law, but also is consistent with Plaintiffs’ Rule 11(b)(3) obligation to ensure that 

their “factual contentions have evidentiary support.” This Court therefore finds no 

basis to dismiss the amended complaint on Rule 12(b)(1) grounds.

 

This Court turns now to Defendant’s Rule 12(b)(6) arguments, which 

Defendant directs solely at Plaintiffs’ fraud claim in Count III. Defendant first argues 

that Plaintiffs’ fraud claim should be dismissed as duplicative of their breach of 

contract claim. [37] at 13–14. Defendant rightly notes that “fraud claims must 

contain something more than reformulated allegations of a contractual breach,”

Greenberger v. GEICO Gen. Ins. Co., 631 F.3d 392, 395 (7th Cir. 2011) (citing Avery

v. State Farm Mut. Auto. Ins. Co., 835 N.E.2d 801, 844 (Ill. 2005)), but ignores 

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Plaintiffs’ allegations of distinct fraudulent acts. Indeed, Plaintiffs allege specifically 

that Defendant lied about documentation requirements for receiving pay, provided 

contradictory and misleading statements in response to pay disputes, and 

unilaterally changed contract terms regarding pay without Plaintiffs’ consent or 

knowledge. [24] at ¶¶ 42, 71. These allegations do not merely describe Defendant’s 

breach of its contractual promise to pay Plaintiffs certain amounts; they describe 

misrepresentations and omissions that give rise to fraud. Accordingly, this Court 

declines to dismiss Plaintiffs’ fraud claim at this stage. See, e.g., Boyd Grp. (U.S.)

Inc. v. D’Orazio, No. 14 CV 7751, 2015 WL 3463625, at *9 (N.D. Ill. May 29, 2015)

(declining to dismiss a fraud claim as duplicative of a breach of contract claim where 

the plaintiff alleged false statements separate and apart from the alleged breach of 

contract).

Defendant also argues that Plaintiffs fail to plead fraud with particularity. 

[27] at 10–12. In cases alleging fraud, Rule 9(b) imposes a heightened pleading 

requirement: “a party must state with particularity the circumstances constituting 

fraud.” As a practical matter, this means that Plaintiffs must plead the “who, what, 

when, where, and how” of the alleged fraud. Benson v. Fannie May Confections

Brands, Inc., 944 F.3d 639, 646 (7th Cir. 2019). Defendant argues Plaintiffs failed to 

adequately plead the “who” of the fraud because they did not plead the specific names 

of the people who made the alleged misrepresentations to Plaintiffs. [27] at 11. But 

Plaintiffs do allege that the misrepresentations came from Defendant’s agents, see

[24] at ¶ 71, and that is enough at this stage, when Plaintiffs may not know the

agents’ identities until they conduct discovery, see Tammerello v. Ameriquest Mortg.

Co., No. 05 C 466, 2005 WL 1323559, at *3 (N.D. Ill. June 2, 2005) (“While Plaintiff 

fails to specifically name the agents in question, such a failure is not fatal to his 

complaint given that he identifies them as agents of Ameriquest, the defendant in 

this case.”); Gelco Corp. v. Major Chevrolet, Inc., No. 01 C 9719, 2002 WL 31427027, 

at *9 (N.D. Ill. Oct. 30, 2002) (denying motion to dismiss fraud claim for failure to 

plead with specificity the identity of defendant’s employees who made the fraudulent 

statements because “the identity of defendant’s employees who may have entered 

false information on documents is not known to plaintiffs”).

Defendant also complains that Plaintiffs fail to provide relevant dates of the 

fraud with sufficient specificity (the “when”). [27] at 11. True, Plaintiffs do not allege 

any exact dates and times of the fraud. But the law does not require them to provide 

exact dates; rather, “general allegations as to time” satisfy Rule 9(b). Prince-Servance

v. BankUnited, FSB, No. 07 C 1259, 2007 WL 3254432, at *6 (N.D. Ill. Nov. 1, 2007); 

see also Benson, 944 F.3d at 646 (holding that the complaint adequately alleged the 

“when” of fraud by stating that it occurred from “May 10, 2014, to the present”); Am.

Guardian Warranty Servs., Inc. v. JCR-Wesley Chapel, LLC, No. 16 C 11407, 2017 

WL 2224883, at *5 (N.D. Ill. May 22, 2017) (observing that the plaintiff “need not 

state exact dates” on which the defendant made representations). Plaintiffs plead 

the general time period of the alleged fraud, alleging, for instance, that Defendant 

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made contradictory or misleading statements in response to pay disputes monthly 

from June 19 through April 2020 to Plaintiff BNVS Transport, and between March 

2018 and August 2019 and October 2019 and February 2020 to Mein & Meen 

Trucking. [24] at ¶ 71. These general allegations satisfy Rule 9(b). 

For the reasons stated above, this Court denies Defendant’s motion to dismiss 

[26]. Defendant is directed to answer the amended complaint by June 4, 2021. By 

June 14, 2021, the parties shall file a status report proposing reasonable case 

management dates. This Court will set future dates by separate order. 

Dated: May 17, 2021

Entered:

____________________________

John Robert Blakey

United States District Judge

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