govinfo:USCOURTS-ohsd-1_25-cv-00885-0

UNITED STATES DISTRICT COURT 
SOUTHERN DISTRICT OF OHIO 
WESTERN DIVISION 
 
ALAN BRADFORD LINDNER, et 
al., 
 
Plaintiffs,  
 
v. 
 
JEFFREY S. LINDNER, et al., 
 
Defendants. 
 
 
 
 
 
 
 
 
 
 
Case Nos. 1:25-cv-885 
                    
JUDGE DOUGLAS R. COLE 
 
OPINION AND ORDER 
 Alan Bradford Lindner, David C. Li ndner, and Robert D. Lindner, Jr., 
Plaintiffs in this action and Trustees of the Robert D. Lindner, Sr. Family Trust, move 
to remand this case to the Hamilton Count y Court of Common Pleas. (Doc. 18). In 
support of that result, they argue that, while the case fell within the Court’s diversity 
jurisdiction at the time of removal, that is no longer true. Specifically, the 
counterclaims that Defendant Jeffrey S. Lindner (a fellow Trustee) filed have 
“ballooned” this once-narrow trust-distribution action into a court battle that “will 
seriously impact and delay the administration, distribution, and termination of th[e] 
Trust.” (Doc. 19, #497).
1 As a result, in addition to answering those counterclaims, 
Plaintiffs have filed an Amended Complaint  (Doc. 16), which names as Defendants 
numerous non-diverse parties, all Trust beneficiaries, 2 who Plaintiffs contend are 
 
1 Plaintiffs filed their motion and brief in suppo rt in separate docket entries. (Doc. 18; Doc. 
19). 
2 Those new Defendants are Emma Sophia Lind ner, Clayton Will Lindner, Sadie Elizabeth 
Lindner, Avery Rose Lindner, Andrew Davi d Lindner, John Robert Lindner, Leela Ann 
 
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now required to be joined. In their motion to remand, they argue that the presence of 
these new Defendants destroys the Court’s subject-matter jurisdiction, (Doc. 19, #497; 
see Notice of Removal, Doc. 1) . The Court agrees, so it GRANTS Plaintiffs’ motion 
and REMANDS this case to the Hamilton County Court of Common Pleas. As 
described below, the road to that conclusi on takes some twists and turns along the 
way, but the basic intuition is this—when,  in a case removed solely on diversity 
grounds, the removing defendant adds claims to the action post-removal that make 
new, non-diverse parties indispensable to th e overall dispute, and the plaintiff then 
adds those parties as new defendants by amending as a matter of right under Rule 
15, the Court has no choice but to remand the case.  
BACKGROUND 
As noted, Plaintiffs and Defendant Jeffrey S. Linder are Trustees of the Robert 
D. Lindner, Sr. Family Trust. (Doc. 2, #116). Plaintiffs sued Jeffrey
3 in the Hamilton 
County Court of Common Pleas on October 27, 2025, seeking (1) a judicial declaration 
that the proposed Trust distribution schedule is lawful, (2) instructions that the Trust 
assets shall be distributed according to  the proposed distribution schedule, 
(3) judicial approval of the Trustees’ administration of the Trust, and (4) a bar on any 
claims associated with the Trustees ’ administration of the Trust. ( Id. at #117–18). 
That last request was designed in part to prevent Jeffrey, who had certain objections 
 
Lindner, Sita Kara Lindner, Jolie Elizabeth Lindner, Jill Courtney Lindner Bolt, Trisha 
Anne Lindner Flynn, Robert D. Lindner, III. (Doc. 16, #458–459). Of those twelve, seven are 
Ohio citizens. (Id.) 
3 Because the Linders share a surname, the Court refers to Jeffrey individually by his first 
name. 
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to the proposed asset distribution, from “interfer[ing] or bring[ing] any claim against 
any of Plaintiff Trustees in any capacity  in connection with the above-described 
distribution of Trust assets.” (Id. at #119). 
While the merits of that request remain an open question, it is safe to say that 
this litigation has not played out as Plaint iffs originally intended. To start, on 
December 3, 2025, Jeffrey removed the case to this Court on diversity grounds. (Doc. 
1). Since then, Jeffrey has filed an Answer and Counterclaims (Doc. 13), and Plaintiffs 
have filed an Answer (Doc. 14) to Jeffrey’s counterclaims and an Amended Complaint 
as of right, (Doc. 16). And, in that last filing, Plaintiffs named numerous new parties 
as Defendants, many of whom are non-diverse. (Compare Doc. 2, #115 (naming only 
Jeffrey as a defendant), with Doc. 16, #458–59 (naming twelve additional defendants, 
of which seven are Ohio citizens)). Accordin g to Plaintiffs, though, they did not add 
those new Defendants entirely of their ow n accord. Rather, Jeffrey’s counterclaims 
changed the scope of the action and thus necessitated the addition of these new 
parties, which Plaintiffs accomplished by amending the Complaint. (Reply, Doc. 29, 
#573).  
Jeffrey, for his part, contends that Plai ntiffs do not actually seek any relief 
from the new Defendants, and that Plaintiffs have named them as a pretext for 
destroying the Court’s subject-matter jurisdiction. (Resp., Doc. 27, #556). Jeffrey says 
that the Court should see through this pl oy, drop the new, non-diverse Defendants, 
and retain jurisdiction over the case. ( Id. at #567). Alternatively, he argues that the 
Court can exercise subject-matter jurisdic tion despite the non-diverse Defendants 
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under the fraudulent joinder doctrine (which is basically just another way of saying 
that the Court must drop those non-diverse Defendants). 4 (Id. at #564–66). He also 
says that 28 U.S.C. § 1447(e) bars Plaintiffs from filing their Amended Complaint as 
of right. (Id. at #563).  
Plaintiffs have replied. (Doc. 29). So the matter is ripe for review. 
LEGAL STANDARD 
A motion to remand an action to state court challenges the Court’s subject-
matter jurisdiction. Eastman v. Marine Mech. Corp. , 438 F.3d 544, 549 (6th Cir. 
2006). A defendant may remove an action fr om state court to fe deral court if the 
federal court to which the action is re moved would otherwise have had original 
jurisdiction. 28 U.S.C. § 1441(a). The defend ant, as the removing party, bears the 
burden of proving that the federal court has jurisdiction in response to a motion for 
remand. Eastman, 438 F.3d at 549. The Court’s determination of its jurisdiction over 
the removed action is limited to the legal bases the removing defendant asserted in 
its timely filed notice of removal. Miller v. Adamo Grp. , No. 1:22-cv-14, 2022 WL 
1013090, at *3 (S.D. Ohio Apr. 5, 2022); 28 U.S.C. § 1446(a) (explaining that the 
 
4 “Fraudulent joinder is ‘a judicially created  doctrine that provides an exception to the 
requirement of complete diversity.’” Casias v. Wal-Mart Stores , 695 F.3d 428, 432 (6th Cir. 
2012) (quoting Coyne v. Am. Tobacco Co. , 183 F.3d 488, 493 (6th Cir. 1999)). “If the non-
diverse defendant was not fraudulently joined, then the district court lacks subject-matter 
jurisdiction and must remand the case to st ate court. By contrast, if the non-diverse 
defendant was fraudulently joined, the court may exercise jurisdiction over the case, but the 
court must dismiss that defendant from the action and lacks the power to resolve the merits 
of the claims against it.” Cline v. Dart Transit Co., No. 21-3468, 2023 WL 3003190, at *3 (6th 
Cir. Apr. 19, 2023) (citations omitted). 
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removing party must file “a notice of removal … containing a short and plain 
statement of the grounds for removal”).  
In evaluating the asserted grounds for re moval, a district court is not limited 
to the factual allegations in the complaint. Bennett v. MIS Corp., 607 F.3d 1076, 1087 
n.11 (6th Cir. 2010). Rather, it enjoys wide discretion in the evidence it may review 
to assess its subject-matter jurisdiction. Id. But despite that latitude, district courts 
must “measure[] all challenges to subject-matter jurisdiction premised upon diversity 
of citizenship against the state of facts that existed at the time of filing.” Grupo 
Dataflux v. Atlas Glob. Grp., L.P. , 541 U.S. 567, 571 (2004). In the removal context, 
this means that courts analyze their jurisdic tion “at the time of removal, as that is 
when the case first appears in federal court.” Perez v. Staples, 31 F.4th 560, 568 (7th 
Cir. 2022) (citation omitted).  
But that doesn’t mean that a court ignores an amended complaint for purposes 
of determining subject-matter jurisdiction. Instead, the measure-as-of-the-time-of-
filing rule concerns “only the actual ‘state of things’ relevant to jurisdiction—
meaning, the facts on the ground, rather than … the claims and parties that the 
plaintiff includes in a complaint.” Royal Canin U.S.A., Inc. v. Wullschleger, 604 U.S. 
22, 36 n.5 (2025) (quoting Rockwell Intern. Corp. v. United States, 549 U.S. 457, 473 
(2007) (“The state of things and the orig inally alleged state of things are not 
synonymous.”)). So for example, a party d oes not destroy diversity jurisdiction by 
moving to a new state, “even if living in that state from the beginning would have.” 
Wullschleger v. Royal Canin U.S.A., Inc. , 75 F.4th 918, 923 (8th Cir. 2023) (citing 
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Morgan’s Heirs v. Morgan , 15 U.S. (2 Wheat.) 290, 297 (1817)), aff’d, Royal Canin , 
604 U.S. at 36 n.5 (citing with  approval the Eighth Circuit’s discussion of this 
distinction). That is because the ‘fact’ of the person’s citizenship is measured as of the 
time of filing and does not change. But in deciding who counts  for purposes of 
measuring diversity, i.e., who the parties are, “federal jurisdiction—or its absence—
follows from the amended complaint.” Royal Canin, 604 U.S. at 38. And that includes 
removed cases where “amending a complaint to join a non-diverse party destroys 
diversity jurisdiction.” Id.; see also 28 U.S.C. § 1447(c) (“If at  any time before final 
judgment it appears that the district court lacks subject matter jurisdiction, the case 
shall be remanded.”).  
As further described below, however, the all-parties-in-the-amended-
pleadings-matter principle comes with a potentially important qualifier—“where the 
plaintiff’s amended complaint adds a non-diverse defendant that would deprive the 
court of subject-matter jurisdiction, courts … ‘must scrutinize more closely an 
amended pleading that would name a new non-diverse defendant in a removed case.’” 
Page v. Whole Foods Mkr. Servs., No. 1:21-cv-1744, 2021 WL 5109703, at *3 (D.D.C. 
Nov. 3, 2021) (quoting Dever v. Fam. Dollar Stores of Georgia, LLC, 755 F. App’x 866, 
869 (11th Cir. 2018)). In other words, in this  context, the Court must be sensitive to 
the possibility that a plaintiff is seeking to amend simply to deprive the removing 
defendant of its choice of forum. 
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LAW AND ANALYSIS 
A. 28 U.S.C. § 1447(e) Does Not Bar Plaintiffs from Amending Their 
Pleading as of Right Under Fede ral Rule 15(a)(1)(B), but the Court 
May Drop Dispensable Parties Under Rule 21. 
Before the Court considers the effect of  Plaintiffs’ Amended Complaint on the 
Court’s subject-matter jurisdiction, the Court first considers an antecedent 
question—whether Plaintiffs were permitted to file that Amended Complaint in the 
first instance. 
Ordinarily, answering that question would require little more than a 
straightforward application of Rule 15. That Rule permits a party to amend a 
pleading to which a response is required on ce as a matter of course no later than 21 
days after service of the responsive pleadi ng. Fed. R. Civ. P. 15(a)(1)(B). And here, 
Plaintiffs filed their Amended Complaint on February 25, 2026, (Doc. 16)—20 days 
after Jeffrey filed his Answer and Countercl aims on February 5, 2026, (Doc. 13). 
Thus, by Rule 15’s plain terms, Plaintiffs were entitled to amend. 
But, as Jeffrey points out, 28 U.S. C. § 1447(e) arguably complicates this 
otherwise simple picture. (D oc. 27, #559–61, 563). That pr ovision states that, “[i]f 
after removal the plaintiff seeks to join additional defendants whose joinder would 
destroy subject matter jurisdiction, the court may deny joinder, or permit joinder and 
remand the action to the State court.” 28 U.S.C. § 1447(e). In Jeffrey’s view, § 1447(e) 
trumps Rule 15. ( See Doc. 27, #559–61, 563). In othe r words, even when Rule 15 
allows a party to amend as a matter of ri ght to add new parties, those additional 
parties are still subject to the Court’s ability to deny joinder under § 1447(e).  
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Arguments along these lines have spawned a few different approaches in the 
federal courts. As one court described the situation: “[t]he relationship between Rule 
15 [and] § 1447(e) … is an open question …, with circuit splits and intra-circuit splits 
abounding.” Kim v. Accident Ins. Co., Inc., No. 3:23-cv-1220, 2024 WL 3558381, at *4 
(M.D. Tenn. July 26, 2024). See generally McDermott v. CareAllies, Inc., 503 F. Supp. 
3d 225, 229–36 (D.N.J. 2020) (describing the sp lit in authority at length). And the 
Sixth Circuit has yet to clearly address the matter. 
The leading case on Jeffrey’s side of the ledger is the Fourth Circuit’s decision 
in Mayes v. Rapoport, 198 F.3d 457 (4th Cir. 1999). There, that court explained that, 
in its view, “a district court has the authority to reject a post-removal joinder that 
implicates 28 U.S.C. § 1447(e), even if the joinder was without leave of court,” or in 
other words, even if Rule 15 expressly allowed the plaintiff to amend without seeking 
such leave. Id. at 462 n.11 (citations omitted).  
Numerous other courts, though, have disagreed. They focus on the language in 
§ 1447(e) that says that the statute “appl[ies] where a party seeks to add a defendant.” 
Kim, 2024 WL 3558381, at *6. By contrast, “in circumstances (like those here) where 
the non-diverse defendant was joined as a matter of right, the § 1447(e) … analysis 
is improper.” McDermott, 503 F. Supp. 3d at 232–33 (collecting cases). Rather, 
“joinder is disallowed—and therefore, re mand denied—only if” the party opposing 
remand can prevail under the separate comm on-law doctrine of fraudulent joinder. 
Id. That is to say, the Court would not subj ect the joinder in that situation to the 
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typical § 1447(e) statutory analysis, but rather would ask only whether the newly 
added parties were fraudulently joined, a court-created doctrine.  
So, in McDermott itself, for example, the court concluded that Rule 15 and 
§ 1447(e) are ultimately consistent because the latter applies only where the plaintiff 
“seeks” (i.e., requests leave from the court)  “to join additional defendants whose 
joinder would destroy subject matter jurisdiction.” Id. at 233. If one reads the statute 
that way, then “[t]he Rule applies in one situation [i.e., when the plaintiff amends as 
of right under Fed. R. Civ. P. 15(a)(1)], the statute in another [i.e., when the plaintiff 
“seeks” to add the non-diverse parties by  requesting leave to amend, 28 U.S.C. 
§ 1447(e); Fed. R. Civ. P. 15(a)(2)],” and hence “there is no conflict at all.” Id.  
More recently, another court from within the Sixth Circuit agreed with 
McDermott’s conclusion that the two provisions  do not conflict, but adding to the 
diversity of approaches, it rejected the McDermott court’s reliance on the term “seek” 
to reconcile the two. Kim, 2024 WL 3558381, at *8. According to that court, “seek” 
need not only mean “to ask”—it may “also be understood as ‘to go in search of’ or ‘to 
try to acquire or gain: aim at.’” Id. Either of those latter readings, the Kim court said, 
“is just as applicable to an amendme nt taken as a matter of course.” Id. (citation 
omitted). But, while Kim rejects reliance on “seek” to explain the result, the court’s 
reading of the Rule and the statute was no netheless straightforwardly textual. The 
court noted that, under § 1447(e), the district court has two options by default: it may 
either (1) “deny joinder,” or (2) “permit joinder and remand the action to State court.” 
Id. at *9.  According to the Kim court, when a party amends as a matter of right under 
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Rule 15, that merely “takes away one of the two options available to a court applying 
§ 1447(e)—namely, denying joinder—but leaves available the other option 
(permitting joinder and remanding the action to state court).” Id. In other words, 
“Rule 15 does not conflict with Section 1447(e) but instead, by requiring the Court to 
accept joinder of the new defendant, dictat es that the court eschew one of the two 
options otherwise available under § 1447(e).” Id. 
In the Court’s view, McDermott and Kim are right to carefully focus on the text 
of Rule 15 and § 1447(e) before declaring them inconsistent. But between the readings 
that McDermott and Kim offer, the Court sides with the former. While Kim rightly 
points out that the semantic meaning of “seek” could extend to acts like “search[ing]” 
or “aim[ing] at,” id. at *8, it’s less clear to the Court that these terms apply with full 
force to matter-of-right amendments, as Kim holds. To start, the meaning of a 
statutory provision “does not turn solely on  dictionary definitions of its component 
words.” Yates v. United States, 574 U.S. 528, 537 (2015). Rather, context matters. And 
here, contextual clues seem to counsel a narrower reading than the dictionary 
definitions cited in Kim suggest. After all, once a plaintiff files an amended complaint 
as of right, the plaintiff is no longer aiming to amend. Rather, he has amended. To 
state the point at a higher level of abstraction: while the term “seek” might reach the 
acts that Kim describes in other semantic contexts, it’s unnatural to read the term as 
including as-of-right amendments because reasonable interpreters of English do not 
generally understand the term to refer to completed acts. At bottom, because parties 
who amend as of right are not “seeking” to add a new party, the remaining portion of 
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§ 1447(e), which allows courts, in response to such a request, to either “deny joinder, 
or permit joinder and remand the action to the State court” simply does not apply. 
But, while the Court concludes that McDermott more faithfully construes the 
text of Rule 15 and § 1447(e) in the context of an amendment as of right, the Court is 
not persuaded by McDermott’s reliance on fraudulent joinder as a means of rounding 
out the Court’s authority to respond to such an amendment. See 504 F. Supp 3d at 
232. In other words, while McDermott allows the plaintiff to  amend under Rule 15, 
that case still subjects the newly added party to a fraudulent joinder analysis, and 
the Court is not convinced that is the corre ct approach. That is because, at least 
generally speaking, “[t]he fraudulent joinder doctrine does not apply to joinders that 
occur after an action is removed.”
5 Cobb v. Delta Exports, Inc. , 186 F.3d 675, 677 & 
n.5 (5th Cir. 1999) (collecting cases). And while McDermott cites unpublished district 
court case law suggesting that Cobb’s limitation on the fraudulent joinder doctrine is 
not universally endorsed, see 503 F. Supp. 3d at 235 n.10,  the weight of authority 
from the courts of appeals agrees with Cobb, see, e.g., Avenatti v. Fox News Network 
LLC, 41 F.4th 125, 133 (3d Cir. 2022) (“Fraudulent joinder doctrine does not apply to 
party additions that occur after a valid removal.”); Mayes, 198 F.3d at 461 (“Since the 
fraudulent joinder doctrine justifies a fede ral court’s initial assumption of diversity 
jurisdiction, it has no effect once the district court actually possesses jurisdiction—
 
5 Just as the Court was preparing to issue this  Opinion and Order, the Sixth Circuit issued 
an opinion discussing the fraudulent joinder doctrine. See Voutsiotis v. PNC Bank, NA,   
F.4th     , No. 25-3826, 2026 WL 1649523 (6th Cir. 2026). But, because the decision is 
essentially an application of the doctrine to pre-removal defendants, the typical context in 
which that doctrine applies, it does not affect the Court’s analysis here. 
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including after the case has been removed.”);  Schur v. L.A. Weight Loss Ctrs., Inc. , 
577 F.3d 752, 764 (7th Cir. 2009)  (“[T]he fraudulent joinder doctrine is not directly 
applicable to the post-removal context.”).6 
In the Court’s view, on this issue, Cobb (and the many cases that adopt its 
approach) is right. So because the fraudulen t joinder doctrine’s field of operation is 
limited to pre-removal joinders, it does not apply here, where the parties were added 
post-removal. In sum, a plaintiff has a right to amend to add a party under Rule 15, 
and a defendant cannot challenge that addition on fraudulent joinder grounds. 
One could argue that these two conclusions, taken together, mean that post-
removal a plaintiff can always divest a district court of subject-matter jurisdiction 
simply by naming a non-diverse defendant in  an amendment as of right under Rule 
15(a)(1). But not so fast. While the fraudulen t joinder doctrine itself is not available 
to regulate such amendments, at least one other avenue is. Federal Rule of Civil 
Procedure 21 “empowers courts to police the litigation’s cast of characters.” Avenatti, 
41 F.4th at 130 (citations omit ted). That Rule permits a co urt, “on motion or on its 
own” to “add or drop a party” on “just terms.” Fed. R. Civ. P. 21. And a court can use 
 
6 That said, while these cases agree that frau dulent joinder does no t directly apply post-
removal, the cases do permit a court to look to “fraudulen t joinder principles” as one factor 
among others in that context. See Avenatti, 41 F.4th at 133 (“To be sure, consideration of 
fraudulent joinder principles might help info rm the court’s remand decision.” (citation 
omitted)); Mayes, 198 F.3d at 463 (“If the defendants can carry the heavy burden of proving 
fraudulent joinder, that fact should be a factor.”); Schur, 577 F.3d at 764 (“We tend to agree 
with the Fourth Circuit that, although, the fr audulent joinder doctrine is not directly 
applicable to the post-removal context, it can be a relevant factor for determining whether to 
permit joinder.”). But because the Court ultima tely finds the basic Federal Rule of Civil 
Procedure 19 analysis dispositive without refe rence to fraudulent joinder principles, the 
Court elects not to consider those principles. See infra Law & Analysis, Part B. 
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its Rule 21 discretion to preserve diversity jurisdiction by dropping nondiverse 
parties.  Avenatti, 41 F.4th at 130–31 (collecting cases). That includes cases removed 
on diversity grounds. Further, although § 1447(e) does not apply by its terms to as-
of-right amendments, courts, in exercising their discretion under Rule 21, may look 
to the factors that would apply in a § 1447(e) analysis on the theory that those factors 
give content to Rule 21’s “just terms” requirement. Id. at 135. In other words, those 
factors, which largely underlie the fraudulent joinder doctrine as well, come back into 
play indirectly through the Rule 21 analys is. All told then, a plaintiff cannot game 
the system by waiting until after removal to add non-diverse defendants against 
whom the plaintiff has no claim, and th en secure remand based on those new 
defendants. It is just that Rule 21, not fraudulent joinder, is the mechanism for 
securing that result. 
But there are limits to how far a court can go in exercising its discretion under 
Rule 21. “A court’s Rule 21 discretion is  bounded by: (1) Rule 19, such that 
indispensable parties may not be dropped; and (2) Rule 21’s own requirement that no 
party be prejudiced.” Id. As described below, the Court finds the Rule 19 limitation 
dispositive here, so it declines to consider  the impact of any § 1447(e) factors (or the 
potential impact of any fraudulent-joinder-type analysis, to the extent that it applies) 
on the Rule 21 analysis. 
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B. Remand is Required Because the New Defendants are Indispensable 
Parties Under Rule 19. 
Federal Rule of Civil Procedure 19 go verns the joinder of “[r]equired” (or 
necessary) parties. According to the Sixth Circuit, assessing whether joinder is proper 
under Rule 19 is a three-step process: 
First, the court must determine whether the person or entity is a 
necessary party under Rule 19(a). Seco nd, if the person or entity is a 
necessary party, the court must then de cide if joinder of that person or 
entity will deprive the court of su bject matter jurisdiction. Third, if 
joinder is not feasible because it will eliminate the court’s ability to hear 
the case, the court must analyze th e Rule 19(b) factors to determine 
whether the court should “in equity  and good conscience” dismiss the 
case because the absentee party is indispensable. 
Glancy v. Taubman Ctrs., Inc. , 373 F.3d 656, 666 (6th Cir. 2004) (citations omitted) 
(collecting authorities). Applying that test, the Court agrees with Plaintiffs that, in 
light of Jeffrey’s counterclaims, the new Defendants are not only necessary, but 
indispensable. (Doc. 19, #499–501; Doc. 29, #576–80). The latter means that the Court 
cannot drop the parties under Rule 21. And as a result, the Court lacks jurisdiction 
over this action.  
1. The Non-Diverse Defendants Are Necessary Parties Under Rule 
19(a). 
Plaintiffs’ argument that the non-diverse Defendants are necessary as Rule 19 
uses that term is clear and correct: by  asserting his counterclaims, Jeffrey has 
challenged fundamental aspects of the Tr ust, and has therefore implicated the 
interests of the new Defendants, each of  whom is a benefici ary of that Trust.
7 (Doc. 
 
7 That said, Plaintiffs’ broader framing of this issue is not quite right. While they get the basic 
point correct, Plaintiffs deny that Rule 19 has anything to do with this case, (Doc. 29, #587), 
 
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19, #499–502). Jeffrey seeks (1) a Trust accounting of the five years preceding Robert, 
Sr.’s death, as well as a post-death accounting, ( see Doc. 13, #368–69); (2) “a 
declaratory judgment as to the correct, accurate, and equitable allocation of Trust 
assets, liabilities, receipts, and disbursements along with anticipated distribution to 
each beneficiary,” which, according to Jeffrey, “includes a request voiding any 
improper transfers or distributions and cl awing those assets back into the Trust 
and/or debiting those assets from distributable shares,” ( id. at #369–70); and 
(3) compensation for alleged unjust enrichment on the part of Plaintiffs, (id. at #370–
71). In other words, Jeffrey contends that “one or more of the Plaintiffs … improperly 
depleted Trust assets,” and he seeks both an accounting, to discover the magnitude 
of the alleged wrong, and then to recove r the allegedly wrongly depleted assets. ( Id. 
at #369) 
 
while simultaneously relying on Rule 19 case law for the proposition that the new Defendants 
are necessary, ( id. at #576–77 (quoting Joseph v. Teitelbaum , No. 1:10-cv-931, 2010 WL 
11565404, at *3 (N.D. Ohio May 24, 2010))). The Rule matters in this context because it limits 
the Court’s discretion to drop parties under Rule 21. Additionally, Plaintiffs seem to conflate 
being “necessary” under Rule 19 with being “necessary” under a state-law rule like the Ohio 
Declaratory Judgment Act, Ohio Rev. Code. § 2721.01 et seq. (Doc. 29, #576–80). Plaintiffs 
then build on that premise to attack Jeffrey’s  fraudulent joinder argument, relying on case 
law holding that a “necessary” party in the la tter sense can never be fraudulently joined. 
(Compare id. at #576–77 (relying on Rule 19 case  law for the premise that the new 
Defendants are necessary parties), with id. at #587 (relying on Scott v. State Farm Fire & 
Case Co., No. 13- 13287, 2014 WL 3054784 (E.D. Mich. July 7, 2014), a Michigan Declaratory 
Judgment Act/fraudulent joinder case, for the conclusion that necessary parties can never be 
fraudulently joined)). To be sure, the Court agrees with Plaintiffs’ intuition that there is some 
overlap here. The Court struggles to conceive of a situation in which it would be appropriate 
to conclude that a necessary party under Rule 19 was fraudulently joined. But for purposes 
of analytical clarity, the Court notes that they are separate conc epts. And ultimately, 
Jeffrey’s fraudulent joinder argument fails no t because the parties here are necessary, but 
because the doctrine does not apply to post-removal amendm ents in the first instance. See, 
e.g., Cobb, 186 F.3d at 677. 
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Perhaps not surprisingly, “[a]s a genera l rule, all beneficiaries are necessary 
parties [under Rule 19] for just adjudicati on of an action to remove trustees and 
require an accounting or restoration of trust assets.” Tick v. Cohen , 787 F.2d 1490, 
1494 (11th Cir. 1986) (citation omitted). Ca ses articulating this proposition or 
something very much like it are legion. See, e.g., Teitelbaum, 2010 WL 11565404, at 
*3 (citations omitted) (same); Walsh v. Centeio, 692 F.2d 1239, 1243 (9th Cir. 1982) 
(same); see also Carey v. Brown, 92 U.S. 171, 172 (1875) (“The general rule is, that in 
suits respecting trust-property brought either by or against the trustees, the cestuis 
que trust as well as the trustees are necessary parties.” (italics omitted)); Faunce v. 
Bird, 210 F.R.D. 725, 727–28 (D. Or. 2002) (quoting CP Nat’l Corp. v. Bonneville 
Power Admin., 928 F.2d 905, 912 (9th Cir. 1991)) (“The Supreme Court has described 
necessary parties generally as those person s having an interest in  the  action who  
should be made parties so that the court may ‘finally determine the entire 
controversy, and do complete justice, by ad justing all the rights involved in it.’”). 
Removing trustees or moving assets into or out of a trust has implications for all the 
beneficiaries of that trust, so it only makes sense that they would have a seat at the 
table. In sum, the non-diverse trust-bene ficiary Defendants are necessary parties 
under Rule 19(a). 
Jeffrey’s argument to the contrary is unpersuasive. He asserts that 
(1) “Plaintiffs originally alle ged that no beneficiaries other than Plaintiffs and Jeff 
were impacted by the issues before th e Court,” and (2) “Plaintiffs … have not 
plead[ed] any facts showing that any New Pa rty Defendant claims an interest that 
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will be impaired by adjudication of this di spute, or that any existing party faces a 
substantial risk of multiple or inconsiste nt obligations in their absence.” (Doc. 27, 
#562). In other words, he asserts that Plaint iffs have alleged no new facts to justify 
the amendment. But that misunderstands the basis of Plaintiffs’ Amended Complaint 
and their arguments here. Again, it is the scope of Jeffrey’s counterclaims, not 
Plaintiffs’ claims as amended, that causes  Plaintiffs to add the new Defendants as 
necessary parties in their Amended Complaint. 
2. Joinder of the Non-Diverse Defendants Is Not Feasible Because 
It Would Deprive the Court of Subject-Matter Jurisdiction. 
Second, the Court considers whether the new, non-diverse Defendants destroy 
diversity jurisdiction. Glancy, 373 F.3d at 666. The question answers itself. “Diversity 
jurisdiction exists ‘where the matter in controversy exceeds the sum or value of 
$75,000’ and is between citizens of different States.” Stryker Empl. Co. v. Abbas , 60 
F.4th 372, 380 (6th Cir. 2023) (quoting 28 U.S.C. § 1332(a)). Seven of the twelve new 
Defendants are citizens of Ohio, (Doc. 16, #458–59), as are each of the Plaintiffs, (Doc. 
2, #115). So allowing the Plaintiffs to add the new Defendan ts decidedly would 
deprive the Court of subject-matter jurisdiction. 
3. The Court Should in Equity and Good Conscience Remand the 
Case. 
Finally, the Court considers whether it should “in equity and good conscience” 
decline to adjudicate the case. Glancy, 373 F.3d at 666. An affirmative answer to that 
question often results in dismissal. Id. But in the removal context, “[w]here diversity 
is destroyed by the joinder of an indispensable party, the case must be remanded,” 
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Dent v. Allstate Ins. Co., 701 F. Supp. 607, 608  (N.D. Ohio 1988) (citations omitted), 
the result that Plaintiffs seek here. So, at bottom, in addition to deciding whether the 
non-diverse parties are necessary (which, as  described above, they are), the Court 
must also decide whether they ar e indispensable, under Rule 19(b). 8 And, if so, the 
Court must remand. 
Rule 19(b) lays out four factors to guide this analysis. See Fed. R. Civ. P. 
19(b)(1)–(4). In applying those factors, th e Court is cognizant that “Rule 19 imposes 
a ‘pragmatic approach’” to this question. Est. of Plott , 151 F.4th at 853 (quoting 
Glancy, 373 F.3d at 665, 669). As a result, “[t]he rule is not to be applied in a rigid 
manner but should instead be governed by th e practicalities of the individual case.” 
Id. (quoting Keweenaw Bay Indian Cmty. v. Michigan , 11 F.3d 1341, 1346 (6th Cir. 
1993)). Take the factors in turn. 
First, the Court considers “the extent  to which a judgment rendered in the 
person’s absence might prejudice that person or the existing parties.” Fed. R. Civ. P. 
19(b)(1). As noted, Jeffrey’s countercla ims challenge fundamental aspects of the 
Trust. In light of that “extensive relief,” it is “extremely likely” that judgment in favor 
of either side of this dispute “w ill affect the absent beneficiaries.” Tick, 787 F.2d at 
1495. But remand, by contrast, “will result in negligible prejudice to [Jeffrey] because 
 
8 To be clear, while the word “indispensable” was at one time included in the text of Rule 19, 
that is no longer the case. A 2007 amendment removed it. But the notion of indispensability 
lives on as part of the analysis under Rule 19. See, e.g., Est. of Plott v. Dep’t of Health & Hum. 
Servs., 151 F.4th 848, 852 (6th Cir. 2025). The basic idea, reflected in the language of Rule 
19(b), is that some parties are so integral to the dispute that the court cannot “in equity and 
good conscience” proceed without them. As the Committee notes to the 2007 Amendment 
explain, if a party meets that Rule 19(b) test, the party is indispensable.  
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of the availability of an alternative forum, namely, the [Ohio] court system.” Id. Thus, 
this factor favors a finding of indispensability. 
Next, consider factors two and three together. Id.; Teitelbaum, 2010 WL 
11565404, at *4. Those factors respectively require the Court to consider “the extent 
to which any prejudice could be lessened or avoided,” and “whether a judgment 
rendered in the person’s absence would be adequate.” Fed. R. Civ. P. 19(b)(2)–(3). 
Here, like the plaintiffs in Tick, Jeffrey seeks “broad relief.” That relief includes, for 
example, an “accounting[],” “establishment of constructive or resulting trusts,” 
“distribution of trust income and assets,” and “damages” for unjust enrichment, just 
as in Tick. 787 F.2d at 1492, 1495. So the Court “find[s] it di fficult to envision any 
conceivable way to fashion a meaningful judgment which will not affect the absent 
beneficiaries[’] interests.” Id. at 1495; see also Teitelbaum, 2010 WL 11565404, at *4 
(same). 
Finally, consider the fourth factor, “w hether the plaintiff would have an 
adequate remedy if the action were [remanded] for nonjoinder.” Fed. R. Civ. P. 
19(b)(4). This “is the most pers uasive factor in this case.” Tick, 787 F.2d at 1495; 
Teitelbaum, 2010 WL 11565404, at *4. Here, Plaintiffs (and Defendants
9) do. There 
is no question that Ohio state courts can hear this type of action if this Court remands 
it based on the inability to join the new Defendants. Indeed, “the Ohio courts are the 
 
9 It may be that, in this context, the appropriate question under Rule 19(b)(4) is whether the 
“defendant” has an adequate remedy. After all, in the remand context, it is the original 
defendant who is losing his preferred forum. Admittedly, though, that is an atextual reading. 
That said, here it matters not, as both Plaintiffs and Defendants (both old and new) will have 
an adequate remedy in the state court, so the Court declines to further pursue the issue.   
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superior forum for disposition of this action because it involves questions of Ohio trust 
law.” Teitelbaum, 2010 WL 11565404, at *4 (citing Jenkins v. Reneau, 697 F.2d 160, 
163 (6th Cir. 1983)). 
In sum, all four Rule 19(b) factors point the same direction—the new, non-
diverse Defendants are indispensable parties. That means that the Court cannot drop 
them under Rule 21. And that in turn means that the Court lacks diversity 
jurisdiction. 
* * * 
In short, the Court GRANTS Plaintiffs’ Motion to Remand (Doc. 18). That 
leaves three other motions pending: (1) Plaintiffs’ Motion to Seal (Doc. 3), (2) Jeffrey’s 
Motion to Disqualify Counsel (Doc. 12), and (3) Jeffrey’s Motion for Extension of Time 
to File Answer (Doc. 25). Because the Court lacks jurisdiction, the Court DENIES 
the latter two as MOOT. See, e.g., Mich. Dep’t of Env’t, Great Lakes & Energy v. STS 
Hydropower, LLC, 609 F. Supp. 3d 552,  562 (W.D. Mich. 2022).  As to the first, the 
Court notes that the Motion to Seal broadly requests “that the entire record in this 
case … be restricted from all public access.” (Doc. 3, #122). That overbroad claim for 
relief does not even approach the necessary showing under the Sixth Circuit’s 
decision in Shane Group, Inc. v. Blue Cross Blue Shield of Mich. , 825 F.3d 299 (6th 
Cir. 2016). So the Court DENIES the Motion to Seal (Doc. 3). But, as the Court “has 
authority to seal documents before it, bas ed upon the court’s inherent supervisory 
authority over its own files and records,” United States v. Pickard , 733 F.3d 1297, 
1300 (10th Cir. 2013) (citations  omitted), even after the case has ended, the Court 
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21
will permit the parties to file a renewed post-remand motion to seal that (1) identifies 
particular documents in this Court’s record that the parties believe should be sealed, 
and (2) explains how sealing those document s is consistent with the demands of 
Shane Group. 
CONCLUSION
For the above reasons, the Court GRANTS Plaintiffs’ Motion to Remand (Doc. 
18) and ORDERS the Clerk to REMAND this case to the Hamilton County Court of 
Common Pleas. The Court DENIES all other pending motions. Consistent with that, 
the Court DIRECTS the Clerk to terminate this matter on the Court’s docket.
SO ORDERED.  
June 10, 2026
DATE     DOUGLAS R. COLE
UNITED STATES DISTRICT JUDGE
atter on the Court s dock
LAS R. COLE
D STATES DISTRICTTTT
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