Huang v. Small Business Administration et al, No. 5:2022cv03363 - Document 50 (N.D. Cal. 2023)
Court Description: ORDER GRANTING 31 DEFENDANTS' MOTION TO DISMISS WITHOUT LEAVE TO AMEND. Signed by Judge Beth Labson Freeman on 4/19/2023. (blflc2, COURT STAFF) (Filed on 4/19/2023)Any non-CM/ECF Participants have been served by First Class Mail to the addresses of record listed on the Notice of Electronic Filing (NEF)
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Huang v. Small Business Administration et al Doc. 50 Case 5:22-cv-03363-BLF Document 50 Filed 04/19/23 Page 1 of 8 1 2 3 UNITED STATES DISTRICT COURT 4 NORTHERN DISTRICT OF CALIFORNIA 5 SAN JOSE DIVISION 6 7 JINGLI HUANG, Plaintiff, 8 v. 9 10 11 Case No. 22-cv-03363-BLF SMALL BUSINESS ADMINISTRATION, et al., ORDER GRANTING DEFENDANTS' MOTION TO DISMISS WITHOUT LEAVE TO AMEND [Re: ECF No. 31] United States District Court Northern District of California Defendants. 12 Plaintiff Jingli Huang challenges the Small Business Administration’s (“SBA”) denial of 13 14 his business’s application for an Economic Injury Disaster Loan (“EIDL”) under the Coronavirus 15 Aid, Relief, and Economic Security Act (“CARES Act”). Now before the Court is Defendants’ 16 motion to dismiss. ECF No. 31 (“MTD”); see also ECF No. 37 (“Reply”). Plaintiff opposes the 17 motion. ECF No. 36 (“Opp.”); see also ECF No. 42 (“Surreply”). For the reasons explained 18 below, the motion to dismiss is GRANTED WITHOUT LEAVE TO AMEND. 19 20 I. BACKGROUND Plaintiff filed suit against Defendants the U.S. Small Business Administration; Isabel 21 Guzman, in her official capacity as the Administrator of the SBA; Janet Yellen, in her official 22 capacity as the Secretary of the Treasury; and the United States of America. See ECF No. 18 23 (“SAC”). Plaintiff alleges that he is the founder and owner of DLS US, a full-service restaurant 24 incorporated under the laws of the state of Delaware and legally registered in California. Id. ¶¶ 25 12-13. Plaintiff submitted an application for an Economic Injury Disaster Loan (“EIDL”) from 26 the SBA under the CARES Act on behalf of DLS US on April 1, 2020. Id. ¶ 50. The application 27 was denied later that month. Id. ¶ 52. Plaintiff applied for reconsideration of the denial. Id. ¶ 55. 28 The application was again denied. Id. ¶ 64. Plaintiff submitted a final appeal. Id. ¶ 73. The Dockets.Justia.com Case 5:22-cv-03363-BLF Document 50 Filed 04/19/23 Page 2 of 8 1 United States District Court Northern District of California 2 appeal was denied. Id. ¶ 75. Plaintiff filed his initial Complaint on June 8, 2022. ECF No. 1. The Court granted 3 Huang’s motion to proceed in forma pauperis, screened his original complaint pursuant to 28 4 U.S.C. § 1915, and dismissed the complaint with leave to amend in part. ECF No. 11. The Court 5 found that Huang failed to state a claim upon which relief could be granted. First, the Court held 6 that the complaint did not name Huang’s business—the entity seeking the loan—as the plaintiff. 7 Id. at 2. Second, the Court dismissed without leave to amend Huang’s second and fifth counts 8 under the Administrative Procedure Act’s (“APA”) mandamus provision, 5 U.S.C. § 706(1), 9 because the SBA had no “specific, unequivocal command” to issue an EIDL to Huang’s business 10 under the relevant statute. Id. at 2–3. Third, the Court dismissed with leave to amend Huang’s 11 first, third, and fourth counts under other APA provisions, finding Huang failed to allege facts 12 supporting that his business met SBA’s requirements for receiving an EIDL under the CARES 13 Act. Id. at 3–4. The Court instructed Huang to file an amended complaint before July 29, 2022. 14 Id. at 5. 15 After that order issued but before he filed an amended complaint, on July 1, 2022, Huang 16 filed a motion for a temporary restraining order seeking an emergency order from the Court (1) 17 preventing SBA from enforcing certain policies he claims were the basis for the denial of the 18 EIDL application; and (2) ordering the SBA to reinstate and process his application. ECF No. 12. 19 The same day, the Court denied the motion for a TRO on several grounds. ECF No. 13. First, the 20 Court found Huang had failed to meet the additional procedural requirements for issuing a TRO 21 without notice to the adverse party. Id. at 2. Second, the Court held that Huang failed to show a 22 likelihood of success on the merits because his original complaint was screened and dismissed and 23 no amended pleading had been filed. Id. at 2–3. Finally, the Court held that Huang failed to show 24 that he would suffer irreparable harm in the absence of emergency injunctive relief because (1) he 25 failed to submit an affidavit describing consequences from the denial of his business’s EIDL 26 application, and (2) he delayed for two months after SBA denied his business’s final appeal before 27 seeking emergency relief. Id. at 3. The Court denied the motion for a temporary restraining order 28 “WITHOUT PREJUDICE to filing a noticed motion for a preliminary injunction.” Id. The Court 2 Case 5:22-cv-03363-BLF Document 50 Filed 04/19/23 Page 3 of 8 1 instructed Huang to first file an amended complaint based on the Court’s guidance in the screening 2 order. Id. 3 4 second motion for a temporary restraining order on July 28, 2022. ECF No. 15. The Court 5 screened his amended complaint pursuant to 28 U.S.C. § 1915 and dismissed the complaint with 6 leave to amend in part. ECF No. 17. The Court based its dismissal on the fact that Huang failed 7 to name his business as a plaintiff in the case and did not show that he had standing as an 8 individual. Id. at 2. The Court granted limited leave to amend on the standing issue. Id. at 3-4. 9 United States District Court Northern District of California On July 20, 2022, Huang filed an amended complaint. ECF No. 14. And Huang filed a The Court also denied Huang’s second motion for a temporary restraining order. ECF No. 10 16. Again, the Court (1) found that Huang had failed to meet the additional procedural 11 requirements for issuing a TRO without notice to the adverse party, id. at 3-4; (2) held that Huang 12 failed to show a likelihood of success on the merits based on the problems identified in the first 13 screening order, id. at 4-5; and (3) held that Huang failed to show irreparable harm in the absence 14 of emergency injunctive relief because he delayed for two months after SBA denied his business’s 15 final appeal before seeking emergency relief, id. at 5-6. The Court again denied the motion 16 “WITHOUT PREJUDICE to filing a noticed motion for a preliminary injunction.” Id. 17 On August 29, 2022, Huang filed a second amended complaint. ECF No. 18. On August 18 30, 2022, he filed a third motion for a temporary restraining order. ECF No. 20. The Court 19 denied the third motion for a temporary restraining order the following day, stating that Huang 20 still had not met the procedural requirements for issuance of a temporary restraining order without 21 notice to the adverse party, that Huang had not shown a likelihood of success on the merits, and 22 that Huang had not shown irreparable harm. ECF No. 21. The Court screened the SAC and 23 determined that while many of the problems identified in the previous screening orders remained, 24 it would allow service of the SAC on the Defendants. Id. 25 On November 21, 2022, Defendants filed the instant motion to dismiss. See MTD. They 26 argue that the SAC should be dismissed under Federal Rules of Civil Procedure 12(b)(1) and 27 12(b)(6). See id. 28 3 Case 5:22-cv-03363-BLF Document 50 Filed 04/19/23 Page 4 of 8 1 2 II. LEGAL STANDARD A. Motion to Dismiss for Lack of Subject Matter Jurisdiction – Rule 12(b)(1) A party may challenge the Court’s subject matter jurisdiction by bringing a motion to 3 dismiss under Federal Rule of Civil Procedure 12(b)(1). A jurisdictional challenge may be facial 4 or factual. Safe Air for Everyone v. Meyer, 373 F.3d 1035, 1039 (9th Cir. 2004). Where the attack 5 is facial, the Court determines whether the allegations contained in the complaint are sufficient on 6 their face to invoke federal jurisdiction, accepting all material allegations in the complaint as true 7 and construing them in favor of the party asserting jurisdiction. Id.; see also Warth v. Seldin, 422 8 9 10 U.S. 490, 501 (1975). Where the attack is factual, “[t]he court need not presume the truthfulness of the plaintiff’s allegations.” Safe Air for Everyone, 373 F.3d at 1039. In resolving a factual dispute as to the existence of subject matter jurisdiction, the Court may review extrinsic evidence 11 United States District Court Northern District of California beyond the complaint without converting a motion to dismiss into one for summary judgment. Id. 12 Once the moving party has made a factual challenge by offering affidavits or other evidence to 13 14 dispute the allegations in the complaint, the party opposing the motion must “present affidavits or any other evidence necessary to satisfy its burden of establishing that the court, in fact, possesses 15 16 subject matter jurisdiction.” St. Clair v. City of Chico, 880 F.2d 199, 201 (9th Cir. 1989); see also Savage v. Glendale Union High Sch. Dist. No. 205, 343 F.3d 1036, 1039 n.2 (9th Cir. 2003). 17 18 19 20 B. Motion to Dismiss for Failure to State a Claim – Rule 12(b)(6) “A motion to dismiss under Federal Rule of Civil Procedure 12(b)(6) for failure to state a claim upon which relief can be granted ‘tests the legal sufficiency of a claim.’” Conservation Force v. Salazar, 646 F.3d 1240, 1241–42 (9th Cir. 2011) (quoting Navarro v. Block, 250 F.3d 21 729, 732 (9th Cir. 2001)). When determining whether a claim has been stated, the Court accepts 22 as true all well-pled factual allegations and construes them in the light most favorable to the 23 plaintiff. Reese v. BP Expl. (Alaska) Inc., 643 F.3d 681, 690 (9th Cir. 2011). However, the Court 24 25 26 need not “accept as true allegations that contradict matters properly subject to judicial notice” or “allegations that are merely conclusory, unwarranted deductions of fact, or unreasonable inferences.” In re Gilead Scis. Sec. Litig., 536 F.3d 1049, 1055 (9th Cir. 2008) (citation omitted). 27 28 While a complaint need not contain detailed factual allegations, it “must contain sufficient factual 4 Case 5:22-cv-03363-BLF Document 50 Filed 04/19/23 Page 5 of 8 1 matter, accepted as true, to ‘state a claim to relief that is plausible on its face.’” Ashcroft v. Iqbal, 2 556 U.S. 662, 678 (2009) (quoting Bell Atl. Corp. v. Twombly, 550 U.S. 544, 570 (2007)). A 3 claim is facially plausible when it “allows the court to draw the reasonable inference that the 4 defendant is liable for the misconduct alleged.” Id. On a motion to dismiss, the Court’s review is 5 limited to the face of the complaint and matters judicially noticeable. MGIC Indem. Corp. v. 6 Weisman, 803 F.2d 500, 504 (9th Cir. 1986); N. Star Int’l v. Ariz. Corp. Comm’n, 720 F.2d 578, 7 581 (9th Cir. 1983). 8 III. 9 United States District Court Northern District of California 10 ANALYSIS Defendants argue that the case should be dismissed under Rule 12(b)(1) for lack of subject matter jurisdiction because Plaintiff does not have standing. MTD at 9-12. 11 “[T]he ‘irreducible constitutional minimum’ of standing consists of three elements.” 12 Spokeo, Inc. v. Robins, 578 U.S. 330, 338 (2016) (quoting Lujan v. Defs. of Wildlife, 504 U.S. 555, 13 560 (1992)). “The plaintiff must have (1) suffered an injury in fact, (2) that is fairly traceable to 14 the challenged conduct of the defendant, and (3) that is likely to be redressed by a favorable 15 judicial decision.” Id. (citing Lujan, 504 U.S. at 560-61). “The plaintiff, as the party invoking 16 federal jurisdiction, bears the burden of establishing these elements.” Id. (citing FW/PBS, Inc. v. 17 Dallas, 493 U.S. 215, 231 (1990)). Defendants argue that Plaintiff does not have standing because 18 (1) he did not suffer any injury and (2) his alleged injury is not redressable. MTD at 9-12. 19 First, Defendants argue that Plaintiff has not suffered any injury. MTD at 10-11. 20 Defendants assert that the only injury—the denial of a COVID EIDL loan—was to Plaintiff’s 21 business. Id. They argue that the proper plaintiff is the business, and not Huang as an individual. 22 Id. Plaintiff argues that individuals can be parties to lawsuits and that he suffered an injury as the 23 business owner. Opp. at 4. Plaintiff also points to a page on from SBA website titled “About 24 COVID-19 EIDL” that stated that “small business owners . . . were able to apply for the COVID- 25 19 [EIDL]” and that “small business owners must have met the eligibility requirements.” Id. 26 (citing SAC, Ex. AE (ECF No. 18-1)); see also Surreply at 1. He also argues that he was “injured 27 directly and independent of the LLC” because business entities are distinct from their owners or 28 members. Surreply at 2. He asserts that the “loan eligibility requirements fall squarely upon the 5 Case 5:22-cv-03363-BLF Document 50 Filed 04/19/23 Page 6 of 8 1 United States District Court Northern District of California 2 business owner.” Id. The Court will provide a brief background on the relevant statutes. The Coronavirus Aid, 3 Relief, and Economics Security Act (“CARES Act”) was enacted in March 2020, which 4 temporarily expanded eligibility for SBA’s EIDL program and appropriated $10 billion for a new 5 “Emergency EIDL Grants” program, also known as the EIDL Advance Program. Pub. L. No. 6 116-136, 134 Stat. 281 (2020). In December 2020, Congress passed the Economic Aid Act, which 7 extended the authority to make COVID EIDL loans through December 31, 2021 and further 8 modified the terms under which SBA approves loans. Pub. L. No. 116-260, 134 Stat. 1182 9 (2020). In March 2021, the American Rescue Plan Act of 2021 was enacted, appropriating an 10 additional $5 billion for Emergency EIDL Grants made under Section 1110(e) of the CARES Act. 11 Pub. L. No. 117-2, 135 Stat. 4 (2021). SBA administers the EIDL and EIDL Advance programs. 12 See 13 C.F.R. § 123.300 et seq. 13 Under the CARES Act, an “eligible entity” for an EIDL is a small business, cooperative, or 14 other specified enterprise or an “individual who operates under a sole proprietorship, with or 15 without employees, or as an independent contractor.” 15 U.S.C. § 9009(a)(2). Plaintiff states that 16 his business is incorporated, and he does not allege that he is a sole proprietor or independent 17 contractor. See SAC. Plaintiff’s business may be an “eligible entity” under the statute, but he as 18 an individual is not. An individual small business owner can submit an application on behalf of 19 the business, as indicated by the “About COVID-19 EIDL” page on the SBA website. But this 20 does not mean that the individual has standing to bring a lawsuit to remedy an injury solely to the 21 business. The Ninth Circuit has stated “that the shareholder of a corporation—even a sole 22 shareholder—does not, in general, have standing to redress an injury to the corporation.” Shell 23 Petroleum, N.V. v. Graves, 570 F. Supp. 58, 62 (N.D. Cal. 1983), aff’d, 709 F.2d 593 (9th Cir. 24 1983). And “[i]njury to the corporation is not cognizable as injury to the shareholders, for 25 purposes of the standing requirements.” RK Ventures, Inc. v. City of Seattle, 307 F.3d 1045, 1057 26 (9th Cir. 2002) (quoting Shell Petroleum, 570 F. Supp. at 63). An owner has standing if he “has 27 been ‘injured directly and independently from the corporation.’” Id. (quoting Shell Petroleum, 28 709 F.2d at 565). In the orders screening the complaint and amended complaint, the Court 6 United States District Court Northern District of California Case 5:22-cv-03363-BLF Document 50 Filed 04/19/23 Page 7 of 8 1 informed Plaintiff that he needed to name the business as a plaintiff or allege facts indicating that 2 he was separately injured as an individual. ECF No. 11 at 2; ECF No. 17 at 2. The Court also 3 informed Plaintiff of this problem in its orders denying the second and third requests for 4 temporary restraining orders. ECF No. 16 at 4-5; ECF No. 21 at 4-5. Plaintiff has failed to name 5 the business. And, as argued by Defendants, Plaintiff has alleged no injury separate from the 6 denial of his business’s EIDL application. Plaintiff has not suffered an injury and does not have 7 standing. 8 Defendants also argue that Plaintiff does not have standing because his injury is not 9 redressable. MTD at 11-12. This argument constitutes a “factual attack” on subject matter 10 jurisdiction, as it relies on outside evidence. Defendants assert that the injury to Plaintiff’s 11 business—the failure to give an EIDL loan—is not redressable because the COVID-19 EIDL 12 program lapsed in May 2022. Id. “It is a well-settled matter of constitutional law that when an appropriation has lapsed or 13 14 has been fully obligated, federal courts cannot order the expenditure of funds that were covered by 15 that appropriation.” City of Houston, Tex. v. Dep’t of Hous. & Urb. Dev., 24 F.3d 1421, 1424 16 (D.C. Cir. 1994). Defendants submitted a Declaration from Roger Garland, the Director of 17 Processing, Verification, and Disbursement in the Office of Disaster Assistance at SBA. 18 Declaration of Roger Garland, ECF No. 31-1 (“Garland Decl.”). He states that as of Sunday, May 19 15, 2022, appropriated funds for COVID EIDL loans were exhausted. Id. ¶ 3. SBA stopped 20 accepting new applications for loans or requests for reconsideration for loans and increases, and 21 the program ended. Id. As of Monday, May 16, 2022, the online portal for COVID EIDL loans 22 closed. Id. The program remained closed as of November 21, 2022, the date of the declaration. 23 Id. ¶ 4. 24 Plaintiff argues that his injury is redressable because when the SBA closed the online 25 portal, the funding had not yet been exhausted. Opp. at 5. He points to a letter from several 26 Senators to the SBA, dated July 15, 2022, in which they asked the SBA to “resume processing 27 COVID [EIDL] applications that were received prior to the agency’s May 6, 2022 request 28 deadline and to ensure applicants with outstanding appeals receive due consideration.” See SAC, 7 Case 5:22-cv-03363-BLF Document 50 Filed 04/19/23 Page 8 of 8 1 Ex. AB (ECF No. 18-4). Plaintiff points to the following statement in the letter: “We find it 2 particularly troubling that your agency continues to tell our offices that loans cannot be completed 3 due to the exhaustion of funds when $800 million in loan subsidy remains – enough to support 4 more than $7 billion in lending.” Opp. at 5 (citing SAC, Ex. AB). Plaintiff also asserts that, in 5 other cases, the SBA withdrew the argument that the EIDL program was exhausted. Surreply at 3. 6 And he argues that the declaration submitted by Defendants was identical to that submitted in 7 another case and that it is out of date. Id. But Plaintiffs arguments do not change the dispositive fact: that the COVID EIDL program 8 United States District Court Northern District of California 9 has lapsed. The declaration submitted by Defendants was signed on November 21, 2022, and it 10 stated that the program had lapsed and was closed at the time. See Garland Decl. ¶¶ 3-4. Plaintiff 11 has provided no evidence indicating that the program was open at that time, or that it has since 12 reopened. The Court cannot order the SBA to provide a COVID EIDL loan to Plaintiff’s business 13 because the program has lapsed. City of Houston, 24 F.3d at 1424. Plaintiff’s alleged injury is 14 therefore not redressable. Because the Plaintiff has not suffered an injury and any alleged injury to his business is not 15 16 redressable, Plaintiff does not have standing. The Court therefore does not have subject matter 17 jurisdiction, and it will not address Defendants’ arguments under Rule 12(b)(6). 18 Defendants’ motion to dismiss the SAC for lack of subject matter jurisdiction is 19 GRANTED. In light of the fact that Plaintiff has already twice amended his complaint, and the 20 fact that the lack of redressability could not be cured, the dismissal is WITHOUT LEAVE TO 21 AMEND. 22 IV. 23 24 ORDER For the foregoing reasons, IT IS HEREBY ORDERED that Defendants’ motion to dismiss is GRANTED WITHOUT LEAVE TO AMEND. 25 26 27 28 Dated: April 19, 2023 ______________________________________ BETH LABSON FREEMAN United States District Judge 8
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