Washtenaw County Employees’ Retirement System, on Behalf of Itself and All Others Similarly Situated v. Dollar General Corporation, Todd J. Vasos, Jeffery C. Owen, John W. Garratt, and Kelly M. Dilts

Summary

The United States District Court for the Middle District of Tennessee grants plaintiffs’ motion for leave to file a Third Consolidated Amended Complaint in a putative securities-fraud class action against Dollar General Corporation and four executives. The court concludes that the proposed amendment is not clearly futile, declines to conduct a full futility analysis at the amendment stage, and finds no evidence of gamesmanship warranting denial under the PSLRA.

Holdings

1. Leave to amend should be freely given when justice so requires, and the plaintiffs' motion for leave to file the Third Consolidated Amended Complaint should be granted.
2. The proposed Third Consolidated Amended Complaint was not clearly futile, and the court declined to conduct a full Rule 12(b)(6) futility analysis at the amendment stage.
3. The PSLRA does not categorically prohibit amendment of a securities-fraud complaint, and the circumstances did not warrant denying leave on the basis of gamesmanship or repeated abusive amendments.

Questions Presented

1. Whether plaintiffs should be granted leave under Federal Rule of Civil Procedure 15(a)(2) to file a Third Consolidated Amended Complaint after the prior complaint was dismissed without prejudice.
2. Whether the proposed amendment was futile because it could not withstand a Rule 12(b)(6) motion.
3. Whether the PSLRA's heightened pleading requirements and the prior amendment history warranted denial of leave based on alleged gamesmanship or a more restrictive amendment standard.

Disposition

other