Americold Realty Trust v. ConAgra Foods, Inc.: U.S. Supreme Court Holds that, for Purposes of Diversity Jurisdiction, a Real Estate Investment Trust’s Citizenship is Based on the Citizenship of its Shareholders

Sullivan & Cromwell LLP - March 7, 2016

The Supreme Court reiterated today in Americold Realty Trust v. ConAgra Foods, Inc.  that, for purposes of federal diversity jurisdiction, the citizenship of legal entities other than corporations is determined by the citizenship of their members.  At issue in Americold was a real estate investment trust (“REIT”) formed under Maryland law.  Because Maryland provides that a REIT’s members are the beneficial owners of its shares, the Court held that Americold is a citizen of all states in which its shareholders reside.  The Court rejected Americold’s argument that a trust takes the citizenship of its trustees; that rule, the Court explained, applies only when individual trustees sue or are sued in their own name.