Carden v. Arkoma Associates

Supreme Court of the United States · 1990 · Civil Procedure

494 U.S. 185 (1990)

Updated July 29, 2026

Civil ProcedureDiversity JurisdictionCitizenship of Unincorporated Associationscomplete diversitylimited partnershipunincorporated associationcitizenshipall members rule

Facts

Arkoma Associates was a limited partnership organized under Arizona law that brought a contract suit in federal court against Louisiana citizens. The defendants argued that diversity was lacking because one of Arkoma's limited partners was also a citizen of Louisiana. The district court rejected that argument, and the Fifth Circuit held that Arkoma's citizenship should be determined by looking only to its general partners. The dispute before the Supreme Court concerned whether the limited partner's citizenship had to be counted.

Issue

When a limited partnership sues in federal court based on diversity jurisdiction, must the court consider the citizenship of the limited partners as well as the general partners? Relatedly, may a limited partnership be treated as a citizen of its state of organization or by reference only to some of its members?

Rule

For purposes of 28 U.S.C. § 1332, a limited partnership is not treated as a citizen in its own right merely because it was created under state law, and its citizenship is determined by the citizenship of all of its members. A federal court may not determine the citizenship of an unincorporated artificial entity by looking only to some members, such as general partners, while ignoring others, such as limited partners.

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Red Mesa Energy Partners, a limited partnership organized in Colorado, sues Olivia Trent, a citizen of New Mexico, in federal court in Denver invoking diversity jurisdiction. Red Mesa's two general partners are citizens of Colorado and Utah, and one limited partner is a citizen of New Mexico.

Is diversity jurisdiction proper?

Explanation. The majority held that an unincorporated artificial entity such as a limited partnership does not have its own citizenship based simply on its state of organization, and courts must count the citizenship of all its members. That includes limited partners as well as general partners. Because one limited partner shares New Mexico citizenship with the defendant, complete diversity is absent.