## Facts

- Alliant Energy Corp., a Wisconsin-incorporated utility holding company, and its Wisconsin utility subsidiary sued Wisconsin Public Service Commission commissioners in their official capacities.
- Wisconsin statutes required corporations owning specified stakes in Wisconsin utilities or utility holding companies to be incorporated in Wisconsin and regulated certain corporate and investment activities.
- The statutes allegedly prevented Alliant from reincorporating outside Wisconsin, limited sales of significant blocks of stock without prior regulatory approval, and capped non-utility investments at 25% of assets.
- Plaintiffs sought injunctive relief under 42 U.S.C. § 1983, alleging violations of the Commerce Clause and Equal Protection.
- In affidavits, plaintiffs stated they would consider the restricted transactions if prudent, but did not plead identified buyers, specific terms, or a specific alternative state of incorporation.
- The district court dismissed for lack of standing without reaching the constitutional merits, reasoning the alleged injuries were speculative and insufficiently detailed.

## Issues

1. Whether alleged present legal constraints on reincorporation, stock sales, and diversification constituted a sufficiently concrete injury in fact for Article III standing at the pleading stage.
2. Whether Fed. R. Civ. P. 8 required plaintiffs to plead detailed “firm commitments” and transaction specifics to survive dismissal.

## Decision

- The Seventh Circuit reversed and remanded.
- The complaint’s general allegations that the statutes prevented economically beneficial corporate actions satisfied Rule 8’s “short and plain statement” requirement.
- Plaintiffs adequately alleged injury in fact based on being currently barred from pursuing desired business strategies, without pleading binding deals or detailed transaction plans.
- The court did not decide the Commerce Clause or Equal Protection merits, leaving those issues for the district court on remand.

## Legal Principles

- Rule 8 notice pleading does not require detailed evidentiary facts or near-final business plans to initiate a constitutional challenge to a regulatory regime.
- Article III standing may be supported by allegations that a law presently restricts a plaintiff’s lawful market behavior or corporate choices, even if the plaintiff has not executed or finalized the restricted transactions.
- Whether a plaintiff can prove it would have pursued the constrained transactions, and whether the law caused economic harm, generally concerns proof on the merits rather than pleading sufficiency.

## Conclusion

The Seventh Circuit held that plaintiffs challenging Wisconsin’s utility holding company restrictions plausibly alleged a present injury and met Rule 8’s pleading standard without identifying firm transaction commitments, so the case could proceed to merits litigation on remand.


Alliant Energy Corp. v. Bie, 277 F.3d 916 (7th Cir. 2002)