## Facts

- Arkoma Associates, an Arizona limited partnership with general and limited partners, filed a contract action in federal court against C. Tom Carden and Leonard L. Limes, Louisiana citizens.
- Arkoma asserted subject-matter jurisdiction based on diversity of citizenship under 28 U.S.C. § 1332.
- The defendants moved to dismiss, arguing complete diversity was absent because at least one of Arkoma’s limited partners was a Louisiana citizen.
- The district court denied dismissal, found complete diversity, and entered judgment for Arkoma; Magee Drilling Company intervened and asserted counterclaims.
- The Fifth Circuit affirmed, holding that a limited partnership’s citizenship is determined by its general partners’ citizenship, not its limited partners’.

## Issues

1. For diversity jurisdiction under 28 U.S.C. § 1332, whether a limited partnership’s citizenship is determined by the citizenship of only its general partners or by the citizenship of all partners, including limited partners.
2. Whether complete diversity exists when any limited partner shares citizenship with an opposing party.

## Decision

- The Supreme Court reversed and remanded.
- The Court held that a limited partnership is not itself a “citizen” for diversity purposes in the manner a corporation is treated by statute.
- The Court required federal courts to consider the citizenship of all partners—general and limited—when testing complete diversity.
- Because a limited partner shared Louisiana citizenship with the defendants, complete diversity was lacking and the federal court could not exercise diversity jurisdiction.
- The Court left for remand any unresolved jurisdictional questions involving the intervenor and counterclaims not addressed by the court of appeals.

## Legal Principles

- Unincorporated entities generally take the citizenship of each of their members for purposes of diversity jurisdiction.
- The corporate citizenship rule is a statutory exception and is not extended by courts to other business forms absent congressional action.
- In assessing complete diversity, courts do not limit the inquiry to members who manage or control the entity; the citizenship of all members is counted.
- Whether other artificial entities should be treated as “citizens” for diversity purposes is a policy choice for Congress, not the judiciary.

## Conclusion

The Court held that diversity jurisdiction over a limited partnership depends on the citizenship of every partner, including limited partners; because a limited partner shared citizenship with the defendants, complete diversity was absent and the case was remanded for further proceedings consistent with that jurisdictional rule.


Carden v. Arkoma Assocs., 494 U.S. 185 (1990)