Wood

IN THE UNITED STATES DISTRICT COURT

FOR THE DISTRICT OF ALASKA

LAWRENCE D. WOOD,

Plaintiff,

v.

JEFF SWICKARD, et al., Case No. 3:25-cv-00175-SLG

Defendants.

ORDER ON MOTION TO DISMISS

Before the Court at Docket 10 is Defendants Jeff Swickard and Swickard

Management Company (“SMC”)’s Motion to Dismiss pursuant to Federal Rule of

Civil Procedure 12(b)(6). Jeff Swickard and SMC move to dismiss self-

represented litigant Lawrence Wood (“Plaintiff”)’s Complaint1 for failure to state a

claim that would entitle Plaintiff to relief from these Defendants.2 On September

9, 2025, Plaintiff filed an opposition to the motion to dismiss.3 Jeff Swickard and

SMC replied on September 24, 2025.4 Oral argument was not requested by any

party and was not necessary to the Court’s determination.

1 Docket 1-1.

2 Docket 10 at 1.

3 Docket 12.

4 Docket 13.

BACKGROUND

This case concerns Plaintiff’s 2002 Buick. The Complaint, originally filed in

the Superior Court for the State of Alaska, Third Judicial District at Palmer, alleges

that on June 28, 2023, Plaintiff brought the Buick to Swickard GMC of Palmer,

which is owned by Swickard Palmer, LLC.5 The Complaint names three

Defendants: Jeff Swickard, Swickard Palmer, LLC, and SMC (collectively

“Defendants”).6 The Complaint alleges that Swickard Palmer, LLC is a Nevada

limited liability company doing business in Alaska and is “wholly owned by Jeff

Swickard.”7 It alleges that SMC is a Washington state corporation that is also

owned by Mr. Swickard and that Jeff Swickard is listed as the only “governor” of

SMC in the company’s Washington state corporation filings.8 The Complaint

asserts that “[f]or the sake of clarity, plaintiff shall refer to defendants collectively

as ‘Swickard’ as Defendant Jeff Swickard is the majority owner of these LLCs and

respondeat superior through Swickard Management Company, a WA registered

corporation.”9 Thus, the bulk of the Complaint does not clearly articulate with

whom Plaintiff contracted with regard to his vehicle; nor does it clearly articulate

the role each Defendant had with respect to Plaintiff’s vehicle.

5 Docket 1 at ¶¶ 4, 23.

6 Docket 1-1 at 1.

7 Docket 1-1 at ¶¶ 4, 5, 7, 8.

8 Docket 1-1 at ¶¶ 6, 7, 8.

9 Docket 1-1 at ¶ 9; see also Docket 1-1 at ¶ 100.

Case No. 3:25-cv-00175-SLG, Wood v. Swickard, et al.

On August 12, 2025, Defendants removed this case from the state court to

this Court based on diversity jurisdiction under 28 U.S.C. § 1332.10 Diversity

jurisdiction is satisfied as Plaintiff seeks damages in excess of $75,000 in the

Complaint, and Plaintiff is a citizen of a different state from all Defendants. On

August 14, 2025, Swickard Palmer, LLC filed its Answer.11 On August 20, 2025,

Jeff Swickard and SMC filed the pending motion to dismiss Plaintiff’s Complaint as

to them.12

Plaintiff’s Complaint alleges negligence and breach of duty by Defendants

related to his Buick when it was at Swickard’s Palmer service department from

June 28, 2023, through July 14, 2024.13 Plaintiff claims that Swickard GMC of

Palmer service personnel failed to communicate effectively, did not provide timely

cost estimates, and conducted unauthorized work on his vehicle, resulting in

significant financial and emotional damages.14 And, the Complaint alleges that

“[D]efendant Jeff Swickard be held individually liable for plaintiff’s damages and

unable to hide behind the corporate veil in any form as his policies subjected

plaintiff to bad faith negotiating and broken agreements without recourse in dealing

with a company focused upon maintaining a lack of accountability and

10 Docket 1 at 1–3.

11 Docket 7.

12 Docket 10.

13 See Docket 1-1 at ¶¶ 22-113.

14 Docket 1-1 at ¶¶ 31-33.

Case No. 3:25-cv-00175-SLG, Wood v. Swickard, et al.

transparency over the welfare and fair treatment of its customers.”15 For damages,

the Complaint seeks the cost of vehicle restoration, economic damages for

unexpected expenses, and non-economic damages for emotional distress, as well

as punitive damages, from all Defendants.16 The Complaint is not signed, contains

114 paragraphs of allegations, and has appended to it approximately 130 pages

of documents.17

Defendant Swickard Palmer, LLC’s Answer admits that Swickard Palmer,

LLC “has a business named” Swickard GMC of Palmer, that SMC is listed as

“governor” of Swickard Palmer, LLC in Washington state, and that Jeffrey Swickard

is listed as “governor” of SMC.18 Defendant Swickard Palmer, LLC also admits

that it accepted the 2002 Buick Regal owned by Plaintiff for service.19

Jeff Swickard and SMC seek the dismissal of Plaintiff’s Complaint against

them; they maintain the Complaint “fails to assert a cognizable cause of action

against” either of them.20

LEGAL STANDARD

A complaint in federal court must contain “a short and plain statement of the

15 Docket 1-1 at ¶ 100.

16 Docket 1-1 at ¶¶ 103-113.

17 See generally Docket 1-1.

18 Docket 7 at 1-2, ¶¶ 4-8.

19 Docket 7 at 2-3, ¶ 12.

20 Docket 10 at 3.

Case No. 3:25-cv-00175-SLG, Wood v. Swickard, et al.

claim showing that the pleader is entitled to relief.”21 This requirement applies as

to each named defendant in a complaint.22 A party may seek dismissal under

Federal Rule of Civil Procedure 12(b)(6) for a complaint’s “failure to state a claim

upon which relief can be granted[.]” “To survive a motion to dismiss [under Rule

12(b)(6)], a complaint must contain sufficient factual matter, accepted as true, to

‘state a claim to relief that is plausible on its face.’”23 When a court dismisses a

complaint under Rule 12(b)(6), it must then decide whether to grant leave to

amend. Under Rule 15(a), “[t]he court should freely give leave when justice so

requires.” However, a court may deny leave to amend for reasons of “repeated

failure to cure deficiencies by amendments previously allowed, undue prejudice to

the opposing party by virtue of allowance of the amendment, [or] futility of

amendment[.]”24 Amendment may be considered futile when the claims lack a

cognizable legal basis25 or when “no set of facts can be proved under the

amendment to the pleadings that would constitute a valid and sufficient claim or

21 Fed. R. Civ. P. 8(a)(2).

22 See, e.g., Swierkiewicz v. Sorema N. A., 534 U.S. 506, 512 (2002); Rizzo v. Goode, 423 U.S.

362, 371-72 (1976).

23 Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009) (quoting Bell Atl. Corp. v. Twombly, 550 U.S. 544,

570 (2007)).

24 Foman v. Davis, 371 U.S. 178, 182 (1962).

25 See Woods v. U.S. Bank N.A., 831 F.3d 1159, 1162 (9th Cir. 2016) (citing Balistreri v. Pacifica

Police Dep't, 901 F.2d 696, 699 (9th Cir. 1990) (“A complaint may fail to show a right to relief

either by lacking a cognizable legal theory or by lacking sufficient facts alleged under a

cognizable legal theory.”).

Case No. 3:25-cv-00175-SLG, Wood v. Swickard, et al.

defense.”26 “[F]ederal courts sitting in diversity apply state substantive law and

federal procedural law.”27

DISCUSSION

It appears undisputed that Plaintiff contracted with Swickard Palmer, LLC,

to service his Buick.28 But the Complaint fails to clearly articulate a basis by which

the other two Defendants, SMC and Mr. Swickard, could be liable for any alleged

malfeasance of Swickard Palmer. Nor has Plaintiff filed a short and plain

statement of his claims in his Complaint or signed the Complaint. But the Court

does not find that granting leave to amend as to SMC and Mr. Swickard would be

futile; hence, Plaintiff will be accorded leave to file an amended complaint to

attempt to correct the deficiencies set forth in this order.

I. Piercing the Corporate Veil under Alaska Law

Plaintiff appears to assert in his Complaint that the Court should pierce the

veil of Swickard Palmer, LLC to hold SMC and/or Mr. Swickard liable for Swickard

Palmer’s alleged malfeasance.29 The Court applies Alaska law to determine

whether Swickard Palmer, LLC’s veil should be pierced.30 Although termed

26 Missouri ex rel. Koster v. Harris, 847 F.3d 646, 656 (9th Cir. 2017) (citation and internal

quotation marks omitted).

27 Gasperini v. Ctr. for Humans., Inc., 518 U.S. 415, 427 (1996) (citing Erie R. Co. v. Tompkins,

304 U.S. 64, 78 (1938)).

28 See Docket 7 at 2-3, ¶ 12.

29 See Docket 1-1 at ¶ 100.

30 S.E.C. v. Hickey, 322 F.3d 1123, 1128 (9th Cir. 2003) (quoting Towe Antique Ford Found. v.

IRS, 999 F.2d 1387, 1391 (9th Cir. 1993) (“’We apply the law of the forum state in determining

Case No. 3:25-cv-00175-SLG, Wood v. Swickard, et al.

“piercing the corporate veil,” the same concept has been applied in Alaska to

piercing an LLC, depending on the particular facts of the case.31 Under Alaska

law, a business entity’s veil may be pierced either “‘if the corporate form is used to

defeat public convenience, justify wrong, commit fraud, or defend crime’—a

misconduct standard” or “when a corporation is nothing more than a ‘mere

instrument’ of a shareholder[.]”32 “The misconduct standard of veil piercing ‘exists

to prevent a party from obtaining an advantage through deceptive or manipulative

conduct.’”33 Under Alaska’s “mere instrument” standard for veil piercing, a court

“ask[s] whether (a) the shareholder sought to be charged owns all or most of the

stock of the corporation; (b) the shareholder has subscribed to all of the capital

stock of the corporation or otherwise caused its incorporation; (c) the corporation

has grossly inadequate capital; (d) the shareholder uses the property of the

corporation as his own; (e) the directors or executives of the corporation act

independently in the interest of the corporation or simply take their orders from the

shareholder in the latter’s interest; and (f) the formal legal requirements of the

whether a corporation is an alter ego’” of an individual.”).

31 See, e.g., McCormick v. City of Dillingham, 16 P.3d 735, 743–44 (Alaska 2001) (allowing a

party to proceed on a veil piercing theory after originally bringing suit on a de facto partnership

theory); Societe Financial, LLC v. MJ Corp., 542 P.3d 1159, 1173–74 n.77 (Alaska 2024)

(applying Alaska veil-piercing theory to an LLC).

32 L.D.G., Inc. v. Brown, 211 P.3d 1110, 1125 (Alaska 2009) (first quoting Elliott v. Brown, 569

P.2d 1323, 1326 (Alaska 1977); and then quoting Uchitel Co. v. Tel. Co., 646 P.2d 229, 235

(Alaska 1982)); see also Brown v. Knowles, 307 P.3d 915, 929 (Alaska 2013).

33 Pister v. State, Dep’t of Revenue, 354 P.3d 357, 364 (Alaska 2015) (quoting Elliott, 569 P.2d

at 1326).

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corporation are observed.”34 “‘It is not necessary for all six factors to be satisfied

before instrumentality can be found,’ but the factors help the fact-finder to decide

whether the evidence favors piercing the veil.”35

Construing the Complaint in the light most favorable to Plaintiff, the Court

finds that the Complaint fails to plead factual allegations demonstrating that the

misconduct standard or mere instrumentality standard should be applied to Jeff

Swickard, individually, or to SMC.36 Plaintiff’s Complaint contains extensive

detailed allegations regarding the service allegedly performed by Swickard GMC

of Palmer—details that are unnecessary to include in a complaint under Rule 8—

but fails to sufficiently allege facts to support the application of a veil-piercing

theory as to either Mr. Swickard or SMC.—a deficiency compounded by the

Complaint’s lumping of all three Defendants together rather than separately

delineating each Defendant’s role. Although Plaintiff’s opposition to the motion to

dismiss contains additional facts that might support proceeding on a veil-piercing

theory, the deficiencies in a complaint cannot be cured by including additional

information in an opposition to a motion to dismiss.37

34 L.D.G., Inc., 211 P.3d at 1126 (citing Uchitel Co. v. Tel. Co., 646 P.2d 229, 235 (Alaska 1982)).

35 Id. (quoting Nerox Power Sys., Inc. v. M-B Contracting Co., 54 P.3d 791, 802 (Alaska 2002)).

36 Reese v. BP Exploration (Alaska) Inc., 643 F.3d 681, 690 (9th Cir. 2011) (citing In re Gilead

Scis. Sec. Litig., 536 F.3d 1049, 1055 (9th Cir. 2008) (“We accept all well-pled factual

allegations as true and construe them in the light most favorable to [Plaintiff].”).

37 See Schneider v. California Dept. of Corrections, 151 F.3d 1194, 1197 n.1 (9th Cir. 1998)

(emphasis in original) (“In determining the propriety of a Rule 12(b)(6) dismissal, a court may

not look beyond the complaint to a plaintiff's moving papers, such as a memorandum in

Case No. 3:25-cv-00175-SLG, Wood v. Swickard, et al.

In his opposition, Plaintiff also asserts that he “intends to amend his

Complaint ASAP upon receipt of initial discovery from defendants.”38 To date,

however, Plaintiff has not yet done so. Nonetheless, the Court grants Plaintiff

leave to file an amended complaint at this time to attempt to correct the deficiencies

as to his claims against SMC and Mr. Swickard as identified in this order. In an

amended complaint, Plaintiff must plausibly allege facts to support veil piercing

under the Alaska law misconduct standard and/or mere instrument standard, and

do so specifically as to each Defendant. Plaintiff must file any amended complaint

within 30 days from the date of this order.39

II. Filing an Amended Complaint

An amended complaint replaces the prior complaint in its entirety.40 It must

include all of Plaintiff’s claims, including his claims against Swickard Palmer, LLC.

Any claims not contained in the amended complaint will be considered waived.

Although Plaintiff is being given an opportunity to file an amended complaint in this

action, an amended complaint must not expand the scope of the case by alleging

new unrelated parties or claims.

An amended complaint must contain separately numbered, clearly identified

opposition to a defendant's motion to dismiss.”).

38 Docket 12 at 1.

39 Although the Court’s order at Docket 18 required all motions to amend pleadings to be served

and filed no later than December 5, 2025, the Court grants Plaintiff leave to file an amended

complaint within 30 days of this order.

40 See Fed. R. Civ. P. 15; Local Civil Rule 15.1.

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allegations. If handwritten, it must be legible. It must be signed by Plaintiff. The

amended complaint must identify, as to each Defendant, the specific injury that

Plaintiff is alleging was caused by that Defendant, when that injury occurred, and

where that injury occurred. The amended complaint must not collectively group

together all of the Defendants, but should separately address the alleged

malfeasance of each Defendant. It does not need to include exhibits; it must only

set forth a short and plain statement of factual allegations showing that Plaintiff is

entitled to relief from each Defendant.

IT IS THEREFORE ORDERED:

1. Jeff Swickard and SMC’s Motion to Dismiss at Docket 10 is

GRANTED.

2. Plaintiff is accorded 30 days from the date of this order to file either:

a. First Amended Complaint, in which Plaintiff revises his complaint

to address the deficiencies identified in this order; OR

b. Notice of Voluntary Dismissal, in which Plaintiff elects to end this

case as to Jeff Swickard and/or SMC.

3. If Plaintiff does not file either a First Amended Complaint or Notice of

Voluntary Dismissal within 30 days of the date of this order, the case shall be

dismissed against Jeff Swickard and SMC for failure to state a claim without further

notice to Plaintiff as to those Defendants.

Case No. 3:25-cv-00175-SLG, Wood v. Swickard, et al.

4. With this order, the Clerk is directed to send: (1) Form PS09, Notice

of Voluntary Dismissal; and (2) Form PS23, Notice of Change of Address.

DATED this 4th day of February 2026, at Anchorage, Alaska.

/s/ Sharon L. Gleason

UNITED STATES DISTRICT JUDGE

Case No. 3:25-cv-00175-SLG, Wood v. Swickard, et al.