Sagaponack Realty LLC, Sagaponack Ventures, LLC, Marc Goldman, Plaintiffsv.The Village of Sagaponack, Donald Louchheim, Lee Foster, William Barbour, Lisa Duryea Thayer, Joy Sieger, DefendantsMH Sagaponack Holdings LLC, Michael Hirtenstein, Proposed Intervenor Defendants
MEMORANDUM AND ORDERINTRODUCTION Plaintiffs Sagaponack Realty LLC (“Realty”), Sagaponack Ventures, LLC (“Ventures”), and Marc Goldman (“Goldman”) (collectively, “Plaintiffs”), brought this action against Defendants the Village of Sagaponack (“Village”), Donald Louchheim, Lee Foster, William Barbour, Lisa Duryea Thayer, and Joy Seiger (collectively, “Defendants”) seeking damages “resulting from [Defendants] impending approval of an unauthorized subdivision application” and an injunction enjoining the Defendants from granting or otherwise proceeding” upon the allegedly unauthorized subdivision application. (Compl. [DE 1] 1.) In addition, MH Sagaponack Holdings LLC, Michael Hirtenstein (“Hirtenstein”), and MB Sagaponack Holdings (collectively, “Proposed Intervenor Defendants”) have moved to intervene and dismiss the action. Defendants brought the instant motion to dismiss pursuant to Fed. R. Civ. P. (“Rule”) 12(b)(1) for lack of subject matter jurisdiction, and Rule 12(b)(6) for failure to state a claim. For the reasons discussed below, Defendants’ motion is granted and the case is dismissed. Proposed Intervenor Defendants’ motion to intervene and dismiss is denied as moot.BACKGROUNDThe following relevant facts come from the Complaint, except where otherwise stated, and are assumed true for purposes of this motion.In or about 2000, Plaintiff Goldman purchased a large tract of oceanfront land located at 451 Daniels Lane in Sagaponack, NY (the “Property”) through his wholly-owned entity, Ventures. (Id. 16.) Plaintiffs sought to develop the Property into four single-family residences, three of which would be oceanfront dwellings (the “Original Subdivision Plan”). (Id. 17.) As part of this subdivision plan, the development rights for a significant portion of the Property would be granted by conservation easement to the Peconic Land Trust to remain farmland. (Id. 18.)Without ever listing the property for sale, Hirtenstein and Milton Berlinski (“Berlinksi”) each approached Plaintiff Goldman to purchase one of the potential oceanfront plots. (Id. 19.) In furtherance thereof, Berlinski founded MB Holdings LLC (“MB”), and Hirtenstein founded MH Holdings LLC (“MH”). (Id. 20.) Together with Ventures, the three solely-owned entities formed SRLLC, with Ventures as the sole managing member. (Id. 29.) On March 21, 2005, MB, MH, and SRLLC executed an operating agreement (“Agreement”) under which Ventures transferred ownership of the Property to SRLLC. (Id.
