MacDonald v. Sinclair et al

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WO
IN THE UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF ARIZONA
Fraser MacDonald,
Plaintiff,
v.
Jack L Sinclair, et al.,
Defendants.
No. CV-25-04723-PHX-DWL
ORDER
Pending before the Court is the parties’ “Stipulation Consolidating Cases and
Appointing Co-Lead Counsel for Plaintiffs.” (Doc. 9.)
Propriety of Consolidation. Rule 42(a) of the Federal Rules of Civil Procedure
grants authority to consolidate “actions before the court” if they “involve a common
question of law or fact.” Id. “District courts enjoy substantial discretion in deciding
whether and to what extent to consolidate cases.” Hall v. Hall, 584 U.S. 59, 77 (2018).
“[C]onsolidation is permitted as a matter of convenience and economy in administration,
but does not merge the suits into a single cause, or change the rights of the parties, or make
those who are parties in one suit parties in another.” Id. at 70 (cleaned up).
The two actions that are the subject of the parties’ consolidation request are both
shareholder derivative actions on behalf of Sprouts Farmers Market, Inc. The Court agrees
with the parties (Doc. 9 at 3) that both actions share common questions of law and fact and
that consolidation will promote convenience and economy in administration. Cf. Lee ex
rel Coherent, Inc. v. Ambroseo, 2007 WL 1558565, *1 (N.D. Cal. 2007) (“The three
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shareholder derivative actions clearly involve common questions of law and fact as they
are brought against substantially the same defendants, allege the same violations of law
and allege similar predicate facts. Moreover, the Court has received no opposition to the
motions to consolidate. Accordingly, the motions will be granted.”). Furthermore, the
undersigned has consulted with the judge to whom the other matter is assigned, and she
does not oppose consolidation. See LRCiv 42.1(b) (“The motion will be heard and decided,
after consulting with the Judges assigned to the other affected cases, in the case with the
lowest case number that is assigned to a District Judge.”). Accordingly, the consolidation
request is granted.
Effect Of Consolidation. In their stipulation, the parties seek to change the caption
of this case in various ways. (Doc. 9 at 3-4.) The Court appreciates that this proposal was
intended to promote efficiency, but it is unnecessary and deviates from the usual practice
in this District. The caption of this case will remain the same. The Court will simply
clarify, as ordered below, that all documents filed in the future regarding the two
consolidated actions are to be filed under the caption MacDonald v. Sinclair, et al., No.
CV-25-04723-PHX-DWL, and that no additional documents shall be filed in Kaiser v.
Sinclair, et al., No. CV-26-00191-PHX-DJH. Cf. Sexton ex rel. Jones Soda Co. v. Van
Stolk, 2008 WL 1733242, *1 (W.D. Wash. 2008) (“Pursuant to Fed.R.Civ.P. 42(a), the
above-captioned matters are hereby consolidated for all purposes. All documents filed in
the future regarding these matters are to be filed under the caption Sexton v. Van Stolk, et
al., Cause No. C07–1782RSL. . . . No additional documents shall be filed in Cause No.
C08–0018RSL.”).
Appointment Of Co-Lead Counsel. The parties also include, in their stipulation, a
request that the Court designate The Brown Law Firm, P.C. and Kuehn Law, PLLC as co-
lead counsel for plaintiffs in the consolidated actions. (Doc. 9 at 3.) This request is
appropriate and will be granted. Lee, 2007 WL 1558565 at *2 (“The Second Circuit
interpreted [Rule 48(a)] . . . [as] holding that a district court may consolidate multiple
derivative actions and appoint lead counsel for the consolidated plaintiffs. The Ninth
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Circuit followed MacAlister in Vincent v. Hughes Air West, Inc., 557 F.2d 759 (9th Cir.
1977) . . . .”). See generally 1 Gensler, Federal Rules of Civil Procedure, Rules and
Commentary, Rule 42 (2022) (“Rule 42(a)(3) provides that courts may ‘issue any other
orders to avoid unnecessary delay or cost.’ For example, courts have relied on this
language to enter orders designating lead or liaison counsel in complex litigation.”).
Accordingly,
IT IS ORDERED that:
1. The parties’ stipulation (Doc. 9) is granted in part, as discussed above.
2. MacDonald v. Sinclair, et al., No. CV-25-04723-PHX-DWL and Kaiser v.
Sinclair, et al., No. CV-26-00191-PHX-DJH are consolidated for all purposes. The above-
captioned action, MacDonald v. Sinclair, et al., No. CV-25-04723-PHX-DWL, shall serve
as the lead action.
3. All documents filed in the future regarding the two consolidated actions are
to be filed under the caption MacDonald v. Sinclair, et al., No. CV-25-04723-PHX-DWL,
and no additional documents shall be filed in Kaiser v. Sinclair, et al., No. CV-26-00191-
PHX-DJH.
4. All papers and documents previously filed and/or served in Kaiser v.
Sinclair, et al., No. CV-26-00191-PHX-DJH shall be deemed a part of the record in
MacDonald v. Sinclair, et al., No. CV-25-04723-PHX-DWL.
5. Co-Lead Counsel for plaintiffs for the conduct of the consolidated actions
shall be:
THE BROWN LAW FIRM, P.C.
Timothy Brown
767 Third Avenue, Suite 2501
New York, NY 10017
Telephone: (516) 922-5427
Fax: (516) 344-6204
Email: tbrown@thebrownlawfirm.net
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KUEHN LAW, PLLC
Justin A. Kuehn
Molly J. Brown
53 Hill Street, Suite 605
Southampton, New York 11968
6. Plaintiffs’ Co-Lead Counsel shall have the sole authority to speak for
plaintiffs in the consolidated actions in all matters regarding pre-trial procedures and shall
make all work assignments in such manner as to facilitate the orderly and efficient
prosecution of this litigation and to avoid duplicative or unproductive effort. Co-Lead
Counsel shall be responsible for coordinating all activities and appearances on behalf of
plaintiffs. No motion, request for discovery, or other pretrial proceedings will be initiated
or filed by any plaintiffs except through Co-Lead Counsel. Defendants’ counsel may rely
upon all agreements made with Co-Lead Counsel, or other duly authorized representatives
of Co-Lead Counsel, and such agreements shall be binding on all plaintiffs.
7. Within 60 days of the issuance of this order, the parties shall submit a
proposed schedule. Defendants are not required to respond to the complaints or any
amended complaint in the consolidated actions until the date set by the Court in ruling on
the proposed schedule.
Dated this 5th day of February, 2026.
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