United States District Court, D. Maryland
J. MESSITTE UNITED STATES DISTRICT JUDGE
Natarajan (“Natarajan”) has sued Saravanan Babu
Raju (“Babu”), his wife Umarani Natesan
(“Natesan”), and a company with which they are
affiliated - Washington University of Technology, Inc.
(“WUT”) - for Fraud in the Inducement, Breach of
Contract, Unjust Enrichment and Attorney's Fees. He has
sued Babu separately for Breach of Oral Contract; and has
sued together Babu and AIMU-CUC Center for Medical Science,
LLC (“AIMU”), an entity affiliated with Natesan,
for Unjust Enrichment. He has also sued together Rajesh
Bhandari and Sakson Enterprises, Inc., d/b/a Sakson
Settlements (“Sakson”) for Aiding and Abetting
and Sakson have filed a Motion to Dismiss Count IV for
Failure to State a Claim Upon Which Relief Can Be Granted
(“Motion to Dismiss”). ECF No. 5. For the reasons
that follow, the Motion to Dismiss will be
dispute centers on a series of three loans that Natarajan
allegedly made to Babu, Natesan, and WUT or AIMU
(“Defendants”) in March and April
2014. These are the pertinent details:
March 19, 2014, Natarajan entered into a written agreement
with Babu, Natesan, and WUT to lend them $3, 000, 000 to
complete the purchase of real property in Lanham, Maryland,
from Washington Bible College (“WBC”). ECF No. 1
¶ 12; ECF No. 5-1 at 2. Babu allegedly represented to
Natarajan that WUT already “owned” the property.
ECF No. 1 ¶ 10. Title to the property was said to be in
escrow, the suggestion being that perhaps WUT held an
equitable interest in the property. Pursuant to the
agreement, Babu and Natesan were to be guarantors of the loan
and Natarajan was to be a secondary lienholder on the
property. ECF No. 1 ¶¶ 13, 17, 18.
to Natarajan, on or about March 25, 2014, Babu and Bhandari,
who was the sole officer of Sakson, phoned him and
represented that Sakson was the settlement company that would
handle the closure of the sale of the property from WBC to
WUT. Id. ¶ 22. In response to a question put by
Natarajan, Bhandari allegedly advised him that his interest
in the property did not need to be recorded in order to be
preserved and that WUT intended to pay cash for the property.
ECF No. 1 ¶¶ 24-26.
21, 2014, Natarajan wired $1, 000, 000 to WUT pursuant to the
loan agreement. Id. at 1¶ 35. By the terms of
the agreement, the loan was to be repaid by June 30, 2014 at
an interest rate of 7.5 percent per annum through June 30,
2014 and at an interest rate of 12 percent per annum after
June 30, 2014. Id. ¶ 36.
turned out, WUT did not own WBC and the WBC property was
eventually sold to a buyer other than WUT. As it also turned
out, WUT apparently never held any equitable or legal
interest in to the property. Id. at 39.
separate transaction, Natarajan made two additional loans to
AIMU,  one on April 16, 2014 ($150, 000) and the
other on April 18, 2014 ($100, 000)(“April
loans”). ECF No.1 ¶¶ 29-34. Both of these
loans were to be repaid by June 30, 2014 at an interest rate
of 7.5% per annum. Id. at ¶¶ 30, 33. Babu,
Natesan, WUT and AIMU allegedly never repaid these loans.
Id. ¶ 38.
result, Natarajan filed the present suit alleging seven
causes of action, as previously indicated. Except for
Bhandari and Sakson, all other Defendants have answered the
Complaint. ECF No. 6. For present purposes, the Court
considers only the cause of action against Bhandari and
Sakson for Aiding and Abetting, and whether it is subject to
dismissal or summary judgment ECF No. 1 ¶¶ 61-65.
may move for dismissal pursuant to Federal Rule of Civil
Procedure 12(b)(6), where a complaint fails to state facts
sufficient to “state a claim to relief that is
plausible on its face.” Bell Atl. Corp. v.
Twombly, 550 U.S. 544, 570 (2007). With few exceptions,
the court limits itself to the pleadings when considering
such a motion. “A court reviewing a motion to dismiss
pursuant to Rule 12(b)(6) generally may not consider
extrinsic evidence.” Lupo v. JPMorgan Chase Bank,
N.A., Civil Action No. DKC 14-0475, 2015 U.S. Dist.
LEXIS 130869, at *47 (D. Md. Sep. 28, 2015).
support of their Motion to Dismiss, Bhandari and Sakson argue
(1) that Bhandari never called Natarajan on March 25, 2014,
ECF No. 5-1 at 3, (2) that, even if he did call on that date,
he would not have discussed the loan agreement with respect
to the proposed purchase of WBC because the agreement had
already been Dated: March 19, 2014, which was before the
alleged phone call, Id. at ...