ESTATE OF HUGH WILLIAMS v. BANK OF UTAH ABC CORP (2026)

MEMORANDUM AND ORDER DENYING PLAINTIFF'S MOTION TO SUBSTITUTE PARTY, DENYING WITHOUT PREJUDICE PLAINTIFF'S ALTERNATIVE MOTION FOR LEAVE TO AMEND, AND DENYING WITHOUT PREJUDICE DEFENDANT'S MOTION TO DISMISS

This case is before the court on Plaintiff's Motion to Substitute Cook Street Master Trust III for Fictitiously Named Defendant ABC Corp. and Change the Caption, or, in the Alternative, for Leave to Amend. Filing 31 at 1. For the reasons stated below, that Motion is denied as to substitution of a party and denied without prejudice to reassertion of the Motion for Leave to Amend. This case is also before the Court on Defendant Bank of Utah's Motion to Dismiss the First Amended Complaint. Filing 16. For the reasons stated below, that Motion is denied without prejudice to renewal as to a subsequent pleading.

I. INTRODUCTION

Personal Representative John Williams brought this action on behalf of Plaintiff the Estate of Hugh Williams to recover money paid from a stranger-originated life insurance (STOLI) policy. Filing 14. In the Complaint, the Estate named the Bank of Utah and ABC Corp. as defendants claiming that both parties received the proceeds of the insurance claim at some point. Filing 14. ABC Corp. was fictitiously named as the beneficial owner because the true identity of the owner was unknown. Filing 14. On February 17, 2026, Bank of Utah filed a Motion to Dismiss for Failure to State a Claim. Filing 5. On March 31, 2026, the Court granted the Estate's Unopposed Motion for Leave to Amend Complaint directing the Estate to file the First Amended Complaint on or before April 6, 2026. Filing 13. The Estate filed the Amended Complaint on April 3, 2026. Filing 14. The Court then denied Bank of Utah's Motion to Dismiss without prejudice to reassertion as to the Estate's Amended Complaint on April 13, 2026. Filing 15.

On April 17, 2026, Bank of Utah filed the Motion to Dismiss First Amended Complaint now before the Court. Filing 16. On April 24, 2026, the Estate filed a Motion for Expedited Discovery to learn the identity of the beneficial owner of the policy. Filing 18. On May 5, 2026, the Court granted the Motion for Expedited Discovery and gave Bank of Utah 14 days to answer after being served with an interrogatory. Filing 26. On May 29, 2026, the Estate filed its Brief in Opposition to Bank of Utah's Motion to Dismiss. Filing 28

However, on June 10, 2026, after learning that the identity of the beneficial owner of the policy is Cook Street Master Trust III (CSMT), the Estate filed the Motion to Substitute Cook Street Master Trust III for Fictitiously Named Defendant ABC Corp. and Change the Caption, or, in the Alternative, for Leave to Amend that is also now before the Court. Filing 31. Bank of Utah opposes the Motion to Substitute, but it does not oppose the alternative Motion to Amend. Filing 33.

II. LEGAL ANALYSIS

The Court will address the Estate's Motion first, because if the amendment alternative is granted, it will moot Bank of Utah's Motion to Dismiss.

A. The Estate's Motion to Substitute a Party

The Estate argues in support of its Motion to Substitute that such a motion would not significantly or substantively change the positions of the parties but “merely conforms the pleadings and caption to information disclosed through the Court-ordered discovery process.” Filing 31 at 3. Bank of Utah argues in opposition that the Estate's Motion to Substitute does not fit any of the circumstances in which Federal Rule of Civil Procedure 25 permits substitution of a party. Filing 33 at 1. In reply, the Estate argues, “Defendants elevate procedural labels over substance.” Filing 35 at 7. The Estate further argues that either substitution or an amended complaint would simply replace the name of the fictitious party with CSMT and not add a new defendant. Filing 35 at 3.

The Court assumes that the Estate makes the Motion to Substitute pursuant to Rule 25 of the Federal Rules of Civil Procedure. Bank of Utah expressly relies on Rule 25 as the basis for its opposition. In reply, the Estate argues that it never asserted Rule 25 was the exclusive procedural mechanism to substitute CSMT for an unidentified defendant. Filing 35 at 2. Indeed, the Estate argues that the relief it seeks is “akin” to permitting correction of a misnomer or amendment of a caption to reflect the true identity of a party already before the court. Filing 35 at 3.

Substitution of a party is not similar to correcting an error. Instead, the Estate seeks to substitute CSMT, which was never before a party to this litigation, for a fictitious defendant. As a completely new party, CSMT has never been afforded the chance to exercise procedural rights—including rights to be properly served and to raise any challenges under Federal Rule of Civil Procedure 12—that an existing party would have exercised. Because substitution of a party is at issue, the applicable standards are set out in Federal Rule of Civil Procedure 25.

Regarding substitution of parties, the Eighth Circuit has explained, “[Federal Rule of Civil Procedure 25] governs [substitution in] four situations: (1) when a party dies, (2) when a party becomes incompetent, (3) when a party transfers its interest in the lawsuit to someone else, and (4) when a public officer is a party and dies, resigns or otherwise ceases to hold office.” Kuelbs v. Hill, 615 F.3d 1037, 1042 (8th Cir. 2010) (citing Fed. R. Civ. P. 25(a), (b), (c), and (d)).¹ The Estate does not assert one of the permissible grounds for substitution of a party set out in Rule 25. The Estate relies on efficiency, but efficiency is not one of the four situations in which Rule 25 would permit substitution. See Kuelbs, 615 F.3d at 1042.

The Court therefore denies the Estate's Motion for Substitution.

B. The Estate's Alternative Motion to Amend Fails to Comply with the Applicable Local Rule

In the alternative to substitution, the Estate makes a Motion to Amend the First Amended Complaint to change the name of the fictitiously named defendant to CSMT. Filing 31. However, the Estate failed to comply with NECivR 15.1(a), which provides as follows:

A party who moves for leave to amend a pleading (including a request to add parties) must file as an attachment to the motion an unsigned copy of the proposed amended pleading that clearly identifies the proposed amendments. Except as stated in these rules or court order, the proposed amended pleading must be a complete pleading that, if allowed to be filed, supersedes the original pleading in all respects; no part of the prior pleading may be incorporated into the proposed amended pleading by reference. The motion for leave to amend must (1) specifically state the proposed amendments and (2) state whether the motion is unopposed or opposed, after conferring with opposing parties.

NECivR 15.1(a). The Estate has not provided “an unsigned copy of the proposed amended pleading,” let alone one “that clearly identifies the proposed amendments,” nor has the Estate otherwise complied with the requirements of this local rule for its motion for leave to amend. Id.

This Court therefore denies the Alternative Motion for Leave to Amend without prejudice to reassertion in compliance with all the requirements of NECivR 15.1(a). The Estate shall have seven days from the date of this order to file a Motion for Leave to Amend in full compliance with NECivR 15.1(a).

C. Bank of Utah's Motion to Dismiss

Because the Court denies the Estate's Alternative Motion for Leave to Amend without prejudice to reassertion, the Court takes no position on whether the Second Amended Complaint would remedy any deficiencies in the First Amended Complaint or is subject to the same challenges raised in Defendant's Motion to Dismiss. Instead, the Court notes that, upon filing of the Second Amended Complaint, the First Amended Complaint would be superseded and rendered a nullity. See Wullschleger v. Royal Canin U.S.A., Inc., 75 F.4th 918, 922 (8th Cir. 2023) (“[A]n amended complaint [supersedes] an original complaint and renders the original complaint without legal effect.” (quoting In re Atlas Van Lines, Inc., 209 F.3d 1064, 1067 (8th Cir. 2000)), cert. granted, 144 S. Ct. 1455 (2024), and aff'd, No. 23-677, 2025 WL 96212 (U.S. Jan. 15, 2025). The Court concludes that the appropriate course in these circumstances is to deny Defendant's Motion to Dismiss without prejudice to reassertion as to the Second Amended Complaint, once it has been filed, if Defendant chooses to renew its Motion to Dismiss.

III. CONCLUSION

Upon the foregoing,

IT IS ORDERED that

1. the Estate's Motion to Substitute, Filing 31, is denied;

2. the Estate's Alternative Motion to Amend the Complaint, Filing 31, is denied without prejudice to reassertion in full compliance with NECivR 15.1(a). The Estate shall have to and including July 27, 2026, to file an Amended Motion for Leave to File Second Amended Complaint in compliance with NECivR 15.1(a); and

3. Bank of Utah's Motion to Dismiss the First Amended Complaint, Filing 16, is denied without prejudice to reassertion as to the Estate's Second Amended Complaint. If Bank of Utah decides to file a renewed Motion to Dismiss, Bank of Utah must do so within the time provided by Federal Rule of Civil Procedure 15(a)(3).

Dated this 20th day of July, 2026.

FOOTNOTES

1.   Regarding when a party may be substituted Rule 25 names “(a) Death․ (b) Incompetency․ (c) Transfer of Interest․ (d) Public Officers; Death or Separation from Office. Fed. R. Civ. P. 25.

Brian C. Buescher United States District Judge