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Case 3:21-pq-01240-NJR Document 1 Filed 10/11/21 Page 1 of 45 Page ID #1
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`UNITED STATES DISTRICT COURT
`SOUTHERN DISTRICT OF ILLINOIS
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`DONALD G. DAVIS and
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`EMMA JEAN DAVIS,
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`Plaintiffs,
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`vs.
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`SYNGENTA CROP PROTECTION LLC,
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`SYNGENTA AG, and CHEVRON U.S.A. INC.,
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`Defendants.
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`UCOMPLAINT
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`CASE NO.:___________
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`Plaintiffs Donald G. Davis and Emma Jean Davis, complaining of Defendants
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`SYNGENTA CROP PROTECTION LLC, SYNGENTA AG, CHEVRON U.S.A. INC., file this
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`Complaint, and would respectfully show as follows:
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`1.
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`Paraquat is a synthetic chemical compoundP0F
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`I. SUMMARY OF THE CASE
` that since the mid-1960s has been
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`1
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`P
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`developed, registered, manufactured, distributed, sold for use, and used as an active ingredient in
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`herbicide products (“paraquat”) developed, registered, formulated, distributed, and sold for use in
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`the United States, including the State of South Carolina.
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`2.
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`Defendants are companies and successors-in-interest
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`to companies
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`that
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`manufactured, distributed, and sold paraquat for use in South Carolina, acted in concert with others
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`who manufactured, distributed, and sold paraquat for use in South Carolina, sold and used paraquat
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`in South Carolina, or owned property in South Carolina where paraquat was used.
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`3.
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`PlaintiffP1F
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`2
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`P brings this suit against Defendants to recover damages for personal injuries
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`1 Paraquat dichloride (EPA Pesticide Chemical Code 061601) or paraquat methosulfate (EPA Pesticide
`Chemical Code 061602).
`2 Unless otherwise indicated, “Plaintiff” refers to the individual who had direct exposure to Paraquat.
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`1
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`Case 3:21-pq-01240-NJR Document 1 Filed 10/11/21 Page 2 of 45 Page ID #2
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`resulting from Plaintiff’s exposure to paraquat over many years in South Carolina.
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`A.
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`4.
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`II. PARTIES
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`UPlaintiffs
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`Plaintiff Donald G. Davis is a citizen and resident of the State of South Carolina
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`who suffers from Parkinson’s disease (“PD”) caused by exposure to paraquat within the State of
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`South Carolina.
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`5.
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`Plaintiff Emma Jean Davis is a citizen and resident of the State of South Carolina
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`who has suffered losses of the services and consortium of Plaintiff Donald G. Davis as a result of
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`Plaintiff’s illness. Plaintiff Emma Jean Davis has been the lawful spouse of Plaintiff Donald G.
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`Davis continuously since February 15, 1958.
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`B.
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`6.
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`Defendants
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`Defendant Syngenta Crop Protection LLC (“SCPLLC”) is a Delaware company
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`with its principal place of business in Greensboro, North Carolina. SCPLLC is a wholly owned
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`subsidiary of Defendant Syngenta AG.
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`7.
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`Defendant Syngenta AG (“SAG”) is a foreign corporation with its principal place
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`of business in Basel, Switzerland.
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`8.
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`Defendant Chevron U.S.A., Inc. (“Chevron U.S.A.”) is a Pennsylvania corporation
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`with its principal place of business in San Ramon, California.
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`III. JURISDICTION AND VENUE
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`9.
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`This Court has subject-matter jurisdiction over this action under 28 U.S.C. § 1332
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`because there is complete diversity of the plaintiff and the defendants and the matter in controversy
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`exceeds the sum or value of $75,000, exclusive of interest and costs.
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`10.
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`Venue is proper in this district under 28 U.S.C. §1391 because Defendants’ conduct
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`2
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`Case 3:21-pq-01240-NJR Document 1 Filed 10/11/21 Page 3 of 45 Page ID #3
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`business in this District, are subject to jurisdiction in this district, and have sold, marketed, and or
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`distributed paraquat within this District at all times relevant to this suit, because a substantial part
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`of the acts or occurrences giving rise to this suit occurred within this District.
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`11.
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`Notwithstanding the previous paragraph, this Complaint is filed in the Southern
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`District of Illinois pursuant to the Court’s Order of June 10, 2021, allowing direct filing of actions.
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`However, it is not intended as a waiver of any rights relating to Lexecon, venue, or choice of law.
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`To the contrary, Plaintiffs expressly reserve any Lexecon rights or rights relating to venue or choice
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`of law.
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`IV. ALLEGATIONS COMMON TO ALL CAUSES OF ACTION
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`A.
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`Defendants and their predecessors.
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`1. USyngenta Crop Protection LLC and Syngenta AG
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`12.
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`In 1926, four British chemical companies merged to create the British company
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`that then was known as Imperial Chemical Industries Ltd. and ultimately was known as Imperial
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`Chemical Industries PLC (“ICI”).
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`13.
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`In or about 1971, ICI created or acquired a wholly owned U.S. subsidiary organized
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`under the laws of the State of Delaware, which at various times was known as Atlas Chemical
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`Industries Inc., ICI North America Inc., ICI America Inc., and ICI United States Inc., and
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`ultimately was known as ICI Americas Inc. (collectively “ICI Americas”).
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`14.
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`In or about 1992, ICI merged its pharmaceuticals, agrochemicals, and specialty
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`chemicals businesses, including the agrochemicals business it had operated at one time through a
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`wholly owned British subsidiary known as Plant Protection Ltd. and later as a division within ICI,
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`into a wholly owned British subsidiary known as ICI Bioscience Ltd.
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`15.
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`In 1993, ICI demerged its pharmaceuticals, agrochemicals, and specialty chemicals
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`Case 3:21-pq-01240-NJR Document 1 Filed 10/11/21 Page 4 of 45 Page ID #4
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`businesses, from which it created the Zeneca Group, with the British company Zeneca Group PLC
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`as its ultimate parent company.
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`16.
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`As a result of ICI’s demerger and creation of the Zeneca Group, ICI Bioscience Ltd.
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`was demerged from ICI and merged into, renamed, or continued its business under the same or
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`similar ownership and management as Zeneca Ltd., a wholly owned British subsidiary of Zeneca
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`Group PLC.
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`17.
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`Before ICI’s demerger and creation of the Zeneca Group, ICI had a Central
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`Toxicology Laboratory that performed and hired others to perform health and safety studies that
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`were submitted to the U.S. Department of Agriculture (“USDA”) and the U.S. Environmental
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`Protection Agency (“EPA”) to secure and maintain the registration of paraquat and other pesticides
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`for use in the United States.
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`18.
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`As a result of ICI’s demerger and creation of the Zeneca Group, ICI’s Central
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`Toxicology Laboratory became Zeneca Ltd.’s Central Toxicology Laboratory.
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`19.
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`After ICI’s demerger and creation of the Zeneca Group, Zeneca Ltd.’s Central
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`Toxicology Laboratory continued to perform and hire others to perform health and safety studies
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`that were submitted to EPA to secure and maintain the registration of paraquat and other pesticides
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`for use in the United States.
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`20.
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`As a result of ICI’s demerger and creation of the Zeneca Group, ICI Americas was
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`demerged from ICI and merged into, renamed, or continued its business under the same or similar
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`ownership and management as Zeneca, Inc. (“Zeneca”), a wholly owned subsidiary of Zeneca
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`Group PLC organized under the laws of the State of Delaware.
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`21.
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`In 1996, the Swiss pharmaceutical and chemical companies Ciba-Geigy Ltd. and
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`Sandoz AG merged to create the Novartis Group, with the Swiss company Novartis AG as the
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`Case 3:21-pq-01240-NJR Document 1 Filed 10/11/21 Page 5 of 45 Page ID #5
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`ultimate parent company.
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`22.
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`As a result of the merger that created the Novartis Group, Ciba-Geigy Corporation,
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`a wholly owned subsidiary of Ciba-Geigy Ltd. organized under the laws of the State of New York,
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`was merged into or continued its business under the same or similar ownership and management
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`as Novartis Crop Protection, Inc. (“NCPI”), a wholly owned subsidiary of Novartis AG organized
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`under the laws of the State of Delaware.
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`23.
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`In 1999, the Swedish pharmaceutical company Astra AB merged with Zeneca
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`Group PLC to create the British company AstraZeneca PLC, of which Zeneca Ltd. and Zeneca
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`were wholly owned subsidiaries.
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`24.
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`In 2000, Novartis AG and AstraZeneca PLC spun off and merged the Novartis
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`Group’s crop protection and seeds businesses and AstraZeneca’s agrochemicals business to create
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`the Syngenta Group, a global group of companies focused solely on agribusiness, with Defendant
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`Syngenta AG (“SAG”) as the ultimate parent company.
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`25.
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`As a result of the Novartis/AstraZeneca spinoff and merger that created the
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`Syngenta Group, Zeneca Ltd. was merged into, renamed, or continued its business under the same
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`or similar ownership and management as Syngenta Ltd., a wholly owned British subsidiary of
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`SAG.
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`26.
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`As a result of the Novartis/AstraZeneca spinoff and merger that created the
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`Syngenta Group, Zeneca Ltd.’s Central Toxicology Laboratory became Syngenta Ltd.’s Central
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`Toxicology Laboratory.
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`27.
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`Since the Novartis/AstraZeneca spinoff and merger that created the Syngenta
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`Group, Syngenta Ltd.’s Central Toxicology Laboratory has continued to perform and hire others
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`to perform health and safety studies for submission to the EPA to secure and maintain the
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`Case 3:21-pq-01240-NJR Document 1 Filed 10/11/21 Page 6 of 45 Page ID #6
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`registration of paraquat and other pesticides for use in the United States.
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`28.
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`As a result of the Novartis/AstraZeneca spinoff and merger that created the
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`Syngenta Group, NCPI and Zeneca were merged into and renamed, or continued to do their
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`business under the same or similar ownership and management, as Syngenta Crop Protection, Inc.
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`(“SCPI”), a wholly owned subsidiary of SAG organized under the laws of the State of Delaware.
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`29.
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`In 2010, SCPI was converted into Defendant Syngenta Crop Protection LLC
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`(“SCPLLC”), a wholly owned subsidiary of SAG organized and existing under the laws of the
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`State of Delaware with its principal place of business in Greensboro, North Carolina.
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`30.
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`SAG is a successor in interest to the crop-protection business of its corporate
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`predecessor Novartis AG.
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`31.
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`SAG is a successor in interest to the crop-protection business of its corporate
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`predecessor AstraZeneca PLC.
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`32.
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`SAG is a successor in interest to the crop-protection business of its corporate
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`predecessor Zeneca Group PLC.
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`33.
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`SAG is a successor in interest to the crop-protection business of its corporate
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`predecessor Imperial Chemical Industries PLC, previously known as Imperial Chemical Industries
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`Ltd.
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`34.
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`SAG is a successor in interest to the crop-protection business of its corporate
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`predecessor ICI Bioscience Ltd.
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`35.
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`SAG is a successor in interest to the crop-protection business of its corporate
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`predecessor Plant Protection Ltd.
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`36.
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`SCPLLC is a successor in interest to the crop-protection business of its corporate
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`predecessor SCPI.
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`Case 3:21-pq-01240-NJR Document 1 Filed 10/11/21 Page 7 of 45 Page ID #7
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`37.
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`SCPLLC is a successor in interest to the crop-protection business of its corporate
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`predecessor NCPI.
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`38.
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`SCPLLC is a successor in interest to the crop-protection business of its corporate
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`predecessor Ciba-Geigy Corporation.
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`39.
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`SCPLLC is a successor in interest to the crop-protection business of its corporate
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`predecessor Zeneca Inc.
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`40.
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`SCPLLC is a successor by merger or continuation of business to its corporate
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`predecessor ICI Americas Inc., previously known as Atlas Chemical Industries Inc., ICI North
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`America Inc., ICI America Inc., and ICI United States Inc.
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`41.
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`SCPLLC does substantial business in the State of South Carolina, including the
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`following:
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`a. markets, advertises, distributes, sells, and delivers paraquat and other
`pesticides to distributors, dealers, applicators, and farmers in the State of South
`Carolina;
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`b. secures and maintains the registration of paraquat and other pesticides with
`the EPA and the State of South Carolina to enable itself and others to
`manufacture, distribute, sell, and use these products in the State of South
`Carolina; and
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`c. performs, hires others to perform, and funds or otherwise sponsors or
`otherwise funds the testing of pesticides in the State of South Carolina.
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`42.
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`SAG is a foreign corporation organized and existing under the laws of Switzerland,
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`with its principal place of business in Basel, Switzerland.
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`43.
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`SAG is a holding company that owns stock or other ownership interests, either
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`directly or indirectly, in other Syngenta Group companies, including SCPLLC.
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`44.
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`45.
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`SAG is a management holding company.
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`Syngenta Crop Protection AG (“SCPAG”), a Swiss corporation with its principal
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`Case 3:21-pq-01240-NJR Document 1 Filed 10/11/21 Page 8 of 45 Page ID #8
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`place of business in Basel, Switzerland, is one of SAG’s direct, wholly owned subsidiaries.
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`46.
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`SCPAG employs the global operational managers of production, distribution, and
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`marketing for the Syngenta Group’s Crop Protection (“CP”) and Seeds Divisions.
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`47.
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`The Syngenta Group’s CP and Seeds Divisions are the business units through which
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`SAG manages its CP and Seeds product lines.
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`48.
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`The Syngenta Group’s CP and Seeds Divisions are not and have never been
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`corporations or other legal entities.
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`49.
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`50.
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`51.
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`52.
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`SCP AG directly and wholly owns Syngenta International AG (“SIAG”).
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`SIAG is the “nerve center” through which SAG manages the entire Syngenta Group.
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`SIAG employs the “Heads” of the Syngenta Group’s CP and Seeds Divisions.
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`SIAG also employs the “Heads” and senior staff of various global functions of the
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`Syngenta Group, including Human Resources, Corporate Affairs, Global Operations, Research and
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`Development, Legal and Taxes, and Finance.
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`53.
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`Virtually all of the Syngenta Group’s global “Heads” and their senior staff are
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`housed in the same office space in Basel, Switzerland.
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`54.
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`SAG is the indirect parent of SCPLLC through multiple layers of corporate
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`ownership:
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`a. SAG directly and wholly owns Syngenta Participations AG;
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`b. Syngenta Participations AG directly and wholly owns Seeds JV C.V.;
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`c. Seeds JV C.V. directly and wholly owns Syngenta Corporation;
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`d. Syngenta Corporation directly and wholly owns Syngenta Seeds, LLC;
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`e. Syngenta Seeds, LLC directly and wholly owns SCPLLC.
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`55.
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`Before SCPI was converted to SCPLLC, it was incorporated in Delaware, had its
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`Case 3:21-pq-01240-NJR Document 1 Filed 10/11/21 Page 9 of 45 Page ID #9
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`principal place of business in North Carolina, and had its own board of directors.
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`56.
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`SCPI’s sales accounted for more than 47% of the sales for the entire Syngenta
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`Group in 2019.
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`57.
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`SAG has purposefully organized the Syngenta Group, including SCPLLC, in such
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`a way as to attempt to evade the authority of courts in jurisdictions in which it does substantial
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`business.
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`58.
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`Although the formal legal structure of the Syngenta Group is designed to suggest
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`otherwise, SAG in fact exercises an unusually high degree of control over its country-specific
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`business units, including SCPLLC, through a “matrix management’’ system of functional reporting
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`to global “Product Heads” in charge of the Syngenta Group’s unincorporated Crop Protection and
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`Seeds Divisions, and to global “Functional Heads” in charge of human resources, corporate affairs,
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`global operations, research and development, legal and taxes, and finance.
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`59.
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`The lines of authority and control within the Syngenta Group do not follow its
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`formal legal structure, but instead follow this global “functional” management structure.
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`60.
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`SAG controls the actions of its far-flung subsidiaries, including SCPLLC, through
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`this global “functional” management structure.
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`61.
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`SAG’s board of directors has established a Syngenta Executive Committee (“SEC”),
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`which is responsible for the active leadership and the operative management of the Syngenta
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`Group, including SPLLC.
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`62.
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`The SEC consists of the CEO and various global Heads, which currently are:
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`a. The Chief Executive Officer;
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`b. Group General Counsel;
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`c. The President of Global Crop Protection;
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`Case 3:21-pq-01240-NJR Document 1 Filed 10/11/21 Page 10 of 45 Page ID #10
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`d. The Chief Financial Officer;
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`e. The President of Global Seeds; and
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`f. The Head of Human Resources;
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`63.
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`64.
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`SIAG employs all of the members of the Executive Committee.
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`Global Syngenta Group corporate policies require SAG subsidiaries, including
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`SPLLC, to operate under the direction and control of the SEC and other unincorporated global
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`management teams.
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`65.
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`66.
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`SAG’s board of directors meets five to six times a year.
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`In contrast, SCPI’s board of directors rarely met, either in person or by telephone,
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`and met only a handful of times over the last decade before SCPI became SCPLLC.
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`67.
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`Most, if not all, of the SCPI board’s formal actions, including selecting and
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`removing SCPI officers, were taken by unanimous written consent pursuant to directions from the
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`SEC or other Syngenta Group global or regional managers that were delivered via e-mail to SCPI
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`board members.
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`68.
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`Since SCPI became SCPLLC, decisions that are normally made by the board or
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`managers of SCPLLC in fact continue to be directed by the SEC or other Syngenta Group global
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`or regional managers.
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`69.
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`Similarly, Syngenta Seeds, Inc.’s board of directors appointed and removed SCPI
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`board members at the direction of the SEC or other Syngenta Group global or regional managers.
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`70.
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`Since SCPI became SCPLLC, the appointment and removal of the manager(s) of
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`SCPLLC continues to be directed by the SEC or other Syngenta Group global or regional managers.
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`71.
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`The management structure of the Syngenta Group’s CP Division, of which
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`SCPLLC is a part, is not defined by legal, corporate relationships, but by functional reporting
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`Case 3:21-pq-01240-NJR Document 1 Filed 10/11/21 Page 11 of 45 Page ID #11
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`relationships that disregard corporate boundaries.
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`72.
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`Atop the CP Division is the CP Leadership Team (or another body with a different
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`name but substantially the same composition and functions), which includes the President of
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`Global Crop Protection, the CP region Heads (including SCPLLC President Vern Hawkins), and
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`various global corporate function Heads.
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`73.
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`The CP Leadership Team meets bi-monthly to develop strategy for new products,
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`markets, and operational efficiencies and to monitor performance of the Syngenta Group’s
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`worldwide CP business.
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`74.
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`Under the CP Leadership Team are regional leadership teams, including the North
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`America Regional Leadership Team (or another body with a different name but substantially the
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`same composition and functions), which oversees the Syngenta Croup’s U.S. and Canadian CP
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`business (and when previously known as the NAFTA Regional Leadership Team, also oversaw
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`the Syngenta Group’s Mexican CP business).
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`75.
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`The North America Regional Leadership Team is chaired by SCPLLC’s president
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`and includes employees of SCPLLC and the Syngenta Group’s Canadian CP company (and when
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`previously known as the NAFTA Regional Leadership Team, also included employees of the
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`Syngenta Group’s Mexican CP company).
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`76.
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`The Syngenta Group’s U.S. and Canadian CP companies, including SCPLLC,
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`report to the North America Regional Leadership Team, which reports the CP Leadership Team,
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`which reports to the SEC, which reports to SAG’s board of directors.
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`77.
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`Some members of the North America Regional Leadership Team, including some
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`SCPLLC employees, report or have in the past reported not to their nominal superiors within the
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`companies that employ them, but directly to the Syngenta Group’s global Heads.
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`Case 3:21-pq-01240-NJR Document 1 Filed 10/11/21 Page 12 of 45 Page ID #12
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`78.
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`Syngenta Group global Heads that supervise SCPLLC employees participate and
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`have in the past participated in the performance reviews of these employees and in setting their
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`compensation.
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`79.
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`The Syngenta Group’s functional reporting lines have resulted in employees of
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`companies, including SCPLLC, reporting to officers of remote parent companies, officers of
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`affiliates with no corporate relationship other than through SAG, or officers of subsidiary
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`companies.
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`80.
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`SCPLLC performs its functions according to its role in the CP Division structure:
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`CP Division development projects are proposed at the global level, ranked
`a.
`and funded at the global level after input from functional entities such as the CP
`Leadership Team and the North America Regional Leadership Team, and given
`final approval by the SEC;
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`New CP products are developed by certain Syngenta Group companies or
`b.
`functional groups that manage and conduct research and development functions for
`the entire CP Division;
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`These products are then tested by other Syngenta Group companies,
`c.
`including SCPLLC, under the direction and supervision of the SEC, the CP
`Leadership Team, or other Syngenta Group global managers;
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`Syngenta Group companies, including SCPLLC, do not contract with or
`d.
`compensate each other for this testing;
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`Rather, the cost of such testing is included in the testing companies’
`e.
`operating budgets, which are established and approved by the Syngenta Group’s
`global product development managers and the SEC;
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`If a product shows promise based on this testing and the potential markets
`f.
`for the product, either global or regional leaders (depending on whether the target
`market is global or regional), not individual Syngenta Group companies such as
`SCPLLC, decide whether to sell the product;
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`g.
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`h.
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`81.
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`Decisions to sell the product must be approved by the SEC; and
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`The products that are sold all bear the same Syngenta trademark and logo.
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`SCPLLC is subject to additional oversight and control by Syngenta Group global
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`Case 3:21-pq-01240-NJR Document 1 Filed 10/11/21 Page 13 of 45 Page ID #13
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`managers through a system of “reserved powers” established by SAG and applicable to all
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`Syngenta Group companies.
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`82.
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`These “reserved powers” require Syngenta Croup companies to seek approval for
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`certain decisions from higher levels within the Syngenta Group’s functional reporting structure.
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`83.
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`For example, although SAG permits Syngenta Croup companies to handle small
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`legal matters on their own, under the “reserved powers” system, SAG’s Board of Directors must
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`approve settlements of certain types of lawsuits against Syngenta Group companies, including
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`SCPLLC, if their value exceeds an amount specified in the “reserved powers.”
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`84.
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`Similarly, the appointments of senior managers at SCPLLC must be approved by
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`higher levels than SCPLLC’s own management, board of directors, or even its direct legal owner.
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`85.
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`Although SCPLLC takes the formal action necessary to appoint its own senior
`
`managers, this formal action is in fact merely the rubber-stamping of decisions that have already
`
`been made by the Syngenta Group’s global management.
`
`86.
`
`Although SAG subsidiaries, including SCPLLC, pay lip service to legal formalities
`
`that give the appearance of authority to act independently, in practice many of their acts are directed
`
`or pre-approved by the Syngenta Group’s global management.
`
`87.
`
`SAG and the global management of the Syngenta Group restrict the authority of
`
`SCPLLC to act independently in areas including:
`
`a. Product development;
`
`b. Product testing (among other things, SAG and the global management of
`the Syngenta Group require SCPLLC to use Syngenta Ltd.’s Central
`Toxicology Laboratory to design, perform, or oversee product safety testing
`that SCPLLC submits to the EPA in support of the registrations of paraquat
`and other pesticides);
`c. Production;
`
`d. Marketing;
`
`
`
`13
`
`

`

`
`Case 3:21-pq-01240-NJR Document 1 Filed 10/11/21 Page 14 of 45 Page ID #14
`
`
`
`e. Sales;
`
`f. Human resources;
`
`g. Communications and public affairs;
`
`h. Corporate structure and ownership;
`
`i. Asset sales and acquisitions;
`
`j. Key appointments to boards, committees and management positions;
`
`k. Compensation packages;
`
`l. Training for high-level positions; and
`
`m. Finance (including day-to-day cash management) and tax.
`
`88.
`
`Under the Syngenta Group’s functional management system, global managers
`
`initiate, and the global Head of Human Resources oversees, international assignments and
`
`compensation of managers employed by one Syngenta subsidiary to do temporary work for another
`
`Syngenta subsidiary in another country. This international assignment program aims, in part, to
`
`improve Syngenta Group-wide succession planning by developing corporate talent to make
`
`employees fit for higher positions within the global Syngenta Group of companies.
`
`89.
`
`Under this international assignment program, at the instance of Syngenta Group
`
`global managers, SCPLLC officers and employees have been “seconded” to work at other SAG
`
`subsidiaries, and officers and employees of other Syngenta Group subsidiaries have been
`
`“seconded” to work at SCPLLC.
`
`90.
`
`The Syngenta Group’s functional management system includes a central global
`
`finance function—known as Syngenta Group Treasury—for the entire Syngenta Group.
`
`91.
`
`The finances of all Syngenta Group companies are governed by a global treasury
`
`policy that subordinates the financial interests of SAG’s subsidiaries, including SCPLLC, to the
`
`
`
`14
`
`

`

`
`Case 3:21-pq-01240-NJR Document 1 Filed 10/11/21 Page 15 of 45 Page ID #15
`
`
`
`interests of the Syngenta Group as a whole.
`
`92.
`
`Under the Syngenta Group’s global treasury policy, Syngenta Group Treasury
`
`controls daily cash sweeps from subsidiaries such as SCPLLC, holds the cash on account, and
`
`lends it to other subsidiaries that need liquidity.
`
`93.
`
`The Syngenta Group’s global treasury policy does not allow SAG subsidiaries such
`
`as SCPLLC to seek or obtain financing from non-Syngenta entities without the approval of
`
`Syngenta Group Treasury.
`
`94.
`
`Syngenta Group Treasury also decides whether SCPLLC will issue a dividend or
`
`distribution to its direct parent company, and how much that dividend will be.
`
`95.
`
`SCPLLC’s board or management approves dividends and distributions mandated
`
`by Syngenta Group Treasury without any meaningful deliberation.
`
`96.
`
`SAG, through its agent or alter ego, SCPLLC, does substantial business in the State
`
`of South Carolina, in the ways previously alleged as to SCPLLC.
`
`U2. Chevron
`
`97.
`
`Chevron Chemical Company (“Chevron Chemical”) was a corporation organized
`
`in 1928 under the laws of the State of Delaware.
`
`98.
`
`In 1997, Chevron Chemical was merged into Chevron Chemical Company LLC
`
`(“Chevron Chemical LLC”), a limited liability company organized under the laws of the State of
`
`Delaware.
`
`99.
`
`In the mid-2000s, Chevron Chemical LLC was merged into or continued to operate
`
`under the same or similar ownership and management as Chevron Phillips Chemical Company LP
`
`(“CP Chemical”).
`
`100.
`
`CP Chemical is a successor in interest to the crop-protection business of its
`
`corporate predecessor Chevron Chemical LLC.
`
`
`
`15
`
`

`

`
`Case 3:21-pq-01240-NJR Document 1 Filed 10/11/21 Page 16 of 45 Page ID #16
`
`
`
`101.
`
`CP Chemical is a successor by merger or continuation of business to its corporate
`
`predecessor Chevron Chemical.
`
`102.
`
`Defendant Chevron U.S.A. is a corporation organized and existing under the laws
`
`of the State of Delaware, with its principal place of business in the State of California.
`
`103.
`
`Defendant Chevron U.S.A. is a successor in interest to the crop-protection business
`
`of its corporate predecessor Chevron Chemical LLC.
`
`104.
`
`Defendant Chevron U.S.A. is a successor in interest to the crop-protection business
`
`of its corporate predecessor CP Chemical.
`
`105.
`
`In the mid-2000s, Chevron USA entered into an agreement in which it expressly
`
`assumed the liabilities of Chevron Chemical and Chevron Chemical LLC arising from Chevron
`
`Chemical’s then-discontinued agrichemical business, which included the design, registration,
`
`manufacture, formulation, packaging, labeling, distribution, marketing, and sale of paraquat
`
`products in the United States as alleged in this Complaint.
`
`B.
`
`106.
`
`Paraquat manufacture, distribution, and sale
`
`ICI, a legacy company of Syngenta, claims to have discovered the herbicidal
`
`properties of paraquat in 1955.
`
`107. The leading manufacturer of paraquat is Syngenta, which (as ICI) developed the
`
`active ingredient in paraquat in the early 1960s.
`
`108.
`
`ICI produced the first commercial paraquat formulation and registered it in England
`
`in 1962.
`
`109.
`
`110.
`
`111.
`
`
`
`Paraquat was marketed in 1962 under the brand name Gramoxone.
`
`Paraquat first became commercially available for use in the United States in 1964.
`
`In or about 1964, ICI and Chevron Chemical entered into agreements regarding the
`
`16
`
`

`

`
`Case 3:21-pq-01240-NJR Document 1 Filed 10/11/21 Page 17 of 45 Page ID #17
`
`
`
`licensing and distribution of paraquat (“the ICI-Chevron Chemical Agreements”).
`
`112.
`
`In or about 1971, ICI Americas became a party to the ICI-Chevron Chemical
`
`Agreements on the same terms as ICI.
`
`113.
`
`The ICI-Chevron Chemical Agreements were renewed or otherwise remained in
`
`effect until about 1986.
`
`114.
`
`In the ICI-Chevron Chemical Agreements, ICI and ICI Americas granted Chevron
`
`Chemical a license to their patents and technical information to permit Chevron Chemical to
`
`formulate or have formulated, use, and sell paraquat in the United States and to grant sub-licenses
`
`to others to do so.
`
`115.
`
`In the ICI-Chevron Chemical Agreements, Chevron Chemical granted ICI and ICI
`
`Americas a license to its patents and technical information to permit ICI and ICI Americas to
`
`formulate or have formulated, use, and sell paraquat throughout the world and to grant sub-licenses
`
`to others to do so.
`
`116.
`
`In the ICI-Chevron Chemical Agreements, ICI and ICI Americas and Chevron
`
`Chemical agreed to exchange patent and technical information regarding paraquat.
`
`117.
`
`In the ICI-Chevron Chemical Agreements, ICI and ICI Americas granted Chevron
`
`Chemical exclusive rights to distribute and sell paraquat in the United States.
`
`118.
`
`In the ICI-Chevron Chemical Agreements, ICI and ICI Americas granted Chevron
`
`Chemical a license to distribute and sell paraquat in the U.S. under the ICI-trademarked brand
`
`name Gramoxone.
`
`119.
`
`ICI and ICI Americas and Chevron Chemical entered into the ICI-Chevron
`
`Chemical Agreements to divide the worldwide market for paraquat between them.
`
`120.
`
`Under the ICI-Chevron Chemical Agreements, Chevron Chemical distributed and
`
`
`
`17
`
`

`

`
`Case 3:21-pq-01240-NJR Document 1 Filed 10/11/21 Page 18 of 45 Page ID #18
`
`
`
`sold paraquat in the U.S. and ICI and ICI Americas distributed and sold paraquat outside the United
`
`States.
`
`121.
`
`Under the ICI-Chevron Chemical Agreements and related agreements, both ICI and
`
`ICI Americas and Chevron Chemical distributed and sold paraquat under the ICI-trademarked
`
`brand name Gramoxone.
`
`122.
`
`Under the ICI-Chevron Chemical Agreements, ICI and ICI Americas and Chevron
`
`Chemical exchanged patent and technical information regarding paraquat.
`
`123.
`
`Under the ICI-Chevron Chemical Agreements, ICI and ICI Americas provided to
`
`Chevron Chemical health and safety and efficacy studies performed or procured by ICI’s Central
`
`Toxicology Laboratory, which Chevron Chemical then submitted to the USDA and the EPA to
`
`secure and maintain the registration of paraquat for manufacture, formulation, distribution, and
`
`sale for use in the United States.
`
`124.
`
`Under the ICI-Chevron Chemical Agreements and related agreements, ICI and ICI
`
`Americas manufactured and sold paraquat to Chevron Chemical that Chevron Chemical then
`
`distributed and sold in the United States, including in South Carolina, where Chevron Chemical
`
`registered paraquat products with the State of South Carolina and marketed, advertised, and
`
`promoted them to South Carolina distributors, dealers, applicators, and farmers.
`
`125. Under the ICI-Chevron Chemical Agreements and related agreements, Chevron
`
`Chemical distributed and sold paraquat in the United States under the ICI-trademarked brand name
`
`Gramoxone and other names, including in South Carolina, where Chevron Chemical registered such
`
`products with the State of South Carolina to enable them to be lawfully distributed, so

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