OPINION AND ORDER Defendant J.P. Morgan Chase Bank, N.A. (“JP Morgan” or “Defendant”) moves to dismiss the complaint against it pursuant to Federal Rule of Civil Procedure 12(b)(6). Dkt. No. 18. For the following reasons, Defendant’s motion to dismiss is granted in part and denied in part. BACKGROUND The Court accepts as true for purposes of this motion the well-pleaded factual allegations of the complaint, Dkt. No. 1 (“Complaint”), and the documents incorporated by reference therein. This case arises out of a complex fraud orchestrated against plaintiffs Essilor International SAS (“Essilor”) and Essilor Manufacturing (Thailand) Co., Ltd. (“EMTC,” and, together with Essilor, “Plaintiffs”) from mid-September 2019 through mid-December 2019 by a group of international cybercriminals. Dkt. No. 1 1. The scheme resulted in the transfer of approximately $272 million from an account in the name of EMTC maintained at a New York, New York branch of JP Morgan. Id. 2. As of April 25, 2022, Plaintiffs were able to recover approximately $172 million, but have been unable to recover approximately $100 million. See id. Essilor is a French simplified joint-stock company with its principal place of business in Charenton-le Pont, France. Id. 11. It is one of three main subsidiaries of EssilorLuxottica SA, the world’s leading ophthalmic company. Id. EMTC, a wholly owned subsidiary of Essilor, is a Thai limited company with its principal place of business in Bangkok, Thailand. Id. 12. EMTC operates a manufacturing plant in Thailand. Id. EMTC has a U.S. bank account with JP Morgan, a national banking association; EMTC uses this account to purchase supplies and conduct other transactions in U.S. dollars. Id.
12-13. EMTC and Essilor both had long-standing relationships with JP Morgan. Id. 16. Although long in allegations about the fraud and the red flags that allegedly accompanied it, the Complaint is short on allegations about the nature and timing of the relationships of each of EMTC and Essilor with JP Morgan. As noted, Plaintiffs allege that EMTC had an account at a JP Morgan branch located in New York, New York (the “NY Account”). Id. Plaintiffs also allege that a “broader cash management system…was put in place in [March] 2017 involving EMTC and other Essilor subsidiaries.” Id. 53; see also id. 16. The cash management system (“Cash Management System”) ensured that EMTC and other affiliates had sufficient funds to operate. Id. 27. JP Morgan permitted overdrafts, subject to a daily limit; JP Morgan would settle negative balances through the daily cash sweeping process. Id. If the balance of any affiliate’s account was negative, proceeds would be “swept down” from Essilor at the end of each day, while positive balances would be “swept up” to Essilor. Id. As a result, the account of each affiliate would begin each day with a balance of $0. Id. The Complaint alleges that the NY Account was opened pursuant to the Cash Management System, presumably also in March 2017. See id.
