Mitchell Adjusting International, LLC et al v. Bridge Funding Cap, LLC et al

UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF TEXAS
GALVESTON DIVISION
MITCHELL ADJUSTING
INTERNATIONAL, LLC, et al.,
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Plaintiffs,
v. 	3:26-cv-128
BRIDGE FUNDING CAP, LLC, et al.,
Defendants.
ORDER ADOPTING MAGISTRATE JUDGE’S
MEMORANDUM AND RECOMMENDATION
On April 23, 2026, all pretrial matters in this case were referred to United
States Magistrate Judge Andrew M. Edison under 28 U.S.C. § 636(b)(1). Dkt. 7.
Judge Edison filed a memorandum and recommendation sua sponte on May 4,
2026, recommending that the court order the conditional dismissal of any claims
belonging to Plaintiff Mitchell Adjusting International, LLC (“MAI”) without
prejudice unless MAI appears through licensed counsel within 30 days from the
date the memorandum and recommendation is adopted. Dkt. 10 at 2.
On May 15, 2026, the plaintiff Andrew Mitchell filed his objections to the
memorandum and recommendation. Dkt. 12. Mitchell simultaneously filed a
motion for appointment of counsel and a motion to stay, requesting the same relief
requested in his objections. Dkts. 13, 14. Because these motions request the same
relief requested in Mitchell’s objections, the court will address these two motions
alongside Mitchell’s objections.
United States District Court
Southern District of Texas
ENTERED
May 22, 2026
Nathan Ochsner, Clerk
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In accordance with 28 U.S.C. § 636(b)(1)(C), this court is required to “make
a de novo determination of those portions of the [magistrate judge’s] report or
specified proposed findings or recommendations to which objection [has been]
made.” After conducting this de novo review, the court may “accept, reject, or
modify, in whole or in part, the findings or recommendations made by the
magistrate judge.” Id.; see also Fed. R. Civ. P. 72(b)(3). 	The court has carefully
considered the objections; the memorandum and recommendation; the pleadings;
and 	the 	record. 	The 	court 	accepts 	Judge 	Edison’s 	memorandum 	and
recommendation and adopts it as the court’s opinion.
Most of Mitchell’s objections seem to stem from Mitchell’s mistaken belief
that Judge Edison recommended the dismissal of this entire case, including claims
belonging to Mitchell individually. Specifically, Mitchell objects that Judge Edison
treats him “as a mere stand-in for MAI,” “overlooks Mitchell’s direct individual-
capacity claims,” and that Mitchell “has independent standing.” Dkt. 12 at 3, 4, 7.
These objections are overruled. Judge Edison stated that, “[t]o the extent that
Mitchell has a personal claim against Defendants, Mitchell may prosecute that
claim himself.” Dkt. 10 at 2. Judge Edison recommended conditional dismissal of
claims belonging only to MAI, not to claims belonging to Mitchell personally.
To the extent Mitchell objects on the grounds that he believes he may
prosecute his own claims individually and MAI’s claims, those objections are
overruled. “It has been the law for the better part of two centuries . . . that a
corporation may appear in the federal courts only through licensed counsel.”
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Rowland v. Cal. Men’s Colony, Unit II Men’s Advisory Council, 506 U.S. 194, 201–
02 (1993). It is this centuries-old, binding precedent that underpins Judge
Edison’s memorandum and recommendation. Binding Fifth Circuit authority is
not required for this court to follow the uniform rule adopted by every federal court
to confront the issue and hold that where “the lay individual chose to accept the
advantages 	of 	incorporation,” 	he 	“must 	now 	bear 	the 	burdens 	of 	that
incorporation; thus, he must have an attorney present the corporation’s legal
claims.” Jones v. Niagara Frontier Transp. Auth., 722 F.2d 20, 23 (2d Cir. 1983)
(quotation omitted). The only way that Mitchell can advance MAI’s claims is
through counsel; an assignment cannot be made to defeat this rule. Nor does
Mitchell’s federal restitution obligation provide a basis for Mitchell, a non-lawyer,
to prosecute MAI’s claims.
In his fourth and final objection, Mitchell argues that Judge Edison should
have considered appointing counsel under 28 U.S.C. § 1915(e)(1) and Naranjo v.
Thompson, 809 F.3d 793 (5th Cir. 2015). This objection is overruled. To the extent
Mitchell seeks appointment of counsel for MAI, the United States Supreme Court
held more than 30 years ago that § 1915 extends only to natural persons. See
Rowland, 506 U.S. at 208. Thus, the court has no power to appoint counsel to a
corporate plaintiff—or to a non-lawyer attempting to assert a corporate plaintiff’s
claims—under § 1915. While the Fifth Circuit has recognized a district court’s
“inherent power to appoint counsel for an insolvent corporate criminal defendant,”
this court is unaware of any authority that would support appointing counsel for a
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corporate plaintiff in civil litigation. Naranjo, 809 F.3d at 802. Assuming the court
has such inherent power, the court declines to use it. If the value of this litigation
is as great as Mitchell believes, he should have no difficulty securing counsel on a
contingency basis. For this reason, the court also declines to appoint counsel for
Mitchell personally.
It is therefore ordered that:
(1) 	Judge 	Edison’s 	memorandum 	and 	recommendation, 	Dkt. 	10, 	is
approved and adopted in its entirety as the holding of the court;
(2) 	Mitchell has 30 days from the date of this order to file an amended
complaint asserting claims solely in his individual capacity and not as
an assignee or the sole member of his LLC;
(3) 	Mitchell’s motion for appointment of counsel, Dkt. 13, is denied;
(4) 	This case is conditionally dismissed as to MAI unless, within 30 days
from the entry of this order, MAI appears through licensed counsel;
and
(5) 	Mitchell’s motion to stay, Dkt. 14, is granted, in that all other
deadlines in this case are stayed for the next 30 days.
SIGNED on Galveston Island this 22nd day of May 2026.
______________________________
JEFFREY VINCENT BROWN
UNITED STATES DISTRICT JUDGE
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