Case 1:23-cv-00097-RDA-JFA Document 1 Filed 01/22/23 Page 1 of 8 PageID# 1

IN THE UNITED STATES DISTRICT COURT

FOR THE EASTERN DISTRICT OF VIRGINIA
Alexandria Division

TRIDENTIS, LLC,

Plaintiff,
v. Case No. 1:23-cv-97

CITY OF ALEXANDRIA,

Defendant.

COMPLAINT
1. The City of Alexandria has announced a policy—the BIPOC Small Business Grant

Program—that gives money to businesses based on their owners’ skin color.

2. To be eligible for the program, a business must demonstrate that its owners are at

least 51% black, indigenous, or people of color. These BIPOC owners must come from one of four

groups—Black or African American, Asian American, Hispanic American, or Indigenous or Na-

tive American. In other words, no whites allowed.

3. This program is blatantly illegal. The Equal Protection Clause prohibits Alexandria

from discriminating based on race, and this express racial exclusion cannot possibly satisfy strict

scrutiny. Plaintiff, a business in Alexandria who wants to apply for the program but is excluded

because its owner is the wrong race, is entitled to relief.

PARTIES
4. Plaintiff, Tridentis, LLC, is a professional engineering, logistics, and program man-

agement firm based in Alexandria, Virginia.

5. Tridentis is a for-profit small business licensed, located and locally owned and

operated in Alexandria. Its owner is a resident of Alexandria. He is white.

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6. Defendant, the City of Alexandria, is an independent city in the Commonwealth of

Virginia.

JURISDICTION AND VENUE

7. This Court has subject-matter jurisdiction under 28 U.S.C. §1331 and §1343.

8. Venue is proper under 28 U.S.C. §1391 because Alexandria resides here and all the

events and omissions giving rise to the claim occurred here.

FACTUAL ALLEGATIONS
A. The City of Alexandria provides grants through the BIPOC Small Business
Grant Program.

9. The City of Alexandria operates the BIPOC Small Business Grant Program.

10. The program’s stated objective is to provide “grants to qualifying Black, Indige-

nous, and people of color (‘BIPOC’) owned small local business.”

11. The Program will provide monetary grants to the businesses that get accepted. De-

pending on the nature of the business and the use of the funds, recipients can receive up to $7,000.

12. Grant recipients can use program funds for three different business purposes: oper-

ations, resiliency, and growth. “Business operations” are “expenses related to running a business.”

These expenses include working capital, inventory, rent or lease costs, and payment of taxes.

“Business resiliency” refers to “investments to support the long-term profitability of the business.”

These expenses include marketing, technology enhancements, professional services like account-

ants and lawyers, and business consultants. “Business growth” refers to “capital and equipment

expenses.” These expenses include equipment replacement, improvements to the interior of a busi-

ness, and signage.

13. The application period for the program will open on January 26, 2023, at 9:00 a.m.

and will close on February 10, 2023 at 5:00 p.m. The application is available online at alexan-

driava.gov/BIPOC.

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14. Applicants who did not receive Coronavirus Aid, Relief, and Economic Security

Act or American Recovery Plan Act funds through the City of Alexandria will receive priority.

15. If the number of prioritized applicants exceeds the available grants, recipients will

be selected on a first come-first serve basis.

16. Winners will be announced in March 2023.

17. Grants will be distributed in April 2023.

B. Alexandria excludes businesses from the program based on race.

18. Eligibility for the program depends on the business owners’ race.

19. The first listed eligibility requirement for participation in the program is that a busi-

ness must “[d]emonstrate at least 51% BIPOC ownership.”

20. The program defines a BIPOC-owned business as “a business that is at least 51

percent owned by one or more minority individuals.” A corporate entity qualifies if “at least 51

percent of the equity ownership ... is owned by one or more minority individuals.” In addition,

“both the management and daily business operations” must be “controlled by one or more minority

individuals.”

21. The program defines “minority individual” as someone who is “Black or African

American,” “Asian American,” “Hispanic American,” or “Indigenous or Native American.” The

program then defines what it means to be one of those races:

1. “Black or African American” means a person having origins in any of the

original peoples of Africa and who is regarded as such by the community of
which this person claims to be a part.

2. “Asian American” means a person having origins in any of the original peo-
ples of the Far East, Southeast Asia, the Indian subcontinent, or the Pacific Is-
lands, including but not limited to Japan, China, Vietnam, Samoa, Laos, Cam-
bodia, Taiwan, Northern Mariana Islands, the Philippines, a U.S. territory of the
Pacific, India, Pakistan, Bangladesh, or Sri Lanka, and who is regarded as such
by the community of which this person claims to be a part.

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3. “Hispanic American” means a person having origins in any of the Spanish-

speaking peoples of Mexico, South or Central America, or the Caribbean Is-
lands or other Spanish or Portuguese cultures and who is regarded as such by
the community of which this person claims to be a part.

4. “Indigenous or Native American” means a person having origins in any of

the original peoples of North America and who is regarded as such by the com-
munity of which this person claims to be a part or who is recognized by a tribal
organization.

22. White-owned businesses are not eligible—a point the program reiterates several

times. “Businesses without 51% BIPOC ownership” are “excluded from applying to the program.”

23. To prepare for the application, Alexandria instructs businesses to collect “[d]ocu-

mentation” proving their BIPOC ownership, including “the percentage” of BIPOC owners and

their “names.” When filling out the application, businesses must confirm that they have “at least

51% BIPOC ownership” or they cannot continue. If the business checks “yes” that its ownership

is majority BIPOC, the application asks which communities best represent the majority of own-

ers—“Black or African American,” “Hispanic American,” “Asian American,” or “Indigenous or

Native American.” After answering that question, an applicant must identify the “percentage” of

ownership in each of these four categories and the “names” of which owners are which races.

C. Tridentis is ineligible for grant funds because of its owner’s race.

24. Tridentis is ready and able to apply for a grant through the program, but it’s ineli-

gible because it’s not a majority BIPOC-owned business. Tridentis’s owner is white.

25. Tridentis has qualified expenses, including rental payments, that it would spend the

grant on by July 2023.

26. Tridentis satisfies all the nonracial requirements for the Program.

27. Tridentis is licensed in Alexandria.

28. Tridentis is a for-profit small business.

29. Tridentis is located within Alexandria.

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30. Tridentis has 28 employees.

31. Tridentis is owned by a resident of Alexandria and is operated from its headquarters

in Alexandria.

32. Tridentis plans to remain in operation in Alexandria through December 31, 2023.

33. Tridentis is in good standing with Alexandria, is current on all local taxes, and is

complying with all applicable laws.

34. Tridentis is not in bankruptcy proceedings.

35. If it were eligible for the program, Tridentis would receive priority. It has not re-

ceived a Coronavirus Aid, Relief, and Economic Security Act grant or an American Rescue Plan

Act grant from the Alexandria.

COUNT
Violation of the Fourteenth Amendment
(42 U.S.C. §1983)

36. Tridentis repeats and realleges each of the prior allegations.

37. Section 1983 provides that “[e]very person who, under color of any statute, ordi-

nance, regulation, custom, or usage, of any State or Territory or the District of Columbia, subjects,

or causes to be subjected, any citizen of the United States or other person within the jurisdiction

thereof to the deprivation of any rights, privileges, or immunities secured by the Constitution and

laws, shall be liable to the party injured in an action at law, suit in equity, or other proper proceed-

ing for redress.” 42 U.S.C. §1983. The word “person” includes municipalities and other local gov-

ernments. Monell v. Dep’t of Soc. Servs. of N.Y.C., 436 U.S. 658, 690 (1978). And the program is

an “official municipal policy.” Id. at 691.

38. The Fourteenth Amendment provides that no person shall be denied “the equal pro-

tection of the laws.”

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39. The “central mandate” of equal protection is “racial neutrality” in government pro-

grams. Miller v. Johnson, 515 U.S. 900, 904 (1995). “Whenever the government treats any person

unequally because of his or her race, that person has suffered an injury that falls squarely within

the language and spirit of the Constitution’s guarantee of equal protection.” Adarand Constructors,

Inc. v. Pena, 515 U.S. 200, 229-30 (1995).

40. “A racial classification, regardless of purported motivation, is presumptively inva-

lid and can be upheld only upon an extraordinary justification.” Shaw v. Reno, 509 U.S. 630, 643-

44 (1993). Thus, “any official action official action that treats a person differently on account of

race or ethnic origin is inherently suspect.” Fisher v. Univ. of Tex. at Austin, 570 U.S. 297, 310

(2013). This principle “is not dependent on the race of those burdened or benefited by a particular

classification.” City of Richmond v. J.A. Croson Co., 488 U.S. 469, 494 (1989).

41. “[A]ll racial classifications ... must be analyzed by a reviewing court under strict

scrutiny.” Adarand, 515 U.S. at 227. This standard requires a “detailed examination, both as to

ends and to means.” Id. at 236. Racial classifications can be upheld only if they are “narrowly

tailored measures that further compelling governmental interests.” Id. at 227. The City bears the

burden to “assert a compelling state interest” and “demonstrate that its [program] is necessary to

serve the asserted interest.” Burson v. Freeman, 504 U.S. 191, 199 (1992).

42. The program is a racial classification because, on its face, it includes and excludes

businesses based on the race of their owners. It must satisfy strict scrutiny, which it cannot.

43. Defendants have no compelling interest. A “generalized assertion that there has

been past discrimination” does not count. Croson, 488 U.S. at 498. Nor can a racial classification

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be justified by a general interest in retaining businesses. See Croson, 488 U.S. at 495-98. Alexan-

dria has no evidence that the program is a response to its own prior discrimination against BIPOC-

owned businesses.

44. The complete exclusion of white-owned businesses is also not narrowly tailored.

Blanket racial exclusions, with no individualized review, cannot be narrowly tailored. And there

is no evidence that Alexandria ever “considered methods other than explicit racial classification to

achieve [its] stated goals.” Parents Involved in Cmty. Schs. v. Seattle Sch. Dist. No. 1, 551 U.S.

701, 734 (2007). Nor can Alexandria show “the most exact connection between justification and

classification.” Wygant, 476 U.S. at 280. Even though there are those (like the City) who treat

members of these groups as a monolithic “BIPOC,” all should agree that these four racial groups

have very different experiences and histories. The 51% cutoff is also arbitrary. So is allowing

businesses to mix and match minorities to reach the 51% threshold.

PRAYER FOR RELIEF

Tridentis respectfully requests that this Court enter judgment in its favor and against Alex-

andria and provide the following relief:

A. A declaratory judgment that Defendant’s BIPOC Small Business Grant Program

violates the Fourteenth Amendment of the United States Constitution.

B. A temporary restraining order and preliminary injunction barring Defendant from

opening the application period, closing the application period, selecting grant re-
cipients, or enforcing its racially discriminatory eligibility criteria for the BIPOC
Small Business Grant Program.

C. A permanent injunction barring Defendant from enforcing its racially discrimina-

tory eligibility criteria for the program.

D. Nominal damages.

E. Reasonable costs and expenses of this action, including attorneys’ fees, under 42
U.S.C. §1988 and any other applicable laws.

F. And all other relief that Tridentis is entitled to.

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Dated: January 23, 2023 Respectfully submitted,

/s/ Bryan Weir

Bryan Weir (VA Bar No. 82787)
Cameron T. Norris (VA Bar No. 91624) (pro
hac vice forthcoming)
Gilbert C. Dickey (DC Bar No. 1645164) (pro
hac vice forthcoming)*
CONSOVOY MCCARTHY PLLC
1600 Wilson Blvd., Ste. 700
Arlington, VA 22209
(703) 243-9423
bryan@consovoymccarthy.com
cam@consovoymccarthy.com
gilbert@consovoymccarthy.com

*Admitted in AL, DC, NC, and WV, but not

yet VA. Supervised by principals at the firm.

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JS 44 (Rev. 04/21) CIVIL
Case 1:23-cv-00097-RDA-JFA COVER
Document 1-1 SHEET
Filed 01/22/23 Page 1 of 1 PageID# 9
The JS 44 civil cover sheet and the information contained herein neither replace nor supplement the filing and service of pleadings or other papers as required by law, except as
provided by local rules of court. This form, approved by the Judicial Conference of the United States in September 1974, is required for the use of the Clerk of Court for the
purpose of initiating the civil docket sheet. (SEE INSTRUCTIONS ON NEXT PAGE OF THIS FORM.)
I. (a) PLAINTIFFS DEFENDANTS
Tridentis, LLC City of Alexandria
(b) County of Residence of First Listed Plaintiff City of Alexandria County of Residence of First Listed Defendant
(EXCEPT IN U.S. PLAINTIFF CASES) (IN U.S. PLAINTIFF CASES ONLY)
NOTE: IN LAND CONDEMNATION CASES, USE THE LOCATION OF
THE TRACT OF LAND INVOLVED.

(c) Attorneys (Firm Name, Address, and Telephone Number) Attorneys (If Known)

Bryan Weir, Consovoy McCarthy PLLC, 1600 Wilson

Blvd., Suite 700, Arlington, VA 22209, (703) 243-9423
II. BASIS OF JURISDICTION (Place an “X” in One Box Only) III. CITIZENSHIP OF PRINCIPAL PARTIES (Place an “X” in One Box for Plaintiff
(For Diversity Cases Only) and One Box for Defendant)
1 U.S. Government ✖ 3 Federal Question PTF DEF PTF DEF
Plaintiff (U.S. Government Not a Party) Citizen of This State 1 1 Incorporated or Principal Place 4 4
of Business In This State

2 U.S. Government 4 Diversity Citizen of Another State 2 2 Incorporated and Principal Place 5 5
Defendant (Indicate Citizenship of Parties in Item III) of Business In Another State

Citizen or Subject of a 3 3 Foreign Nation 6 6

Foreign Country
IV. NATURE OF SUIT (Place an “X” in One Box Only) Click here for: Nature of Suit Code Descriptions.
CONTRACT TORTS FORFEITURE/PENALTY BANKRUPTCY OTHER STATUTES
110 Insurance PERSONAL INJURY PERSONAL INJURY 625 Drug Related Seizure 422 Appeal 28 USC 158 375 False Claims Act
120 Marine 310 Airplane 365 Personal Injury - of Property 21 USC 881 423 Withdrawal 376 Qui Tam (31 USC
130 Miller Act 315 Airplane Product Product Liability 690 Other 28 USC 157 3729(a))
140 Negotiable Instrument Liability 367 Health Care/ INTELLECTUAL 400 State Reapportionment
150 Recovery of Overpayment 320 Assault, Libel & Pharmaceutical PROPERTY RIGHTS 410 Antitrust
& Enforcement of Judgment Slander Personal Injury 820 Copyrights 430 Banks and Banking
151 Medicare Act 330 Federal Employers’ Product Liability 830 Patent 450 Commerce
152 Recovery of Defaulted Liability 368 Asbestos Personal 835 Patent - Abbreviated 460 Deportation
Student Loans 340 Marine Injury Product New Drug Application 470 Racketeer Influenced and
(Excludes Veterans) 345 Marine Product Liability 840 Trademark Corrupt Organizations
153 Recovery of Overpayment Liability PERSONAL PROPERTY LABOR 880 Defend Trade Secrets 480 Consumer Credit
of Veteran’s Benefits 350 Motor Vehicle 370 Other Fraud 710 Fair Labor Standards Act of 2016 (15 USC 1681 or 1692)
160 Stockholders’ Suits 355 Motor Vehicle 371 Truth in Lending Act 485 Telephone Consumer
190 Other Contract Product Liability 380 Other Personal 720 Labor/Management SOCIAL SECURITY Protection Act
195 Contract Product Liability 360 Other Personal Property Damage Relations 861 HIA (1395ff) 490 Cable/Sat TV
196 Franchise Injury 385 Property Damage 740 Railway Labor Act 862 Black Lung (923) 850 Securities/Commodities/
362 Personal Injury - Product Liability 751 Family and Medical 863 DIWC/DIWW (405(g)) Exchange
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210 Land Condemnation ✖ 440 Other Civil Rights Habeas Corpus: 791 Employee Retirement 893 Environmental Matters
220 Foreclosure 441 Voting 463 Alien Detainee Income Security Act FEDERAL TAX SUITS 895 Freedom of Information
230 Rent Lease & Ejectment 442 Employment 510 Motions to Vacate 870 Taxes (U.S. Plaintiff Act
240 Torts to Land 443 Housing/ Sentence or Defendant) 896 Arbitration
245 Tort Product Liability Accommodations 530 General 871 IRS—Third Party 899 Administrative Procedure
290 All Other Real Property 445 Amer. w/Disabilities - 535 Death Penalty IMMIGRATION 26 USC 7609 Act/Review or Appeal of
Employment Other: 462 Naturalization Application Agency Decision
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Other 550 Civil Rights Actions State Statutes
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560 Civil Detainee -
Conditions of
Confinement
V. ORIGIN (Place an “X” in One Box Only)
✖ 1 Original 2 Removed from 3 Remanded from 4 Reinstated or 5 Transferred from 6 Multidistrict 8 Multidistrict
Proceeding State Court Appellate Court Reopened Another District Litigation - Litigation -
(specify) Transfer Direct File
Cite the U.S. Civil Statute under which you are filing (Do not cite jurisdictional statutes unless diversity):
42 U.S.C. 1983
VI. CAUSE OF ACTION Brief description of cause:
Challenge to racially exclusionary policy under the Equal Protection Clause
VII. REQUESTED IN CHECK IF THIS IS A CLASS ACTION DEMAND $ CHECK YES only if demanded in complaint:
COMPLAINT: UNDER RULE 23, F.R.Cv.P. Nominal Damages JURY DEMAND: Yes ✖ No
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DATE SIGNATURE OF ATTORNEY OF RECORD
01/23/2023 /s/ Bryan Weir
FOR OFFICE USE ONLY

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