Bennett v. Libbey Glass, Inc.

JANICE BENNETT v. LIBBEY GLASS, INC.

CIVIL ACTION NO. 15-105

UNITED STATES DISTRICT COURT WESTERN DISTRICT OF LOUISIANA SHREVEPORT DIVISION

September 30, 2015

JUDGE ELIZABETH ERNY FOOTE

MAGISTRATE JUDGE HAYES

MEMORANDUM RULING

Pending before the Court is the Motion To Dismiss submitted by Defendant, Libbey Glass, Inc., which prays for this Court to dismiss all claims brought against it by the Plaintiff, Janice Bennett. [Record Document 4]. Plaintiff is the surviving spouse of a retired employee of Defendant. Record Document 1-3, p. 2. Plaintiff alleges that Defendant withheld retirement benefits allegedly owed to her under Defendant's retirement plan with Plaintiff's deceased husband. Id. at 2-3, 5-6. Plaintiff's claims are brought under the legal theories of breach of contract, fraud, unjust enrichment, detrimental reliance and conversion. Id. at 2-5. Plaintiff seeks damages, specific performance, attorney's fees, and costs. Id. at 6. Upon consideration of the briefs filed by the parties and for the reasons stated below, Defendant's Motion To Dismiss is GRANTED IN PART, DISMISSING WITH PREJUDICE Plaintiff's claims related to Libbey Inc.'s Hourly Retirement Plan (the "Libbey Plan").¹ As to Plaintiff's claims which seek benefits from retirement plans existing prior to the effective date of the Libbey Plan, Defendant's motion is DENIED.

I. Factual and Procedural Background

Janice Bennett is the widow of James Bennett and is the Plaintiff in the present suit. Record Document 1-3, p. 2. Plaintiff states that James Bennett was employed by Defendant from 1981 until his retirement on April 10, 2004. Id. James Bennett died on November 20, 2012. Id. Plaintiff requested after James Bennett's death that the benefits under Defendant's retirement plan be paid to her. Id. at 3. Defendant allegedly refused to pay, telling Plaintiff that "she had 'signed her pension away.'" Id.

Plaintiff sought benefits allegedly owed to her under Defendant's retirement plan in a previous suit filed in this Court, asserting state law grounds for relief. Petition at 2, Bennett v. Libbey Glass. Inc., Civil Action No. 13-2377 (W.D. La. July 30, 2013). The petition sought damages, specific performance, and attorney's fees on the theories of breach of contract, fraud, unjust enrichment, and detrimental reliance. Id. This suit was voluntarily dismissed because, as Plaintiff stated in her memorandum opposing Defendant's Motion To Dismiss, such an action "required plaintiff to exhaust administrative remedies . . . ."² Record Document 16, p. 3. Plaintiff now claims to have exhausted all administrative remedies, id. at 7, and she seeks relief through the same state law theories as were presented in the original suit. Record Document 1-3,pp. 2-5. The petition does not seek a review of the administrative process.

Plaintiff's claims are founded upon Plaintiff allegedly being owed benefits under a retirement plan with Defendant. Id. at 2-6. Defendant filed the instant Motion To Dismiss under Federal Rule of Civil Procedure 12(b)(6) on the grounds that the Plaintiff's state law claims for benefits, specific performance, and damages are preempted under ERISA. Record Document 4. The only retirement plan on record, the Libbey Plan, was submitted as an exhibit to Defendant's Motion To Dismiss in order to elucidate for the court the retirement plan referred to by Plaintiff in her petition.³ Record Document 4-2. When established, the Libbey Plan applied to all current and future full-time and qualifying part-time hourly employees of Libbey Glass, Inc., in Shreveport, Louisiana. Id. at 31-32, 84. The plan took effect June 24, 1993. Id. at 30.

Plaintiff objects to the examination of the Libbey Plan because she claims that the exhibit is beyond the scope of review for a motion brought under Rule 12(b)(6). Record Document 16, pp. 8-9. Plaintiff also claims that (1) the determination as to whether the Libbey Plan is an ERISA plan is not suitable for Rule 12(b)(6) motion practice, (2) the Libbey Plan is not a plan covered by ERISA, and, (3) if the Libbey Plan is determined to be an ERISA covered plan, the claims of the Plaintiff are not preempted. Id. at 15 n.6, 15-20, 21-25. Defendant replied to the opposition to its Motion To Dismiss. Record Document 17. The matter is now before the Court.

II. Law and Analysis

A. Standard of Review

A motion to dismiss under Federal Rule of Civil Procedure 12(b)(6) demands that the plaintiff "state a claim to relief that is plausible on its face." Ashcroft v. Iqbal, 556 U.S. 662,678, 129 S. Ct. 1937, 1949 (2009). "A claim has facial plausibility when the plaintiff pleads factual content that allows the court to draw the reasonable inference that the defendant is liable for the misconduct alleged." Id. at 663. "Threadbare recitals of the elements of a cause of action, supported by mere conclusory statements, do not suffice." Id. at 678. The court must accept as true all of the factual allegations in the complaint in determining whether plaintiff has stated a plausible claim. See Bell Atlantic Corp. v. Twombly, 550 U.S. 544, 555, 127 S. Ct. 1955, 1965 (2007); In re Katrina Canal Breaches Litigation, 495 F.3d 191, 205 (5th Cir. 2009).

B. Consideration of the Libbey Plan

In considering a motion to dismiss under Rule 12(b)(6), a district court typically limits itself to the contents of the pleadings. See Fed. R. Civ. P. 12(d). If extrinsic evidence is used to make "a determination on a motion to dismiss, a court will convert the motion to dismiss into a motion for summary judgment." Fed. R. Civ. P. 12(b). Such a conversion, however, is not required if the court determines that the exhibits attached to the motion to dismiss are in fact part of the pleadings because the exhibits "are central to the plaintiffs' claims." Collins v. Morgan Stanley Dean Witter, 224 F.3d 496, 498-499 (5th Cir. 2000). When the plaintiff's complaint references a document that is not attached to the complaint, a district court may consider the document if it is attached to the motion to dismiss and if it is central to the plaintiff's complaint. Id. (citing Venture Assocs. Corp. v. Zenith Data Svs. Corp., 987 F.2d 429, 431 (7th Cir. 1993); Branch v. Tunnell, 14 F.3d 449, 453-54 (9th Cir. 1994); Field v. Trump, 850 F.2d 938, 949 (2d Cir. 1988)).⁴ "In so attaching, the defendant merely assists the plaintiff in establishing the basisof the suit, and the court in making the elementary determination of whether a claim has been stated." Collins, 224 F.3d at 499.

A plaintiff will not be successful in objecting to the consideration of a document attached to a motion to dismiss simply on the grounds that the document was not expressly identified in the plaintiff's complaint. In Wilson v. Kimberly-Clark Corp., the plaintiffs sought severance benefits in their complaint. 254 Fed. Appx. 280, 282 (5th Cir. 2007). The defendants filed a motion to dismiss under Rule 12(b)(6) and attached a copy of an ERISA plan which the defendant said governed the severance benefits sought by plaintiffs. Id. at 284. The plaintiffs contended that the district court should not have considered the severance pay plan attached by the defendant. Id. at 284-85. However, the Fifth Circuit rejected the argument, stating that "[p]laintiffs, by avoiding any mention of a "plan" in the proceedings, could not avoid the fact that the very severance benefits they claimed had been wrongfully denied were disbursed pursuant to apian." Id. at 286.⁵

In the instant case, Plaintiff's petition relies upon the existence of "a retirement plan with the defendant" for her claims. Record Document 1-3, p. 3. Defendant attached to its Motion To Dismiss the retirement plan applicable to the Libbey location in Shreveport, Louisiana at which Plaintiff's husband worked. Record Document 4-2, p. 31-32, 84. However, Plaintiff objects tothe Court's consideration of the Libbey Plan on the grounds that: (1) it does "not fit[] under the rule of incorporation by reference since the defendants' exhibits were not referenced in the petition," (2) the Libbey Plan is irrelevant, and (3) the Libbey Plan lacks a foundation.⁶ Record Document 16, pp. 8-9. By avoiding explicitly referencing the Libbey Plan in her petition, but basing her claims upon a retirement plan with Defendant, Plaintiff cannot now conclude that the Libbey Plan is "irrelevant" to her complaint without articulating any factual allegations to show otherwise. Rather than alleging facts regarding the Libbey Plan, the Plaintiff only presents conclusions of law. Record Document 16, pp. 8-9. Accordingly, the Court will consider the Libbey Plan because that retirement plan is "central to the plaintiff's complaint." See Collins, 224 F.3d at 498-499.

C. Application of ERISA to the Libbey Plan

Plaintiff asserts that the determination as to whether a plan is covered by ERISA is a question of fact that should not be resolved on a Rule 12(b)(6) motion. Record Document 16, p. 15 n.6. "Whether ERISA covers the underlying plan is 'a mixed question of fact and law.'" Clayton v. ConocoPhillips Co., 722 F.3d 279, 290 (5th Cir. 2013). However, where the factual circumstances are established as a matter of law or undisputed, we have treated the question as one of law. . . ." Id. Plaintiff's arguments do not present a factual dispute surrounding the terms of the Libbey Plan, but merely conclude that the Court should not treat the plan as part of the pleadings on a 12(b)(6) motion to dismiss because the plan is "irrelevant." Record Document 16,pp. 8-9.⁷ As there are not factual disputes over the applicability of the Libbey Plan, the question of whether the Libbey Plan is covered by ERISA is appropriate for resolution on a motion to dismiss.

ERISA applies to those employee benefit plans maintained by employers who are engaged in commerce, industries, or activities affecting commerce which do not fall into an exception outlined in 29 U.S.C. § 1003(a), (b) or (c). ERISA's coverage extends to two types of...