Gilbert v. Freshbikes, LLC

32 F.Supp.3d 594

Amanda GILBERT

v.FRESHBIKES, LLC, et al.

Civil Action No. DKC 14–0609.

United States District Court, D. Maryland.

Filed July 9, 2014.

Jeremy M. White, Kristin Millay, Melissa Raggi, Kaye Scholer LLP, Washington, DC, for Amanda Gilbert.

Craig James Franco, Odin Feldman and Pittleman PC, Reston, VA, for Freshbikes, LLC.

MEMORANDUM OPINION

DEBORAH K. CHASANOW, District Judge.

Presently pending and ready for resolution in this Title VII and Fair Labor Standards Act (“FLSA”) case are two motions filed by Defendants: (1) a motion to dismiss pursuant to Fed.R.Civ.P. 12(b)(1), (2), and (6) filed by Defendants Freshbikes Franchising, LLC, Freshbikes Mosaic, LLC, and Freshbikes2, LLC, (ECF Nos. 11 and 13); and (2) a motion to transfer venue to the United States District for the Eastern District of Virginia pursuant to 28 U.S.C. § 1404(a) filed by Defendants Freshbikes Franchising, LLC, Freshbikes Mosaic, LLC, Freshbikes2, LLC, and Freshbikes, LLC (ECF Nos. 12 and 13). The issues have been fully briefed, and the court now rules, no hearing being deemed necessary. Local Rule 105.6. For the following reasons, both motions will be denied.

I. Background

A. Factual Background

The following facts are set forth in the complaint. (ECF No. 1). There are four Freshbikes entities, each named as a defendant: (1) Freshbikes Franchising, LLC, (2) Freshbikes Mosaic, LLC, (3) Freshbikes2, LLC, and (4) Freshbikes, LLC. Each Freshbikes entity, except for Freshbikes Franchising, owns and operates a bicycle retailer—in Bethesda, Maryland (Freshbikes2), Fairfax, Virginia (Freshbikes Mosaic), and Arlington, Virginia (Freshbikes). (ECF No. 1 ¶¶ 4–8). Each Freshbikes retailer is owned by Mr. Scott McAhren and is separately incorporated. Id.

Plaintiff Amanda Gilbert worked as a part-time sales associate at the Bethesda store operated by Freshbikes2 from May 2010 until February 2012. (Id. at ¶ 21). Between fall 2011 and February 2012, Plaintiff split her time working between the Freshbikes2 Bethesda store and the Freshbikes Arlington store after Mr. McAhren asked her if she preferred to work more hours. Id. In February 2012, Plaintiff accepted a full time sales associate position at the Arlington store and left the Bethesda store. (Id. at ¶ 25). She worked solely in Arlington until she was terminated in November 2012. (Id. at ¶¶ 25, 67).

Plaintiff alleges that when she worked at the Bethesda store, the store's assistant manager told her that “this company is not very good for women.” (Id. at ¶ 22). She claims that the store manager and other male co-workers at the Bethesda store regularly made “sexually derogatory and offensive comments” in her presence to refer to women. (Id. at ¶ 23, 24). Plaintiff alleges that her male co-workers and supervisors at the Arlington store also frequently made sexually derogatory and offensive comments in her presence either directed at her or regarding other women. (Id. at ¶ 30). Furthermore, they allegedly made repeated comments regarding Plaintiff's sex life and directed sexual innuendos at her. (Id. at ¶ 31–33). Plaintiff asserts that one co-worker twice “used a pole to lift up [her] skirt in front of other male employees,” (Id. at ¶ 35), and another co-worker sent her a threatening text message after she complained to her supervisors about the harassment (Id. at ¶ 38). Plaintiff states that while she complained repeatedly to the Arlington store manager Jason Walder and to Mr. McAhren, who was frequently at the store, (Id. at ¶ 29), the offensive comments did not stop and no employee was ever reprimanded for the comments or conduct. (Id. at ¶ 64).

Plaintiff further contends that she was repeatedly passed over for promotions that were instead given to less qualified male employees, (Id. at ¶¶ 52–54), and was continually denied the opportunity to build bikes, an important skill in the store, “even though similarly situated male employees were given the same opportunity.” (Id. at ¶ 48). Plaintiff also asserts that although she regularly worked 50 hours a week at the Arlington store, she was not paid overtime for any time spent working more than 40 hours a week. (Id. at ¶¶ 26, 97).

On November 19, 2012, Plaintiff spoke with Mr. McAhren who told Plaintiff that “she could either resign or he [McAhren] would have to terminate [ her].” (Id. at ¶ 65). When Plaintiff stated that she would not resign, Mr. McAhren terminated her employment on November 23, 2012. (Id. at ¶ 67).

B. Procedural Background

Plaintiff filed a charge with the United States Equal Employment Opportunity Commission (“EEOC”) on May 20, 2013. On December 6, 2013, Plaintiff was issued a right to sue letter by the EEOC. (ECF No. 1–1).

Plaintiff commenced this action on March 4, 2014 against Defendants, asserting jurisdiction under Title VII of the Civil Rights Act of 1964, 42 U.S.C. § 2000e et seq., and the Fair Labor Standards Act, 29 U.S.C. § 201 et seq. (ECF No. 1 ¶¶ 1, 14). On March 26, 2014, three of the Defendants filed a motion to dismiss for lack of subject matter jurisdiction, lack of personal jurisdiction, and for failure to state a claim. (ECF Nos. 11 and 13). Freshbikes Franchising and Freshbikes Mosaic argue that they were never Plaintiff's employer and that they are Virginia LLCs with no contacts to Maryland. Id. Freshbikes2 argues that Plaintiff's Title VII claims against it are time barred and that the events giving rise to the retaliation claim and the FLSA claim occurred when Freshbikes2 was no longer Plaintiff's employer. Id. All four Defendants also filed a motion to transfer venue to the Eastern District of Virginia on March 26. (ECF Nos. 12 and 13). Plaintiff opposed both motions on April 21 (ECF No. 18, 19). On May 15, Defendants Freshbikes Franchising, Franchising Mosaic, and Freshbikes2 replied in support of the motion to dismiss. (ECF No. 22). Defendant Freshbikes also filed a reply in support of the motion to transfer venue on May 15. (ECF No. 23).

II. Analysis

A. Subject Matter Jurisdiction

1. Standard of Review

Motions to dismiss for lack of subject matter jurisdiction are governed by Federal Rule of Civil Procedure 12(b)(1). Generally, “questions of subject matter jurisdiction must be decided ‘first, because they concern the court's very power to hear the case.’ ” Owens–Illinois, Inc. v. Meade, 186 F.3d 435, 442 n. 4 (4th Cir.1999) (quoting 2 James Wm. Moore, et al., Moore's Federal Practice § 12.30[1] (3d ed.1998)). The plaintiff bears the burden of proving that subject matter jurisdiction properly exists in federal court. See Evans v. B.F. Perkins Co., 166 F.3d 642, 647 (4th Cir.1999). In deciding a Rule 12(b)(1) motion, the court “may consider evidence outside the pleadings” to help determine whether it has jurisdiction over the case before it. Richmond, Fredericksburg & Potomac R.R. Co. v. U.S., 945 F.2d 765, 768 (4th Cir.1991) ; see also Evans, 166 F.3d at 647. Such a motion should only be granted “if the material jurisdictional facts are not in dispute and the moving party is entitled to prevail as a matter of law.” Richmond, 945 F.2d at 768.

Plaintiff has invoked federal question jurisdiction as the jurisdictional basis of this action. Pursuant to 28 U.S.C. § 1331, “district courts shall have original jurisdiction of all civil actions arising under the Constitution, laws, or treaties of the United States.” Generally, whether any of a plaintiff's claims “arise under” federal law is determined by application of the well-pleaded complaint rule. Ali v. Giant Food LLC/Stop & Shop Supermarket Co., 595 F.Supp.2d 618, 621 (D.Md.2009) (citing Franchise Tax Bd. v. Constr. Laborers Vacation Trust,

463 U.S. 1, 103 S.Ct. 2841, 77 L.Ed.2d 420 (1983) ). According to the well-pleaded complaint rule, “federal jurisdiction exists only when a federal question is presented on the face of the plaintiff's properly pleaded complaint.” Caterpillar Inc. v. Williams, 482 U.S. 386, 107 S.Ct. 2425, 96 L.Ed.2d 318 (1987).

2. Analysis

While Defendants state that they bring the motion to dismiss under Federal Rule of Civil Procedure 12(b)(1), they do not specify in the motion why subject matter jurisdiction is lacking. Defendants assert that they were not Plaintiff's employer under either Title VII or the FLSA, and the court assumes that this is the basis for their subject matter challenge.

Subject matter jurisdiction in this case is based on federal question, as the claims are brought under two federal statutes: Title VII and the FLSA. Courts were previously divided on whether the defendant's status as “employer” as defined by Title VII was an issue implicating subject matter jurisdiction or an issue implicating the merits of the plaintiff's claim. Compare Scarfo v. Ginsberg, 175 F.3d 957, 961 (11th Cir.1999) (“Whether the appellees constitute an “employer” within the definition of Title VII is a threshold jurisdictional issue.”), with Sharpe v. Jefferson Distrib. Co., 148 F.3d 676, 677 (7th Cir.1998) (holding that a defendant without the fifteen employee minimum under Title VII was a “failure to meet a statutory requirement” rather than an issue with jurisdiction). The Supreme Court of the United States created a bright line rule in Arbaugh v. Y & H Corp., 546 U.S. 500, 515, 126 S.Ct. 1235, 163 L.Ed.2d 1097 (2006), however, when it held that employer status for purposes of Title VII liability related to the substantive adequacy of the claim and not jurisdiction. The Court explained that “when Congress does not rank a statutory limitation on coverage as jurisdictional, courts should treat the restriction as nonjurisdictional in character.” Id. at 516, 126 S.Ct. 1235.

Although Arbaugh involved Title VII's statutory fifteen employee requirement for employers, its holding can be generalized to other elements of Title VII's definition of “employer.” See Price v. Waste Management, Inc., No. ELH–13–02535, 2014 WL 1764722, at *5 (D.Md. Apr. 30, 2014) (stating that a Rule 12(b)(1) motion is not the proper mechanism to bring a defense regarding one's status as...