Mattingly v. R.J. Corman R.R. Grp., LLC

90 F.4th 478

Joseph Brent MATTINGLY, Plaintiff-Appellant, v. R.J. CORMAN RAILROAD GROUP, LLC; R.J. Corman Railroad Services, LLC;R.J. Corman Railroad Company/Memphis Lineaka R.J. Corman Railroad Company/Memphis Line, Inc., Defendants-Appellees.

No. 22-5794

United States Court of Appeals, Sixth Circuit

Argued: July 27, 2023

Decided and Filed: January 3, 2024

Appeal from the United States District Court for the Eastern District of Kentucky at Lexington. No. 5:19-cv-00170—Joseph M. Hood, District Judge.

ARGUED: Joseph H. Mattingly III, JOSEPH H. MATTINGLY III, PLLC, Lebanon, Kentucky, for Appellant. James T. Blaine Lewis, MCBRAYER PLLC, Louisville, Kentucky, for Appellees. ON BRIEF: Joseph H. Mattingly III, JOSEPH H. MATTINGLY III, PLLC, Lebanon, Kentucky, William C. Robinson, Elizabeth Graves Coulter, MATTINGLY, SIMMS, ROBINSON & MCCAIN, PLLC, Springfield, Kentucky, for Appellant. James T. Blaine Lewis, Shane O'Bryan, MCBRAYER PLLC, Louisville, Kentucky, for Appellees.

Before: GIBBONS, READLER, and DAVIS, Circuit Judges.

OPINION

STEPHANIE D. DAVIS, Circuit Judge.

While employed by R.J. Corman Railroad Services, LLC ("Corman Services"), Plaintiff-Appellant Joseph Brent Mattingly sustained injuries during the repair of a bridge owned and operated by a common carrier, Defendant-Appellee Memphis Line Railroad ("Memphis Line"). Mattingly filed suit to recover damages under the Federal Employers' Liability Act ("FELA"), 45 U.S.C. § 51. The district court determined that Mattingly was not employed by a common carrier—a prerequisite to trigger FELA liability—and granted Defendants' Motion for Summary Judgment. Mattingly challenges that ruling as well as the district court's entry of summary judgment before ruling on an important discovery dispute. Specifically, Mattingly faults the district court for not allowing individualized discovery as to Memphis Line after its late addition as a party. Because we conclude that Mattingly was not employed by a common carrier and is thus not entitled to FELA coverage, we AFFIRM.

I.

A.

Defendants in this case are individual members of a corporate family. Defendant R.J. Corman Railroad Group, LLC ("Corman Group") is the holding company for, and sole Member and Manager of, various subsidiary companies including Corman Services—a construction company that performs repair and construction work on railroad tracks and bridges throughout the country—and R.J. Corman Railroad Company, LLC ("Railroad Company"). Railroad Company, although not a party to this case, owns various short-line railroads, including Memphis Line.

In January 2017, Mattingly fell while performing bridge repair work on the Memphis Line and sustained several serious injuries, which ultimately led to the amputation of his left leg. At the time of the accident, Mattingly was nominally employed by Corman Services.

Memphis Line Project. Memphis Line retained Corman Services to repair the Red River Bridge and the Cumberland River Bridge (collectively, the "Memphis Line Project") in Clarksville, Tennessee. Mattingly supervised his own bridge repair crew solely comprised of Corman Services employees on the Memphis Line Project. Mattingly assigned crew members to equipment, assured that they had all necessary tools, and picked the spot they would work on each day. He reported to the superintendent, Paul Childres, another Corman Services employee who also supervised a separate crew of Corman Services bridge workers. Mattingly and Childres both reported to a Corman Services operations manager. Initially, the entire Corman Services team reported to the Cumberland River Bridge, but Memphis Line later determined it would be more efficient to divide the workflow between the two bridges. Mattingly and his crew therefore switched to the Red River Bridge, and Childres and his crew remained at the Cumberland River Bridge approximately two miles away.

In addition to Corman Services employees, Railroad Company employees were involved in the Project. Jason Topolski, a Railroad Company bridge inspector who was on Memphis Line's payroll, was present at the job site. As bridge inspector, Topolski was responsible for ensuring the safety of Railroad Company bridges, which included ensuring the satisfactory maintenance and repair of those bridges. Cain Jones, another Railroad Company worker, was also present on the job site and served as its joint "Employee in Charge" alongside Topolski. Federal regulations mandate the appointment of an Employee in Charge on railway projects. See 49 C.F.R. §§ 214.317; 214.319; 214.353. The role involves ensuring railroad workers' safety on the tracks, including by communicating with dispatch to monitor train traffic passing through the job site and stopping work, if necessary, to allow the trains to pass.

Either Topolski or Jones was physically present onsite throughout the Memphis Line Project. At the outset of the Project, Memphis Line provided Corman Services with a list of bridge posts in need of repair, and Mattingly marked these posts. Mattingly and his crew worked to replace posts, caps, and cross braces on the bridge. At times, Memphis Line would adjust the priority or timing of repairs based on anticipated train traffic. Mattingly testified that Topolski would show employees how to complete discrete tasks, such as how to drill a hole. That said, Topolski mostly instructed the railroad's newer employees and generally stayed out of Mattingly's way since Mattingly was more familiar with bridge work than others.

Though Mattingly placed Topolski at the worksite "the whole time [Mattingly] was there," (R. 62-4, PageID 963), Topolski estimated that he was present at the Memphis Line Project site two to three days a week and not for the entire day. He admitted that he sometimes advised Corman Services' employees on certain matters and communicated with them about what the railroad needed done. Nevertheless, Topolski maintained that he did not supervise the Corman Services workers or otherwise tell the railroad crews what to do each day. He explained that if he did perform work on the Project, it would have been tasks outside of Corman Services' scope of work.

One of Mattingly's crew members, Dillon Neace, testified that Topolski may have been on the Cumberland River Bridge when the Memphis Line Project first started, but otherwise was not present at the job site. Neace apparently did not view Topolski's directions as requirements to follow. Rather, he stated that he would "probably listen" to Topolski if he told him to do something on the project because of Topolski's greater knowledge about bridge work and not due to his status. (R. 62-15, PageID 2048-49). Neace also explained that if Jones asked him to do something pertaining to the Memphis Lines Project, he would first check with Mattingly and Childres. Michael Wilson, another member of Mattingly's crew at Red River, testified that he rarely saw Topolski or Jones.

At the start of every day, two safety meetings would take place on the Memphis Line Project—one typically led by Memphis Line regarding track protection, and one led separately by and for Corman Services employees. As a supervisor, Mattingly was required to provide daily production reports to Memphis Line to apprise them of the project's progress. This practice was common, regardless of whether Corman Services was working for a Corman Railroad Company railroad or for a non-Cormon-owned line. At the time of Mattingly's accident, only Corman Services employees were present at the Red River Bridge; Jones was on the Cumberland River Bridge and Topolski was on a separate project out-of-state. Mattingly testified that he was his own supervisor at that point in time.

Corporate Organization. Corman Group provides administrative services to its subsidiary companies, including payroll, accounting, legal, human resources, information technology, public affairs, private aircraft services, risk management, purchasing, and commercial development. It maintains several joint policies that apply to all its subsidiaries, including single workers' compensation; general liability insurance; automobile liability and life insurance policies; along with joint health insurance benefits and a single retirement plan. It charges each individual company a monthly fee for its services. Leaders of Corman Group's subsidiaries are considered senior staff and report directly to Corman Group's President, Ed Quinn. Corman Group also created and memorialized Senior Staff Policies. However, Corman Group maintains that they were "legacy documents," and that Quinn was unaware of their existence and did not adhere to the policies. (R. 79-2, PageID 3414, ¶¶ 15-16). Corman Group also has developed safety protocols applicable to all its subsidiaries and conducts annual mandatory safety trainings for all subsidiary employees. Further, Quinn approves the annual budget of each subsidiary as well as purchases over a certain amount.

Each of Corman Group's subsidiaries, including Corman Services, employs a president, a vice president, managers, and supervisors separate from Corman Group. Corman Services makes its own hiring, firing, promotion, and disciplinary decisions. It also independently manages its employees' schedules. Corman Services' largest customers include Class I railroads, as well as short line and regional railroads unaffiliated with the Railroad Company railroads. Railroad Company routinely solicits bids from other repair and construction companies, but frequently chooses Corman Services for work when availability permits. When Corman Services works on one of Railroad Company's railroads, including Memphis Line, it charges only the actual cost for labor and equipment, not the market rate. Undisputed testimony indicates that whether and for how long Corman Services remains on a Railroad Company job is directly related to whether Corman Services has any non-Corman work. The record also shows that Corman Services often left Railroad Company...