United States District Court, M.D. Alabama, Southern Division
MEMORANDUM OPINION AND ORDER
M. BORDEN UNITED STATES MAGISTRATE JUDGE
the court is the Motion to Dismiss for Plaintiff's
Failure to State a Claim (Doc. 34) jointly filed by
Defendants AECOM Global II, LLC (“AECOM”) and
Keith Sasser (“Sasser”), and the Motion for
Judgment on the Pleadings filed by Defendant Aetna Life
Insurance Company (“Aetna”) (Doc. 47). With the
parties' briefing complete, the motions are now ripe for
the court's review. After careful consideration of the
parties' filings and the relevant law, the court
concludes that the motion to dismiss (Doc. 34) and motion for
judgment on the pleadings (Doc. 47) are due to be GRANTED in
part and DENIED in part, as set forth below.
JURISDICTION AND VENUE
court has subject-matter jurisdiction over the claims in this
lawsuit pursuant to 28 U.S.C. § 1331 and 29 U.S.C.
§ 1132(e). The defendants do not contest personal
jurisdiction or venue, and the court finds allegations
adequate to support both.
FACTUAL AND PROCEDURAL BACKGROUND
Ramona Laird (“Ms. Laird” or “Laird”)
brought this action on July 5, 2016. Doc. 1. For the purposes
of both a motion to dismiss and motion for judgment on the
pleadings, the court must accept Laird's factual
allegations as true and will recite the facts as alleged in
her amended complaint (Doc. 32). AECOM employed Laird's
husband, Robert Laird (“Mr. Laird”), as an
Assistant Flight Commander stationed at the United States
Army post at Fort Rucker, Alabama. Doc. 32 at 2. As of April
3, 2003, Mr. Laird was enrolled in the AECOM Global II
Welfare Benefits Plan (the “plan”), which
provided life insurance coverage. Doc. 32 at 2-3. On October
6, 2011, at the age of 69, Mr. Laird chose the
“basic” coverage option under the plan, which
provided a payout equivalent to his annual base salary, and
elected to purchase additional coverage offering a payout
equivalent to three times his base salary. Doc. 32 at 4. Mr.
Laird designated Ms. Laird as the sole beneficiary. Doc. 32
to the Lairds, any payout under the plan was set to reduce to
65% once Mr. Laird turned 70 years old. Doc. 32 at 4. In
2014, at the age of 72, Mr. Laird “confirmed that his
benefit elections were still set at 1 x base salary and 3 x
optional to be paid to Ms. Laird at 100%.” Doc. 32 at
5. The Lairds had determined that this amount of coverage
would adequately provide for Ms. Laird's financial needs
after her husband's death. Doc. 32 at 5. Ms. Laird
alleges that a document mailed to the Lairds by AECOM in
2014, entitled “Current Benefits Summary for Robert
Laird as of 01/01/2014, ” confirmed his coverage as
well as the 100% payout, and did not indicate any reduction.
Doc. 32 at 5. Though Mr. Laird had turned 70 in 2012,
“the statement did not indicate that Mr. Laird's
benefits had reduced to 65%, nor did it refer Mr. Laird to
any Plan document that would inform him of the
reduction.” Doc. 32 at 6.
Keith Sasser was AECOM's human resources manager at Fort
Rucker during the time period at issue. Doc. 32 at 4. Sasser
conducted an Open Enrollment session each fall, during which
AECOM employees would meet with him to make benefit
selections for the upcoming year. Doc. 32 at 4. Sasser served
in an advisory capacity, providing the employees with
information regarding the plans and operating as the
“primary point of contact” for AECOM employees at
Fort Rucker between 2005 and 2014. Doc. 32 at 4. During Open
Enrollment in October of 2011, Sasser allegedly failed to
inform Mr. Laird that his benefits would reduce to 65% once
he turned 70 despite the fact that Mr. Laird was 69 at the
time. Doc. 32 at 4-5. Sasser also affirmatively represented
that benefits would be paid at 100% even after Mr. Laird had
turned 70. Doc. 32 at 14-15.
November 11, 2014, Mr. Laird passed away at the age of 72.
Doc. 32 at 13. Two days later, Sasser and Bob Price,
AECOM's director at Fort Rucker, traveled to Mr.
Laird's funeral and informed Ms. Laird that “they
had just realized that Mr. Laird's life insurance reduced
at the age of 70.” Doc. 32 at 6. Sasser stated that he
sent a memorandum that day informing the other employees of
the reduction. Doc. 32 at 6. Sasser then submitted the claim
to Aetna, which administered claims submitted under the
plan. Doc. 32 at 6. Aetna paid out 65% of the
policy, or $266, 047.35, which was $141, 466.25 less than
what Ms. Laird expected to receive. Doc. 32 at 6. Aetna
processed the claim based on the terms of the plan and
informed Ms. Laird that its decision was final. Doc. 32 at 7.
Lairds never received the alleged Summary Plan Description
(“SPD”) that Aetna produced for AECOM employees.
Doc. 32 at 7-8. Ms. Laird maintains that had the Lairds
received the SPD indicating the reduction in benefits at age
70, they would have chosen additional coverage. Doc. 32 at 8.
However, “Defendants failed to furnish Mr. Laird with a
copy of the Summary Plan Description or any other Plan
document that would have informed him of the benefit
reduction.” Doc. 32 at 8.
asserts that all of the defendants--Aetna, AECOM, and
Sasser--breached their fiduciary duties by “failing to
furnish current, accurate, and complete Plan information that
would have guided the Lairds' benefit elections.”
Doc. 32 at 9. Sasser, who “assumed a plan administrator
role, ” admitted to knowledge of the defendants'
failure to furnish plan information that would have informed
the Lairds of the reduction, but he submitted the claim to
Aetna anyway. Doc. 32 at 9-10. Additionally, Laird contends
that the defendants “unlawfully failed to correct each
others' [sic] breaches of fiduciary duty with regard to
Mr. Laird.” Doc. 32 at 10. As a result of the
defendants' “misrepresentations, omissions, and
breaches of fiduciary and co-fiduciary duties, ” Laird
claims that she suffered damages in the amount of $141,
466.25. Doc. 32 at 18. Moreover, Laird requests equitable
relief, “including, but not limited to, surcharge,
restitution, constructive trust, reformation, disgorgement,
estoppel, injunctive relief, costs, interest, and
attorneys' fees pursuant to 29 U.S.C. §
1132(g)(2).” Doc. 32 at 18.
November 17, 2016, Laird filed an amended complaint (Doc. 32)
naming Aetna, AECOM and Sasser as defendants. Following the
filing of the amended complaint, AECOM and Sasser filed the
instant motion to dismiss, while Aetna filed an answer. Docs.
34 & 40. Aetna later filed the pending motion for
judgment on the pleadings. Doc. 47.
STANDARDS OF REVIEW
Motion to Dismiss
considering a motion to dismiss pursuant to Rule 12(b)(6) of
the Federal Rules of Civil Procedure, the court must
“take the factual allegations in the complaint as true
and construe them in the light most favorable to the
plaintiff.” Pielage v. McConnell, 516 F.3d
1282, 1284 (11th Cir. 2008). To survive a motion to dismiss,
a complaint must include “enough facts to state a claim
to relief that is plausible on its face.” Bell Atl.
Corp. v. Twombly, 550 U.S. 544, 570 (2007). A claim is
“plausible on its face” if “the plaintiff
pleads factual content that allows the court to draw the
reasonable inference that the defendant is liable for the
misconduct alleged.” Ashcroft v. Iqbal, 556
U.S. 662, 678 (2009). The complaint “requires more than
labels and conclusions, and a formulaic recitation of the
elements of a cause of action will not do.”
Twombly, 550 U.S. at 555. Factual allegations need
not be detailed, but “must be enough to raise a right
to relief above the speculative level, ” id.,
and “unadorned, the-defendant-unlawfully-harmed-me
accusation[s]” will not suffice. Iqbal, 556
U.S. at 678.
Judgment on the Pleadings
“Judgment on the pleadings is appropriate where there
are no material facts in dispute and the moving party is
entitled to judgment as a matter of law.” Palmer
& Cay, Inc. v. Marsh & McLennan Cos.,
Inc., 404 F.3d 1297, 1303 (11th Cir. 2005) (citation and
internal quotation marks omitted). The standard is
functionally the same as that for a Rule 12(b)(6) motion to
dismiss. See United States v. Bahr, 275 F.R.D. 339,
340 (M.D. Ala. 2011). Thus, the court must accept the facts
alleged in the complaint as true and view them in the light
most favorable to the plaintiff. Mergens v.
Dreyfoos, 166 F.3d 1114, 1117 (11th Cir. 1999).
asserts two claims under the Employee Retirement Income
Security Act of 1974 (“ERISA”), 29 U.S.C. §
1101, et seq. Count I is for breach of fiduciary
duty pursuant to §§ 1132(a)(3) and 1135(a), while
Count II is a claim for statutory penalties pursuant to
§ 1132(c)(1)(B) for an alleged breach of the disclosure
obligations as set out in § 1024(b). See
generally Doc. 32. The defendants have moved for
dismissal or judgment on the pleadings as to both claims.
See Docs. 34 & 47.
Timeliness of the Motion to Dismiss
threshold matter, Laird argues that AECOM's filing of an
answer to her original complaint estops it from filing a Rule
12(b)(6) motion to dismiss her amended complaint. Doc. 45 at
3-4. Indeed, under Rule 12, any motion to dismiss “must
be made before pleading if a responsive pleading is
allowed.” Fed.R.Civ.P. 12(b). And “the filing of
an amended complaint does not automatically revive all
defenses or objections that the defendant may have waived in
response to the initial complaint.” Krinsk v.
SunTrust Banks, Inc., 654 F.3d 1194, 1202 (11th Cir.
2011). However, the defendant may “plead anew in
response to an amended complaint, as if it were the initial
complaint, when the amended complaint changes the theory or
scope of the case.” Id. (citation and internal
quotation marks omitted).
the amended complaint has materially changed both the theory
and scope of the case. Laird's original complaint
asserted just one count, styled as a claim for “ERISA
-Recovery of Benefits Due and Breach of Fiduciary
Duty.” Doc. 1 at 6. It did so with citation to 29
U.S.C. § 1132(a), but no other ERISA statutory
provisions. Doc. 1 at 8. As the title of the claim suggests,
Laird's initial complaint expressly asserted a theory of
lost benefits. Doc. 1 at 6 (“ERISA allows plan
participants to bring civil actions to recover benefits due
under the terms of the plan and benefits promised by the plan
administrators.”). She requested monetary damages in
the amount of $141, 466.25 in addition to “all other
damages available at law, including, but not limited to,
compensatory damages, punitive damages, equitable relief,
costs, interest, and attorney fees.” Doc. 1 at 8. The
amended complaint, on the other hand, asserts two causes of
action and cites to a number of ERISA's statutory
provisions. Count I is a claim for breach of fiduciary duty
pursuant to 29 U.S.C. § 1132(a)(3), while Count II
alleges a failure to disclose plan information in violation
of 29 U.S.C. § 1024(b) brought pursuant to §
1132(c)(1)(B). See generally Doc. 32. Notably, the
amended complaint is premised on a theory that the defendants
failed to disclose crucial information, preventing the Lairds
from making an informed decision regarding Mr. Laird's
benefits, and does not allege that benefits were withheld
according to the terms of the ...