Plumbers and Steamfitters Local No. 150 Pension Fund et al v. Muns Group, Inc. et al, No. 1:2015cv00200 - Document 33 (S.D. Ga. 2016)
Court Description: ORDER granting 16 Motion to Strike; granting 17 Motion for Judgment on the Pleadings. The Court directs the Pension Fund to file their computation of damages within twenty-one days. Defendants will have fourteen days to respond to the Fund's filing. Signed by Judge J. Randal Hall on 08/26/2016. (thb)
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Plumbers and Steamfitters Local No. 150 Pension Fund et al v. Muns Group, Inc. et al IN THE UNITED STATES SOUTHERN DISTRICT COURT DISTRICT AUGUSTA Doc. 33 FOR THE OF GEORGIA DIVISION PLUMBERS AND STEAMFITTERS * LOCAL NO. PENSION FUND and * RORY LAFONTAINE, • 150 JEFFREY RICE, JOHN LEWIS ROBERTSON, LARRY L. HALL, JR., and CLAY HARLEY, as Trustees of the Pension Fund, * * • * l:15-cv-200 * Plaintiffs, v. * MUNS GROUP, INC., MUNS MECHANICAL, INC., and C&M EQUIPMENT LEASING, INC., Defendants. * ORDER This case concerns a dispute between Plaintiffs Plumbers and Steamfitters Local 150 Pension Fund and its trustees Jeffrey Rice, Rory Lafontaine, and Clay Harley and John Lewis Robertson, Larry L. Hall, Jr., (collectively "the Pension Fund" or "the Fund") Defendants Muns Equipment Leasing, Mechanical Inc. As Group, Inc., will Inc., and Muns Mechanical, non-party Muns be discussed in detail Inc., C&M Welding and below, this is the third case concerning this dispute between the Pension Fund and Muns Welding Mechanical, The and to Pension strike Fund's Inc. motions Defendants' for judgment affirmative on the pleadings defenses are presently Dockets.Justia.com before the Court. (Docs. 16, 17.) For the reasons below, the Court GRANTS both motions. I. BACKGROUND This case arose from a dispute between the Pension Fund, multiemployer employee pension benefit plan, Welding and employers. the Fund Mechanical According until Inc. to (Compl. accelerated withdrawal 18; 1 Answer brings this I 18.) one Pension the September completely. ("MWM"), Fund, 30, 17.) 2014 The liability As action be of its the participating MWM participated in time it withdrew Fund calculated MWM's $2,416,913. below, recover and non-party Muns which Pension to explained to at a the (Compl. Pension accelerated Fund 1 now withdrawal liability of $2,416,913 from entities related to MWM. Before Court discussing addresses involving these complaint relevant against Charles I. Steamfitters the parties. the Hardigee, Local present background In Pension the 150, case business seeking more from February Fund's in detail, previous 2015, MWM the cases filed a Board of Trustees and manager of Plumbers and declaratory and injunctive relief in an attempt to establish that it was not liable to the Pension Fund for failing to make contributions. Mech., Inc. v. Bd. of Trs. 50 Pension Fund, Ga. Feb. 2, 2015) No. Muns Welding & Of Plumbers & Steamfitters Local No. l:15-cv-17, Compl., ("Muns Welding I") . Doc. 1 If 31-49 (S.D. Soon after, the Pension Fund filed its own installment payment Steamfitters Local Mech., 6, suit in on withdrawal No. 50 ("Muns Welding Fund Compl., II") . Court seeking liability. Pension Inc., No. l:15-cv-38, 2015) this See v. April 2, single Plumbers Muns Doc. 1 SI 47 On a Welding & and (S.D. Ga. Mar. 2015, the Court granted the Pensions Fund's motion to dismiss in Muns Welding I on the grounds that ERISA mandates that disputes be addressed in arbitration. Doc. withdrawal-liability Muns Welding letters dated February 9, 2015 and the Pension Fund mailed June 4, 2015 installment payments on the withdrawal liability. 4-6; Pension Answer (Compl. Under time 1 29 the Additionally, it § Pension to 1401(a)(1)(A), Fund notified initiate Fund's 2015, determination demanded that (Compl. SI 25, 20, 2015, 29 U.S.C. MWM MWM had of arbitration from the the sixty its Fund. § 1399(b)(2)(B). days from the complete-withdrawal proceedings challenging withdrawal-liability determination. Answer SI 26.) 28, March demanding had reviewed and confirmed its See (Compl. Defendant never filed arbitration and never made any installment payments. July on MWM had completely withdrawn Answer 1 26); U.S.C. Pension 26; 25.) that 26; determination 1 SI Fund notified MWM that determination the Order, 46. While these cases were proceeding, Ex. I, the a accelerated Pension default (Compl. Fund occurred withdrawal SI 27; Answer SI 27.) notified and that liability in MWM the of Pension the amount On its Fund of $2,416,913. admit (Compl. that they SI On October 30, found for MWM 6; made Answer SI payment 28.) Defendants the accelerated on (Compl. SI 25; Answer SI 25.) 2015, judgment liable Ex. not have withdrawal liability. motion 28, on to the Court granted the Pensions Fund's the the pleadings Pension Fund in Muns for the Welding first II and installment payment of $59,491.40. (Compl. SI 21, Ex. 1; Answer SI 21); Muns Welding II, Order, 44 at 8. Doc. At the Court's direction, Clerk entered judgment in the Pension Fund's MWM SI for $59,491.40. Judgment, Doc. (Compl. 45. MWM 21, failed to entered bankruptcy on November 20, Answer SISI 19, now 2); satisfy 2015. favor and against Muns (Compl. II, judgment the Welding and SIS! 21, 23, 24; 23-24. ) The Ex. the Fund Court filed Defendants a returns Complaint Muns Group, Equipment Leasing, 31.) on instant Muns liability of Mechanical $2,416,913. MWM that they are under § 1.414 (c)-2 (b) , members of MWM's the Pension alleging Inc., and that C&M SI SISI 29- (Answer SI 36.) Defendants in a parent-subsidiary relationship applicable (Compl. (Compl. Jr. owns a 100% interest in all Defendants and in non-party MWM. with 2015 The MWM is not a party to this case. non-party Richard Lee Muns, further admit 16, case. are jointly and severally liable for the As mentioned previously, However, the December Inc., Inc. accelerated withdrawal to 34; controlled treasury Answer group and SI regulation, 34), that 26 and that Defendants C.F.R. they are and MWM constitute (Compl. a "single payment for Defendants' parties deny and assert 38-40.) motion under 29 U.S.C. § 1301(b)(1). SI 38; Answer SI 38.) Defendants SISI employer" On liability five on affirmative acknowledge the affirmative February judgment for 11, the the defenses. 2016, the pleadings defenses. accelerated (Docs. (Answer Pension and a motion of at Fund 16-17.) overlapping nature withdrawal 1-4, filed to a strike Because both the motions, the Court addresses the motions together. II. LEGAL STANDARD Pursuant to Federal Rule of Civil Procedure 12(c), "[a]fter the pleadings are closed—but early enough not to delay trial—a party may move 12(c). "where for judgment on the pleadings." However, there are R. Civ. P. a judgment on the pleadings is only appropriate no material party is entitled to City of W. Fed. Palm Beach, facts in dispute judgment as a matter 250 F.3d 1299, 1300 and the of'law." moving Cannon v. (11th Cir. 2001). A fact is "material" if "it might affect the outcome of the suit under Lobby, the governing Inc., 477 [substantive] U.S. 242, 247 law." (1986). Anderson "In v. other Liberty words, a judgment on the pleadings alone, if sustained, must be based on the undisputed facts appearing in all the pleadings." Stanton v. Larsh, 239 F.2d 104, 106 (5th Cir. 1957). The same legal as those standards governing Outdoor Creations, 1283, Rule Rule 12(b)(6) 12(c) motions motions to are dismiss. the Roma Inc. v. City of Cumming, Ga., 558 F. Supp. 2d (N.D. 1284 governing Ga. 2008) ("A motion for judgment on the pleadings is subject to the same standard as is a Rule 12(b)(6) motion to dismiss."). Therefore, contain sufficient that is ^plausible on its Sampson, No. Mar. 2012) 1187, 20, 1196 factual Pension Fund's complaint "must matter to state a claim face.'" JP Morgan Chase Bank, 1:10-cv-1666, 2012 WL 949698, at *2-3 (quoting Wooten v. Quicken Loans, (11th Cir. for 2010)). To be on N.A. v. (N.D. Ga. 626 F.3d Inc., "plausible relief its face," the complaint must have enough "factual content that allows the Court to draw the reasonable inference liable for the misconduct alleged." 662, 678 (2009). that the Ashcroft v. In applying this standard, Iqbal, Below, Fund can the Court pleadings regarding discusses whether a Id. prima by addressing whether the facie Defendants' the 556 U.S. DISCUSSION begins demonstrate is factual allegations are accepted as true, but legal conclusions are not. III. defendant for liability. affirmative preclude judgment on the pleadings. case defenses judgment The Pension on Court Defendants the then assert A. The Pension Liability In Muns Fund Fund's II, the Court for MWM to to Welding prevail payment, and Claim for Accelerated stated that be liable Withdrawal for the for the Pension installment seven requirements must be met: (1) Plaintiff Pension Fund is a multiemployer plan; (2) [MWM] is an employer within Pension Fund's multiemployer plan; (3) Plaintiffs Rice and Lafontaine are "plan sponsor[s]"; (4) Plaintiffs contend that [MWM] withdrew from the plan; (5) Plaintiffs notified of withdrawal [MWM] of the amount liability and the schedule for its payment; (6) Plaintiffs demanded payment from [MWM]; and, (7) [MWM] has failed to make one or more withdrawal liability payments. Muns Welding admissions II, Doc. contained requirements and 44 in payments from requirements Defendants (Compl. 1 2; (Compl. 1 17; John Lewis Pension different Fund that Answer the 1 Answer 1 Robertson, plan sponsors; Fund determined seeks that each Fund] of to accelerated in Just same. this as the these interim withdrawal action, the legal in Muns Welding II, seven requirements mentioned above. Pension 2); MWM 17); (3) Larry L. Fund is an is a multiemployer employer Jeffrey Rice, Hall, Jr., (Compl. 11 4-8; Answer M that found established Pension defendants establish the admit [the Court at 8. are nearly the the pleadings The Answer "entitled the 6. MWM's payments from [MWM]." Id. Although at MWM withdrew and 4-8); from the with plan the plan Rory LaFontaine, Clay (4) plan Harley the (Compl. are Pension 1 18; Answer 1 18.J1; the Pension Fund notified MWM and the Defendants of the amount payment, in 1 28, (Compl. demanded Ex. payment 6; Answer, 1 Ex. and for that the Pension Fund liability the accelerated withdrawal liability. only additional Defendants the 28); withdrawal (Compl. 1 (7) Defendants have failed to make can be issue raised (Compl. 1 25; accelerated in this case is whether treated as a controlled group and single employer with MWM and therefore be for accelerated 1 6; Answer, Defendants 28); the schedule for its 25.) The the liability and the particular, from payment on Answer 1 withdrawal including, liability 28, of withdrawal employees of trades or jointly and severally liable liability. businesses ERISA (whether or not states, "all incorporated) which are under common control shall be treated as employed by a single employer and all such trades and businesses employer." 29 1301(b)(1). constitute a U.S.C. controlled under § 1301(b)(1). 1 § Defendants group and Defendants a single as admit employer a single that with they MWM (Compl. 1 38; Answer 1 38.) dispute the Pension Fund's conclusion that Defendants defaulted on their payment obligations. However, they do not dispute that the Pension Fund determined they were in default and notified them of that default. (Compl. 1 28, Ex. 6; Answer, 1 28.) For purposes admissions are of Plaintiff's sufficient. As withdrawal this liability Court has claim, those previously explained, and discusses again below, Defendants must dispute Plaintiff's determination in an arbitration proceeding before disputing liability in this Court. See Muns Welding I, Doc. 46 at 19. The Court is therefore satisfied that Defendants, along with MWM, constitute a single employer under § 1301(b)(1), and, together with accelerated Defendants MWM, have withdrawal are failed to liability. liable, the make Before Court turns payments on determining to their the whether affirmative defenses. B. Defendants' In their Defenses Answer, Defendants raised the affirmative defenses which the Court addresses following five below. 1. Judgment-Enforcement Theory Defendants' first defense is that the Pension state a claim upon which relief can be granted. brief in appear opposition to contend interpreted Welding II to to that seek judgment the on Pension enforcement the the fails to Based on their pleadings, Fund's of Fund Defendants Complaint should be judgment from Muns and therefore fails to state a claim for accelerated withdrawal liability. Defendants' with a simple judgment-enforcement defense can be hypothetical. Plaintiff A sues illustrated Defendant seeking a single withdrawal-liability installment payment. court enters judgment in favor of Plaintiff A. brings suit against controlled group payment. In as these Defendant Y, who Defendant X, for circumstances, is X The Plaintiff A then part of the same the same installment courts have found that Plaintiff A's second enforcement because, and thus jointly the a single action in the nature of judgment as a member of the same controlled group, employer under § 1301(b)(1), Defendant Y is and severally liable on the first judgment concerning same installment Trucking Emps. payment. of N. than brought six the controlled years instant group See generally Bd. Jersey Welfare Able Truck Rental Corp., ("More is 822 F. later, with Supp. on action, Fund, Trucking, Trs. Inc.-Pension 1091, 1093 September alleging of 30, that defendants as are Fund v. (D.N.J. 1991, of 1993) the members Fund of responsible a for the judgment previously entered against Trucking.")/ Bd. of Trs. of Trucking Emps. v. Gotham Fuel of N. Corp., Defendants argue enforcement of Jersey Welfare 860 that the F. Supp. the 1044, Pension judgement in Fund, Inc.-Pension 1050 Fund's Muns (D.N.J. 1993). Complaint Welding II and Fund seeks that the Fund's recovery is therefore limited to $59,491.49 plus interest equal to $4,726.71 and attorneys' Defendants' detail for in Part relief in argument II.B.2 Muns brings in this case. seeks $2,416,913.00 interest and costs, fees. fails of this Welding because, Order, II is in Muns with Muns Welding II, Compl., 10 Pension from withdrawal Welding sought a single installment payment. 1A1 explained in Fund's the more claim claim it the Pension Fund's Complaint accelerated while the different Specifically, for as II liability, the Pension (Compare Compl., Doc. 1, SI 47.) plus Fund Doc. It 1, goes without saying that a plaintiff who sues on a different claim than one litigated in a prior case cannot be seeking to enforce the prior judgment. The Court, therefore, declines to interpret the Pension Fund's claim as seeking the enforcement of the Muns Welding II judgment. 2. Res Judicata The bulk judicata of Defendants' defense. Because response the brief pleadings its res that the addresses establish Pension Fund's present claim is different from the claim in Muns Welding II and it arose after that case was filed, Defendants' res judicata defense fails as a matter of law. As discussed Welding concerns II above, concerned (1997), withdrawal the "calculate the payment"; installment Supreme (2) due Court set the under also Bay Court the a Laundry not exist a & (1) trustees' explained to 11 schedule. that, acceleration, collect employer payments Cleaning 522 U.S. of action the Id. 192, for trustees and demand defaults "[l]ike no right, case Dry schedule of installments, withdrawing Muns in accelerated cause until: in this while of California, held that the plan has sue Complaint payment Area installment creditor, to Fund's interest and costs, Ferbar Corp. does debt, and In Supreme liability Pension installment plus liability. Pension Trust Fund v. 202 an $2,416,913.00, withdrawal the at the on 202. an The typical absent default and before they are due, and it has no obligation to accelerate on default." Id. at 208, 210. When the made Pension a demand on 11/ 2015 that the Compl. 1 33/ 28, that withdrawal first were in the accelerated default Pension and 1 (Compl. withdrawal II, it had only Muns Welding Ex. 3). It was not until July Fund notified Defendants liability. Accordingly, Welding installment payment. (Compl., Doc. 1, the Defendants Fund filed Muns Ex. could liability its demanded 28, Fund of at determination the 6, not accelerated Answer SI 28.) sued for filed Muns have the time that it the Welding II. So far, the Court has found Pension Fund's installment-payment claim in Muns Welding II is independent from its claim for accelerated withdrawal payments in this case and that the Fund could not have brought the accelerated-withdrawal- liability below, claim those when it filed findings Muns Welding necessitate the II. As conclusion explained that res judicata does not bar the Pension Fund's claim in this case. Federal courts which they sit. Cty., Ga., 708 statutory res apply the res judicata law of Starship F.3d 1243, judicata (Ga. 1991). 1252-54 rule standing common-law rule. 682 Enters, Georgia is of Atlanta, (11th Cir. a Fowler v. Inc. 2013). codification Vineyard, law provides that the state in of 405 "[a] v. Coweta Georgia's its long S.E.2d 678, judgment of a court of competent jurisdiction shall be conclusive between the 12 same parties and their privies as to all matters put in issue or which under the rules of law might have been put in issue in the cause wherein the judgment was reversed or set aside." rendered until the judgment is O.C.G.A. § 9-12-40 (emphasis added). Defendants argue that the Pension Fund should have amended its Complaint default that due." "to sue for any liability occurred after the first (Defs.' Br., Doc. 23 at 5-6.) requires parties issue." O.C.G.A. that arose 9-12-40. any quarterly payment became Georgia law, however, to bring claims that "might have § from The Eleventh only been put Circuit, in while applying Alabama law has held that "for res judicata purposes, claims that the time ^could have been brought' the asserted by action." Cir. original supplemental Manning v. 1992) . could The not have claim when complaint it is pleadings concludes brought the filed Muns filed or City of Auburn, Court are claims in existence at or otherwise 953 that F.2d because actually claims in the 1355, the earlier 1360 Pension (11th Fund accelerated-withdrawal-liability Welding II in March 2015, Defendants' res judicata defense fails as a matter of law. 3. Waiver and Collateral Estoppel Defendants' for "the waiver similar reasons. issues decided and identical to the In by case their this now collateral Answer, Court before 13 estoppel in this defenses Defendants [Muns Court, claim Welding except II] that fail that are [the Pension Fund is] Defendants' now attempting liability that to avoid were the limitations clearly and on expressly established" in the Court's Muns Welding II Order. (Answer at 3.) As an initial matter, the Court disagrees with Defendants' characterization of its Muns Welding II Order granting judgment on the pleadings. MWM's or Defendants' The Order makes first liability to a single installment payment. clear installment that payment judgment because established by the pleadings. at 8 n.l. Simply recovery to it the indefinitely limit In no way did the Court put, first was only that was rendered the only Court limited the Doc. 44, Pension installment payment because the liability Muns Welding II, Order, the on that Fund's is what sued to recover. More discussed to the above, point, the collateral estoppel described the "permissive" Therefore, accelerated payment. the largely does not defenses statutory Bay Fund does bringing collateral reasons Defendants' The waiver provision as Laundry, U.S. a 522 waive suit estoppel fees. 14 or acceleration not Supreme for preclude its an at right 208. to installment this claim for the full $2,416,913 in withdrawal liability, and attorneys' as has did by same Court Area Pension the find credible. nature. payments Nor Court MPPAA's in for separate interest, 4. Bankruptcy Stay In their Answer, based on the stay associated with MWM's response brief, this Defendants asserted an affirmative defense defense. Defendants (Defs.' bankruptcy. In they wish to withdraw indicate that Br., Doc. 23 at 13.) The Court their GRANTS this request. 5. Labor-Dispute Defense Defendants making that contributions approximately makes argue them September exempt § 1398(2), to which a labor dispute the Pension Fund They contend 2015. from withdrawal provides prevented them from that between that liability "an 2013 the under employer dispute 29 shall and U.S.C. not be considered to have withdrawn from a plan solely because ... an employer dispute Fund suspends involving argues that contributions under its employees." the MPPAA the For required plan its during part, Defendants the to a labor Pension make this argument in an arbitration proceeding and that their failure to do so precludes this affirmative defense. This Court previously stated Defendants' labor-dispute arbitration. Muns Welding I, Order, that argument the must Doc. 46 at MPPAA requires be raised in 19. Defendants' failure to initiate arbitration proceedings within the sixty-day period resulted in default, therefore "due and owing." and the 29 U.S.C. 15 withdrawal liability is § 1401(a)(1), (b)(1). In short, Defendants missed their opportunity to raise this affirmative defense and it is precluded by their default. For the Defendants' reasons discussed affirmative defenses IV. For Pension (Doc. the pleadings jointly and (Doc. and contributions, reasonable the to 16) . strike interest § 1132(g)(2). as Court a finds that matter of law. on the Defendants' motion Court liable fees fail above, Fund's The severally the CONCLUSION Pension attorneys' all discussed Fund's motion 17) U.S.C. reasons above, to the and finds of GRANTS affirmative for that on the Defendants are for unpaid contributions, the the defenses judgment Plaintiff unpaid costs Court action under and 29 The Court DIRECTS the Pension Fund to file their computation of damages within TWENTY-ONE DAYS. Defendants will have FOURTEEN DAYS to respond to the Fund's filing. ORDER ENTERED at Augusta, August, Georgia, this Ck&" 2016. HSJJOHAB^E J./*ANDAL HALL UNITEDSTATES DISTRICT JUDGE SOUTHERN DISTRICT OF GEORGIA 16 day of
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