MARTHA CRAIG DAUGHTREY, Circuit Judge.
To comply with the Patient Protection and Affordable Care Act, Pub.L, No. 111-148, 124 Stat. 119 (2010), and the Health Care and Education Reconciliation Act of 2010, Pub.L. No. 111-152, 124 Stat. 1029 (2010), collectively known as the Affordable Care Act (the Act), most businesses employing 50 or more individuals must provide female employees with health-insurance coverage that includes, at no cost to the employee, "such additional preventive care and screenings ... as provided for in comprehensive guidelines supported by the Health Resources and Services Administration." 42 U.S.C. § 300gg-13(a)(4). Those guidelines require plans to cover "[a]ll Food and Drug Administration approved contraceptive methods, sterilization procedures, and patient education and counseling for women with reproductive capacity." 77 Fed.Reg. 8725 (Feb. 15, 2012).
The plaintiffs, Eden Foods, Inc., and Michael Potter, appeal from a denial of their request for a preliminary injunction that would forbid federal agencies from enforcing that mandate against them. They contend that offering such contraceptive services to the employees of Eden Foods would substantially burden the plaintiffs' religious beliefs and thus would contravene the protections afforded them under the Religious Freedom Restoration Act, 42 U.S.C. §§ 2000bb-2000bb-4 (RFRA). However, the law of the circuit, announced in the recent decision in Autocam Corp. v. Sebelius, 730 F.3d 618 (6th Cir.2013), convincingly establishes that the district court did not abuse its discretion in
In March 2010, Congress passed, and President Obama signed, the Affordable Care Act. The cornerstone of the Act is the requirement that all non-exempt, non-grandfathered employers of 50 or more people ensure that their employees receive a minimum level of health insurance. As part of that coverage, Congress mandated:
42 U.S.C. § 300gg-13(a)(4).
The Health Resources and Services Administration (HRSA) then delegated the task of developing appropriate preventive-services guidelines to the Institute of Medicine (IOM), an arm of the National Academy of Sciences funded by Congress to provide the government with expert advice on matters of public health. The IOM reviewed "what preventive services are necessary for women's health and well-being and therefore should be considered in the development of comprehensive guidelines for preventive services for women." HRSA, Women's Preventive Services Guidelines, available at http://www.hrsa. gov/womensguidelines/ (last visited Oct. 22, 2013). The Institute recommended, and the HRSA supported the suggestions, that the following preventive services be required to be provided to women employees at no cost to the women themselves: well-woman visits; screening for gestational diabetes; human papillomavirus testing; counseling for sexually transmitted infections; counseling and screening for human immune-deficiency virus; contraceptive methods and counseling; breast-feeding support, supplies, and counseling; and screening and counseling for interpersonal and domestic violence. Id.
With respect to contraceptive methods and counseling, the guidelines require non-exempt employers and insurance plans to provide "[a]ll Food and Drug Administration approved contraceptive methods, sterilization procedures, and patient education and counseling for all women with reproductive capacity." Id. Nevertheless, HRSA explained:
Id.
Pursuant to the Act, therefore, exemptions from the contraceptive-coverage mandate are limited to certain sizes and types of employers. Specifically, the insurance requirements are not applicable to companies with fewer than 50 employees, see 26 U.S.C. §§ 4980H(a), (c)(2)(A); companies with health-insurance plans in existence on March 23, 2010, and unchanged after that date, see 45 C.F.R. § 147.140; and "religious employers," see 45 C.F.R. § 147.130(a)(1)(iv)(B).
Significant taxes are imposed upon a non-exempt employer who fails to provide the required insurance coverage. For example, an employer who offers its employees a health plan but omits items of required coverage shall be taxed "$100 for each day in the noncompliance period with respect to each individual to whom such failure relates." 26 U.S.C. § 4980D(b)(1). Complete failure to offer employees any health-insurance coverage will result in the imposition upon the employer of "an assessable payment equal to the product of the applicable payment amount and the number of individuals employed by the employer as full-time employees during such month." 26 U.S.C. § 4980H(a).
Plaintiff Michael Potter is the founder, chairperson, president, and sole shareholder of Eden Foods, Inc., a for-profit, natural-foods corporation that employs 128 individuals, more than 50 of whom work full-time for the company. The complaint in this matter alleges that Potter is a Roman Catholic, follows the teachings of the Catholic Church, and has "deeply held religious beliefs" "that prevent him from participating in, paying for, training others to engage in, or otherwise supporting contraception, abortion, and abortifacients." In fact, Potter claims that "these procedures almost always involve immoral and unnatural practices."
Potter concedes that Eden Foods "does not fall under any sort of exemption" provided in the Affordable Care Act, and thus the corporation is subject to the Act's requirement that its health-insurance policy provide no-cost coverage for contraceptives for women employees. He alleges, however, that adherence to his claimed religious beliefs would necessitate him and his company violating the Act's mandate, resulting in the imposition of significant penalties. For example, were the corporation "to violate the law by ceasing to offer employee health insurance altogether, [it would] be penalized with fines of $2,000 per employee per year. The fines [would be] even more insurmountable [were the corporation to] decide to offer insurance without the objectionable coverage." Faced with this prospect, Potter and Eden Foods filed a complaint in federal district court, challenging the legality of the contraceptive mandate. The plaintiffs also filed with the court a motion for issuance of a temporary restraining order and a preliminary injunction.
The district court denied the plaintiffs' motion for injunctive relief. In doing so, the court first noted that the plaintiffs failed to satisfy their RFRA burden of showing that the contraceptive mandate substantially burdened their exercise of their religion. Quoting from the district court opinion in Hobby Lobby Stores, Inc. v. Sebelius, 870 F.Supp.2d 1278, 1294 (W.D.Okla.2012), rev'd 723 F.3d 1114 (10th Cir.2013), the district judge explained:
(Internal quotation marks and citation omitted.)
The district court further concluded that the plaintiffs established no likelihood of success on their First Amendment free-exercise claim, noting that free-exercise-of-religion rights have never been extended to secular, for-profit corporations like Eden Foods, which are "not the alter ego[s] of [their] owners for purposes of religious belief and exercise." Moreover, Potter's First Amendment rights were not infringed by the mandate because that regulation does, not seek to burden religion, but rather to promote public health and gender equality.
Both Eden Foods and Potter then appealed to this court, claiming as their sole
In reviewing whether the plaintiffs have demonstrated entitlement to injunctive relief, we examine four factors: (1) the movants' likelihood of success on the merits of their claim; (2) whether the movants would suffer irreparable injury without the injunction; (3) whether issuance of the injunction would cause substantial harm to others; and (4) whether issuance of the injunction would serve the public interest. See, e.g., Ne. Ohio Coal. for Homeless v. Husted, 696 F.3d 580, 590-91 (6th Cir.2012). We examine the district court's decision on the likelihood of the movants' success on the merits de novo, but we will reverse the district court's decision to grant or deny an injunction only for an abuse of discretion. Id. at 591. "Although no one factor is controlling, a finding that there is simply no likelihood of success on the merits is usually fatal." Gonzales v. Nat'l Bd. of Med. Exam'rs, 225 F.3d 620, 625 (6th Cir.2000).
Given intervening events since the plaintiffs' filing of this appeal, we conclude that the plaintiffs in this matter have "simply no likelihood of success on the merits." On September 17, 2013, another panel of this court released its opinion in Autocam Corp. v. Sebelius, 730 F.3d 618 (6th Cir. 2013), a case that resolved a similar challenge to the Affordable Care Act's contraceptive mandate. Like the case presently before us, Autocam involved claims by a for-profit, secular, incorporated business and the owners of that closely-held corporation. Like Eden Foods and Potter, the plaintiffs in Autocam alleged that the mandate forces practitioners of the Roman Catholic faith to choose between incurring substantial financial penalties for disobeying duly-promulgated regulations and ignoring sincerely held religious beliefs concerning the use of artificial contraceptives. Id. at 620-21. As in this case, the plaintiffs in Autocam argued that compliance with the dictates of the contraceptive mandate would substantially burden their exercise of religion in contravention of the protections afforded by RFRA. Id.
Addressing those concerns and allegations, the Autocam opinion relied on basic, well-established principles of corporate law to hold that the individual owners/shareholders of Autocam had no standing to bring their claims against the government "in their individual capacities under RFRA, nor [could] Autocam assert the [individual plaintiffs'] claims on their behalf." Id. at 624. According to the court, "incorporation's basic purpose is to create a distinct legal entity, with legal rights, obligations, power's, and privileges different from those of the natural individuals who created it, who own it, or whom it employs." Id. (quoting Cedric Kushner Promotions, Ltd. v. King, 533 U.S. 158, 163, 121 S.Ct. 2087, 150 L.Ed.2d 198 (2001)).
Autocam's resolution of that standing issue now constitutes the law of
As the Supreme Court held in United States v. Lee, 455 U.S. 252, 102 S.Ct. 1051, 71 L.Ed.2d 127 (1982):
Id. at 261, 102 S.Ct. 1051 (declining to grant a Social Security tax exemption under the Free Exercise Clause to Amish employers). The Affordable Care Act's contraceptive mandate imposes duties and potential penalties upon Eden Foods only, not upon Potter, despite his status as the sole shareholder of the corporation. By incorporating his business, Potter voluntarily forfeited his rights to bring individual actions for alleged corporate injuries in exchange for the liability and financial protections otherwise afforded him by utilization of the corporate form. Adoption of Potter's argument that he should not be liable individually for corporate debts and wrongs, but still should be allowed to challenge, as an individual, duties and restrictions placed upon the corporation would undermine completely the principles upon which our nation's corporate laws and structures are based. We are not inclined to so ignore law, precedent, and reason.
As this court held in Autocam, individual shareholders/owners of a corporation have no standing to challenge provisions of laws that the corporation must obey under risk of legal penalty. It follows that Potter's claims must be dismissed for lack of jurisdiction.
In pertinent part, RFRA provides that the "[g]overnment shall not substantially burden a person's exercise of religion even if the burden results from a rule of general applicability." 42 U.S.C. § 2000bb-1(a). Relying on this statutory prohibition, Eden Foods claims that the Affordable Care Act's contraceptive mandate does indeed burden the corporation's exercise of religion. Such an assertion necessarily raises a threshold issue: "whether a for-profit, secular corporation is able to engage in religious exercise under the Free Exercise Clause of the First Amendment and the RFRA." Conestoga Wood Specialties Corp. v. Sec'y of U.S. Dep't of Health & Human Servs., 724 F.3d 377, 381 (3d Cir.2013), petition for cert. filed, (U.S. Sept. 19, 2013) (No. 13-356).
We need not engage in an extensive discussion of the pros and cons of the query because this court, in Autocam, already has resolved the issue for this circuit. Relying in large part on the Third Circuit's analysis in Conestoga Wood Specialties, Autocam held that a for-profit corporation "is not a `person' capable of `religious exercise' as intended by RFRA." Autocam, 730 F.3d at 625. Such a holding necessarily guides our analysis of the identical issue in this case. Thus, as in Autocam, the corporate plaintiff here has failed to carry its burden of demonstrating that it has a strong likelihood of succeeding on the merits of its RFRA claims. Because Eden Foods cannot establish this first and most critical of the four criteria for justifying issuance of a preliminary injunction, see Gonzales, 225 F.3d at 625, the district
Plaintiffs Eden Foods and Michael Potter have attempted to distinguish their challenges to the applicability of the Affordable Care Act's contraceptive mandate from those raised by the plaintiffs in Autocam. They have failed to do so. Thus, in accordance with the law of the circuit announced in Autocam, we hold that Eden Foods, a secular, for-profit corporation, cannot establish that it can exercise religion, and that Potter cannot establish his standing to challenge obligations placed only upon the corporation, not upon him as an individual. Consequently, we AFFIRM the district court's denial of Eden Foods's motion for a preliminary injunction and REMAND the case to the district court with instructions to DISMISS Potter's claims for lack of jurisdiction.
45 C.F.R. § 147.130(a)(1)(iv)(B) (2012).