COLLEEN KOLLAR-KOTELLY, United States District Judge.
Pending before the Court is Defendants' [18] Motion to Dismiss the Amended Class Action Complaint, brought pursuant Federal Rules of Civil Procedure 12(b)(1) and 12(b)(6).
The instant action concerns claimants with alleged grievances that are not alleged to fall within the narrow classes certified in Kifafi. Nonetheless, the Amended Complaint, ECF No. 17 ("Compl."), is replete with allegations that the legal issues underlying this new putative class action have already been decided by the Court in Kifafi, and that such determinations are binding under the doctrines of res judicata and offensive collateral estoppel. For two of the Named Plaintiffs and their associated categories of claims, the Court need not decide what if any effect its prior rulings in Kifafi may have, because these claims are sufficient to survive a motion to dismiss on their own accord. With respect to the third Named Plaintiff, Peter Betancourt, the Court finds that his claim (and by extension, those of the associated putative subclass) are not plausible, and that dismissal without prejudice is appropriate pursuant to Rule 12(b)(6). This conclusion is unchanged by Plaintiffs' arguments regarding the Court's prior rulings.
To survive a motion to dismiss pursuant to Federal Rule of Civil Procedure 12(b)(1), Plaintiffs bear the burden of establishing that the Court has subject-matter jurisdiction over their claims. Moms Against Mercury v. FDA, 483 F.3d 824, 828 (D.C. Cir. 2007). Pursuant to Rule 12(b)(6), a party may move to dismiss a complaint on the grounds that it "fail[s] to state a claim upon which relief can be granted." Fed. R. Civ. P. 12(b)(6). "[A] complaint [does not] suffice if it tenders `naked assertion[s]' devoid of `further factual enhancement.'" Ashcroft v. Iqbal, 556 U.S. 662, 678, 129 S.Ct. 1937, 173 L.Ed.2d 868 (2009) (quoting Bell Atl. Corp. v. Twombly, 550 U.S. 544, 557, 127 S.Ct. 1955, 167 L.Ed.2d 929 (2007)). Rather, a complaint must contain sufficient factual allegations that, if accepted as true, "state a claim to relief that is plausible on its face." Twombly, 550 U.S. at 570, 127 S.Ct. 1955.
In deciding a Rule 12(b)(6) motion, a court may consider "the facts alleged in the complaint, documents attached as exhibits or incorporated by reference in the complaint," or "documents upon which the plaintiff's complaint necessarily relies even if the document is produced not by the plaintiff in the complaint but by the defendant in a motion to dismiss." Ward v. District of Columbia Dep't of Youth Rehab.
For purposes of the pending motion, the Court assumes that the benefit determinations underlying this matter must be assessed under a deferential standard of review. Foster v. Sedgwick Claims Mgmt. Servs., Inc., 842 F.3d 721, 730 (D.C. Cir. 2016). Defendant Global Benefits Administrative Committee is named as Plan Administrator pursuant to section 6.1(a) of the Plan. 2012 Plan, § 6.1(a). Under sections 7.1(a) and 7.3(a), the Committee is granted "the discretionary authority to grant or deny benefits under the Plan[,]" and "the authority to act with respect to any appeal from a denial of a claim for benefits." Id. §§ 7.1(a), 7.3(a). Because "the terms of [the Plan] confer such discretion, [the] administrator's denial of benefits is reviewed under an abuse of discretion or arbitrary and capricious standard, a standard which, in this particular context, [the United States Court of Appeals for the District of Columbia Circuit has] referred to as `reasonableness.'" Foster, 842 F.3d at 730.
Plaintiff Valerie White was employed at the Washington Hilton between June 21, 1972 and March 26, 1982. Her service prior to January 1, 1976 has been calculated pursuant to the "elapsed time method,"
As an initial matter, Defendants are correct that there is nothing inherently wrong about the use of the elapsed time method. See Coleman v. Interco Inc. Divs.' Plans, 933 F.2d 550, 552 (7th Cir. 1991). The method is sanctioned by regulations promulgated by the Treasury Department, which have been upheld upon appellate review. See 26 C.F.R. § 1.410(a)-7; Johnson v. Buckley, 356 F.3d 1067, 1072 (9th Cir. 2004). Nonetheless, Plaintiffs have plausibly alleged that the denial of Ms. White's claim was arbitrary and capricious. The issue here is not whether the elapsed time method is appropriate in isolation, but
However, the Department of Labor promulgated temporary regulations in December 1976. See Swaida v. IBM Ret. Plan, 570 F.Supp. 482, 485 (S.D.N.Y. 1983), aff'd, 728 F.2d 159 (2d Cir. 1984) (explaining that the permanent Treasury regulations were preceded by temporary Department of Labor regulations, which were later withdrawn). The temporary regulations, like the permanent Treasury regulations, provide guidance for how plans are to transfer vesting credit between the elapsed time and hourly methods. See 41 Fed. Reg. 56,462 (1976); 29 C.F.R. § 2530.200b-9(f) ("Transfers between methods of crediting service"). Unlike the permanent regulations, the temporary regulations do not have a delayed effective date with respect to the transfer provisions. Furthermore, the temporary regulations suggest, to some degree, that when vesting credit is transferred from the elapsed time system to an hourly system, fractional years should be converted to an hourly amount. See, e.g., id. § 2530.200b-9(f)(2) ("all service required to be credited under the plan to which the employee transfers shall be determined under the method of determining service used by such plan"). This is not conclusive of the issue, but it does create some doubt as to whether it was proper for the Plan not to convert Plaintiff White's fractional year to an hourly basis for the purposes of the Plan's vesting determination. That doubt is coupled with the allegation of inconsistent treatment by Defendants of employees with fractional years. Nonetheless, the Court does not discount the possibility that the Plan's decision not to convert fractional years may have been reasonable. But without insight into how that decision was made, and on what basis — information not available at this stage of the case — the Court cannot so conclude.
Furthermore, although Defendants contend that Plaintiff White failed to meet the contractual 180-day limitations period in the Plan for bringing suit, the complaint alleges that even if that shortened limitations period were enforceable, it should be tolled because Plaintiffs had allegedly requested that this Court adjudicate their claims in the Kifafi litigation, and because Defendants had represented that a new lawsuit was the appropriate mechanism for Plaintiffs to bring their new vesting claims. Compl. ¶ 85D. Because the propriety of tolling will turn on the factual circumstances underlying these allegations, dismissal on statute of limitations grounds is inappropriate at this procedural juncture. See Firestone v. Firestone, 76 F.3d 1205, 1209 (D.C. Cir. 1996) ("because statute of limitations issues often depend on contested questions of fact, dismissal is appropriate only if the complaint on its face is conclusively time-barred" (emphasis added)).
Plaintiff Juneau seeks retirement benefits for alleged employment with Hilton properties between April 22, 1991 and November 10, 2000. Compl. ¶ 4. Defendants informed Plaintiff Juneau by letter dated February 24, 2015 that a portion of her claimed employment was not reflected in their records, and asked her to submit additional evidence of that employment. ECF No. 18-6. Despite this and another
Plaintiff Betancourt seeks benefits as an alleged beneficiary of his father, Pedro Betancourt, who worked for Hilton between 1947 and 1979, and died in 1985. His claim was denied by letter dated June 3, 2015, which indicated that "the applicable Plan document does not provide for a death benefit to anyone other than the surviving spouse," and because Defendants determined that his claim was untimely. The Complaint alleges that Pedro Betancourt is vested. Compl. ¶¶ 76-77. Consequently, the question is purely one of whether Plaintiff Betancourt is entitled to benefits, assuming his claim for them is timely, even though his father is deceased. To answer this question, Plaintiffs principally rely on determinations that the Court made in fashioning relief with respect to the narrow class claims that were certified in Kifafi. However, these remedial rulings, made in the context of the narrow claims certified in Kifafi, are not determinative of whether Plaintiff Betancourt is entitled to benefits on a claim not adjudicated in that litigation. Nor does the Amended Complaint allege that Peter Betancourt was part of a Kifafi subclass.
Moving beyond Kifafi, under the definition of "Beneficiary," the Plan provides that a "participant shall be required to designate a Beneficiary ... only if the Participant elects to receive his retirement benefit in the form of a Ten-Year Certain and Life Annuity described in Section 4.8(a)(iv)...." 2012 Plan, at 4. Why is a designation necessary only in that circumstance? Because otherwise, retirement benefits under the Plan are paid only until the participant's death. See, e.g., 2012 Plan § 4.5(a) (with respect to the "Normal Form of Retirement Benefit," "the last payment [is] made for the month in which the Participant's death occurs"). Unless the participant elects the payment option described in section 4.8(a)(iv), the only exception to this rule is the spousal death benefit, described in section 4.7. Here,
Two provisions of ERISA underlie the allegations of the Complaint: sections 502(a)(1)(B) and 502(a)(3) (codified respectively as 29 U.S.C. §§ 1132(a)(1)(B) and 1132(a)(3)). Section 502(a)(1)(B) creates a civil cause of action for "a participant or beneficiary ... to recover benefits due to him under the terms of his plan...." Section 502(a)(3) provides for injunctive relief against a fiduciary, and other forms of equitable relief. Courts in this circuit, in agreement with the majority of circuits to have addressed this issue, have uniformly held that a claim pursuant to section 502(a)(3) cannot stand where an adequate remedy is provided through a claim for benefits under section 502(a)(1)(B). See Lewis v. Pension Benefit Guar. Corp., 197 F.Supp.3d 16, 22 (D.D.C. 2016) (collecting cases). However, at this procedural juncture, the Court cannot conclude that Plaintiffs will necessarily receive adequate and complete relief pursuant to section 502(a)(1)(B), which would make relief under 502(a)(3) merely duplicative. Accordingly, the section 502(a)(3) claims of Plaintiffs White and Juneau survive as alternative bases of relief. See Silva v. Metro. Life Ins. Co., 762 F.3d 711, 727 (8th Cir. 2014) (permitting alternative pleading of claims under sections 502(a)(1)(B) and 502(a)(3) because "[a]t the motion to dismiss stage ... it is difficult for a court to discern the intricacies of the plaintiff's claims to determine if the claims are indeed duplicative, rather than alternative, and determine if one or both could provide adequate relief").
Defendants also challenge the "class standing" of Plaintiffs White and Juneau, relying on out-of-circuit authority. In particular, the United States Court of Appeals for the Second Circuit has held that a putative class representative must plausibly allege "(1) that he personally has suffered some actual injury as a result of the putatively illegal conduct of the defendant, and (2) that such conduct implicates the same set of concerns as the conduct alleged to have caused injury to other members of the putative class by the same defendants." Ret. Bd. of the Policemen's Annuity & Ben. Fund of the City of Chicago v. Bank of New York Mellon, 775 F.3d 154, 161 (2d Cir. 2014) (internal quotation marks omitted). First, even if this authority were controlling, Plaintiffs White and Juneau have satisfied the two criterions. In both instances, Plaintiffs have plausibly alleged that the named plaintiff and the putative class were denied benefits on the same allegedly erroneous principle. Furthermore, Defendants' challenge, at heart, is to the typicality of these named plaintiffs vis-à-vis the putative class; an issue that, in this Court's view, should be
Finally, Defendants' laches argument is not appropriately resolved upon a motion to dismiss, given the fact-intensive nature of this equitable defense, and because dismissal based on the defense is not self-evident from the face of the complaint. See Major v. Plumbers Local Union No. 5 of United Ass'n of Journeymen & Apprentices of Plumbing & Pipe-Fitting Indus. of U.S. & Canada, AFL-CIO, 370 F.Supp.2d 118, 128 (D.D.C. 2005) (concluding that it was inappropriate to resolve laches defense upon a motion to dismiss because "the circumstances of any delay or the prejudice suffered by the defendant is fundamentally a factual inquiry").
For the foregoing reasons, Defendants' [18] Motion to Dismiss is