United States District Court, E.D. Missouri, Eastern Division
PAUL A. CROUCH, Plaintiff,
BUSSEN QUARRIES, INC., et al., Defendants
Paul A Crouch, Plaintiff: Richard J. Magee, Jr., LEAD
ATTORNEY, ECKENRODE-MAUPIN, St. Louis, MO.
Bussen Quarries, Inc., Defendant: Adam Christopher Doerr,
Andrew J. Martone, LEAD ATTORNEYS, Richard P. Perkins, HESSE
MARTONE, P.C., St. Louis, MO.
Charles A. Whobey, Trustee of the Central States Southeast
and Southwest Areas Health and Walfare and Pension Funds,
Jerry Younger, Trustee of the Central States Southeast and
Southwest Areas Health and Walfare and Pension Funds, George
J. Westley, Trustee of the Central States Southeast and
Southwest Areas Health and Walfare and Pension Funds, Marvin
Kropp, Trustee of the Central States Southeast and Southwest
Areas Health and Walfare and Pension Funds, Arthyr H. Bunte,
Jr., Trustee of the Central States Southeast and Southwest
Areas Health and Walfare and Pension Funds, Gary F. Caldwell,
Trustee of the Central States Southeast and Southwest Areas
Health and Walfare and Pension Funds, Ronald DeStefano,
Trustee of the Central States Southeast and Southwest Areas
Health and Walfare and Pension Funds, Greg R. May, Trustee of
the Central States Southeast and Southwest Areas Health and
Walfare and Pension Funds, Defendants: Francis J. Carey, LEAD
ATTORNEY, CENTRAL STATES FUNDS, Law Department, Rosemont, IL;
R. Thomas Avery, LEAD ATTORNEY, Chantal Sibilla Fink, Paul F.
Woody, BLITZ AND BARDGETT, Clayton, MO.
D. PERRY, UNITED STATES DISTRICT JUDGE.
Paul Crouch brought this lawsuit to recover early-retirement
benefits he believes are due him under the terms of his
pension plan. See Employee Retirement Income
Security Act of 1974, 29 U.S.C. § § 1001 et
seq. Crouch has sued the trustees of the plan as well as
Bussen Quarries, Inc., his longtime employer. He alleges the
plan trustees were acting under a structural conflict of
interest and abused their discretion by eliminating some of
his pension benefits without considering the hardship that
would result to him. He also alleges that his employer
breached its fiduciary duty to him by acting against his
interest when it decided to withdraw from the pension fund.
action comes before me now on several motions: Bussen's
motion to dismiss, the plan trustees' motion for summary
judgment, and Crouch's motion to amend his complaint. I
will grant the trustees' motion for summary judgment
because there are no disputed material facts and, as a matter
of law, they did not violate ERISA (as amended by the Pension
Protection Act of 2006) when they eliminated Crouch's
early-retirement benefits. I will grant Bussen Quarries'
motion to dismiss because, as an employer negotiating a
collective bargaining agreement and not exercising any
discretionary control over the pension plan or its assets,
Bussen was not acting as a " fiduciary" under ERISA
and therefore owed no fiduciary duty to Crouch as a matter of
law. I will deny Crouch's motion to amend his complaint
because he has not complied with the procedural rules for
amendments or explained why he waited so long to propose an
amendment, and because the amendment he proposes would unduly
prejudice the defendants. I will enter final judgment in
favor of defendants.
material facts (as alleged in the current operative
complaint) are not in dispute. In 1972, Crouch began working
as a truck driver. In 1979, he was hired to do that same work
by Bussen Quarries, where he remained until his retirement in
2011 at the age of 58. Beginning in 1972 and continuing
during his employment with Bussen, Crouch participated in an
ERISA-governed pension plan. See 29 U.S.C. §
1002(2)(A); Docs. 31, 38 ¶ 10 (defendants' statement
of uncontroverted material facts and plaintiff's response
thereto). Under a series of collective bargaining agreements
between Bussen and the local union that bargained on behalf
of Crouch, Bussen agreed to make contributions for
Crouch's benefit to the pension plan. ( See Doc.
31, ¶ 1).
2008, that plan -- the Central States Southeast and Southwest
Areas Pension Fund -- slipped into " critical
status" as defined by the Pension Protection Act of
2006, Pub. L. No. 109-280 (codified in scattered sections of
26 and 29 U.S.C.). ( See Def.'s Ex. B, Doc.
31-3, p. 1.) Critical-status plans are funded at less than
65%. 29 U.S.C. § 1085(b)(2). To ensure the plans'
continued viability, the PPA requires them to " adopt a
plan aimed at restoring [their] financial health."
See 26 U.S.C. § 432(a)(2)(A), (e).
A critical-status fund's strategy for getting back on
track is known as a " Rehabilitation Plan." So in
2008, after it was certified by its actuary as a
critical-status plan, the Central States Pension Fund
established a Rehabilitation Plan as mandated by the PPA.
component of the Central States Rehabilitation Plan was the
elimination or reduction of so-called " adjustable
benefits" for certain plan participants. ( See
Def.'s Ex. B, Doc. 31-1, p. 4.) Adjustable benefits
include, among other things, early retirement subsidies. 29
U.S.C. § § 1085(e)(8)(A)(iv)(II). Although ERISA
generally prohibits reductions in accrued, vested pension
benefits, see, e.g., 29 U.S.C. § 1054(g)(2)(A),
the PPA creates an exception: it allows critical-status funds
to cut the amount of adjustable benefits that certain plan
participants receive if the plan sponsor deems it
appropriate. 26 U.S.C. § 432(e)(8)(A)(i), (iv)(I); 29
U.S.C. § 1085(e)(1)(B). All critical-status pension
plans have more obligations than they have money, and in
accordance with the PPA, reducing adjustable benefits frees
up funds for other plan obligations.
Crouch retired in 2011, the Central States fund was governed
by a Rehabilitation Plan, which -- in addition to curtailing
certain retiree benefits -- required additional contributions
from participating employers. When the latest CBA between
Bussen Quarries and the Teamsters expired in March 2012,
Bussen and the union negotiated away Bussen's obligation
to make payments to the Central States Pension Fund on behalf
of its employees. (Docs. 31, 38 ¶ ¶ 4, 6, 7.)
Instead, Bussen moved to an employee 401(k) retirement
the Central States Rehabilitation Plan, Bussen's decision
to stop contributing to the pension fund triggered a "
Rehabilitation Plan Withdrawal" (RPW). (Docs. 31, 38
¶ ¶ 4, 40, 51, 52.) The Rehabilitation Plan
provided that when an employer incurs an RPW for any reason,
the adjustable benefits of certain plan participants could be
eliminated. (Doc. 31-4, p.6) Unfortunately for Crouch, he was
one of those participants: retirees who had started receiving
adjustable benefits less than a year prior to the expiration
of the CBA requiring employer contributions to the Central
States Pension Fund. (Docs. 31, 38, ¶ ¶ 5, 6.)
Crouch's benefits were " adjustable" because
they were based on his early retirement. 29 U.S.C. §
§ 1085(e)(8)(A)(iv)(II); Doc. 31-4, p.5-6.
April 2008, Central States provided notice to Crouch and
other plan participants that it had been designated as a
critical-status plan. (Docs. 31, 38, ¶ 35.) This notice
described the circumstances that would cause an RPW,
explained that an RPW " will result the elimination or
reduction of adjustable benefits," and advised that
adjustable benefits " include early retirement benefits
such as the ability to receive a pension prior to age
65." ( Id. ¶ 36.) Central States sent
letters to the participants annually thereafter, notifying
them that the pension fund remained in critical status. (
Id. ¶ 38.)
January 11, 2014, Central States wrote Crouch and informed
him that his
pension was about to drop from $2,517.44 to $1,725.26 per
month. In accordance with the governing Plan Document, Crouch
appealed the reduction: first to the Benefit Claims Appeals
Committee and then to the plan trustees. Both groups denied
his request to restore his benefits to the original amount.
Crouch then filed this lawsuit against the trustees and
employer Bussen Quarries.
time of Crouch's administrative appeal, the Fund was
governed by its Trust Agreement (Doc. 32-1), its Plan
Document (Doc. 31-1 to 31-3), and the Rehabilitation Plan,
which was appended to the Plan Document. As required by the
PPA, the trustees had updated the Rehabilitation Plan
annually and tacked on each yearly version in a successive
appendix. ( See Doc. 31-3, p. 68 (App. M-1), p. 80
(App. M-2, 2010 update), p. 96 (App. M-3, 2011 update); Doc.
31-4, p. 13 (App. M-4, 2012 update), p. 32 (App. M-5, 2013
Count I, based on ERISA Section 502, 29 U.S.C. § 1132,
is directed against the trustees of the Central States
Pension Fund. Crouch alleges that the trustees' denial of
his appeal to restore his benefits was arbitrary and
capricious, resulted in unjust enrichment to the pension
fund, and " should be reversed because the terms of the
Rehabilitation Plan are vague and ambiguous and, therefore,
Defendant Trustees are estopped from enforcing it."
(Comp., ¶ 12.)
defendant trustees have moved for summary judgment on Count
I. When determining whether to grant a motion for summary
judgment, the court views the facts -- and any inferences
from those facts -- in the light most favorable to the
nonmoving party. Matsushita Elec. Indus. Co., Ltd. v.
Zenith Radio Corp., 475 U.S. 574, 587, 106 S.Ct. 1348,
89 L.Ed.2d 538 (1986). The movant bears the burden of
establishing that (1) it is entitled to judgment as a matter
of law and (2) there are no genuine issues of material fact.
Fed.R.Civ.P. 56(a); Celotex Corp. v. Catrett, 477
U.S. 317, 322, 106 S.Ct. 2548, 91 L.Ed.2d 265 (1986). Once
the movant has met this burden, however, the non-moving party
may not rest on the allegations in its pleadings but must, by
affidavit and other evidence, set forth specific facts
showing that a genuine issue of material fact exists.
Fed.R.Civ.P. 56(c),(e). Where a factual record taken as a
whole could not lead a rational trier of fact to find for the
nonmovant, there is no genuine issue for trial.
Matsushita, 475 U.S. at 587.