United States District Court, E.D. Missouri, Eastern Division
LISA FEATHER, STANLEY BEIERMANN, and HOLLY PYATT, on behalf of herself, individually, and on behalf of all others similarly situated, and on behalf of the SSM PENSION PLANS, Plaintiffs,
SSM HEALTH, a Missouri Non-profit Corporation, THE PENSION COMMITTEE FOR THE RETIREMENT PLAN FOR SSM EMPLOYEES, JOHN and JANE DOES 1-20, MEMBERS OF THE PENSION COMMITTEE FOR THE RETIREMENT PLAN FOR SSM EMPLOYEES, each an individual, and JOHN and JANE DOES 21-40, each an individual, Defendants.
OPINION, MEMORANDUM AND ORDER
EDWARD AUTREY UNITED STATES DISTRICT JUDGE
matter is before the Court on Defendants' Motion to
Dismiss Plaintiffs' First Amended Complaint. [Doc. No.
82]. Plaintiffs filed an Opposition to the Motion. Defendants
filed a Reply. The Court heard oral arguments during a
Special Session of Court at De Smet Jesuit High School on
April 3, 2018. For the reasons set forth below, the Motion is
Employee Retirement Income Security Act of 1974
(“ERISA”), 29 U.S.C. §§ 1001 et seq.,
regulates plans established or maintained by an employer.
ERISA, however, exempts certain plans from its coverage,
including church plans, as defined in ERISA § 3(33), 29
U.S.C. § 1002(33). 29 U.S.C. § 1003(b)(2). This is
one of dozens of similar cases in which plaintiffs challenge
whether a plan sponsored by a religiously affiliated hospital
meets the requirements to be a church plan.
SSM Health is a tax-exempt, non-profit organization
organized under the laws of the State of Missouri. SSM Health
dates back to 1874 when the Sisters of Saint Mary (now the
Franciscan Sisters of Mary) established a civil law
organization bearing its name. In 1982, this organization
became the corporation now known as SSM Health. In 2013, SSM
Health Ministries, a public juridic person of the Roman
Catholic Church, succeeded the Franciscan Sisters of Mary in
its role overseeing the health system. SSM Health's
Articles of Incorporation require it to be operated “in
accordance with . . . the teachings and mission of the Roman
Health sponsors three defined benefit pension plans: the
Retirement Plan for Employees of SSM Health Care, the
Retirement Plan for Employees of St. Mary's Hospital,
Centralia, Illinois, and the Retirement Plan for Employees of
Certain Illinois Entities Related to SSM Health Care
(“Plans”). The assets of the Plans are held in
the SSM Health Care System Master Pension Trust
(“Trust”). SSM Health's 2016 Audited
Financial Statements show that the Trust has $1.39 billion in
assets and SSM Health's qualified plans, including the
Plans at issue here, have $2.16 billion in liabilities.
SSM Health Care Pension Committee (“Pension
Committee”) is the Plan Administrator of the Plans. SSM
Health's board of directors appoints the members of the
Pension Committee. As the Plan Administrator, the Pension
Committee has the full and complete authority,
responsibility, and control in its sole and absolute
discretion over the administration of the Plans.
Lisa Feather, Stanley Beiermann, and Holly Pyatt are former
employees and participants in the Plans.
initially filed this case in the United States District Court
for the Southern District of Illinois on April 8, 2016.
Defendants' motion to transfer the case to this Court
pursuant to a forum selection clause was granted on October
25, 2016. On December 7, 2016, Defendants moved to stay the
case pending the Supreme Court's resolution of three
consolidated church plan cases, Advocate Health Care
Network v. Stapleton, 137 S.Ct. 1652, 198 L.Ed.2d 96
(2017). This Court granted the stay. After the Supreme Court
resolved the primary legal issue in this case, Plaintiffs
filed a First Amended Complaint (“FAC”) on
September 6, 2017, adding three state law claims.
FAC alleges the following: Defendants have violated ERISA by
treating the Plans as exempt church plans (Count I); the
Pension Committee has violated ERISA's reporting and
disclosure provisions (Count II); SSM Health has failed to
provide minimum funding (Count III); SSM Health and the
Pension Committee violated ERISA when offering improperly
calculated lump sum benefits (Count IV); SSM Health failed to
establish the Plans under written instruments compliant with
ERISA (Count V); SSM Health failed to establish a trust
compliant with ERISA (Count VI); Plaintiffs' benefits
under ERISA should be clarified (Count VII); Defendants
breached their ERISA fiduciary duties (Count VIII); the
church plan exemption as applied to SSM Health is
unconstitutional (Count IX); breach of contract against SSM
Health (Count X); unjust enrichment against SSM Health (Count
XI); and breach of common law fiduciary duty against the
Pension Committee (Count XII).
move to dismiss pursuant to Federal Rule of Civil Procedure
12(b)(1) for lack of standing and, alternatively, pursuant to
Rule 12(b)(6) for failure to state a claim upon which relief
may be granted.
motion to dismiss for lack of subject matter jurisdiction
pursuant to Rule 12(b)(1) may be either a
“facial” challenge based on the face of the
pleadings, or a “factual” challenge, in which the
court considers matters outside the pleadings. See Titus
v. Sullivan,4 F.3d 590, 593 (8th Cir.1993); Osborn
v. United States,918 F.2d 724, 729 n. 6 (8th Cir.1990).
When a party makes a facial challenge, as Defendants do here,
“the court restricts itself to the face of the
pleadings and the non-moving party receives the same
protections as it would defending against a ...