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Flynn v. R.D. Masonry Inc.

September 7, 2010


Re Document No.: 5



This matter comes before the court on the motion filed by two of the defendants, R.D. Masonry Inc. ("RDMI") and R.D. Masonry LLC ("RDM LLC"), (collectively, "the RDM defendants") to dismiss the plaintiffs' complaint for lack of personal jurisdiction and for failure to state a claim for which relief can be granted. The plaintiffs in this case seek to recover delinquent contributions under the Employment Retirement Income Security Act ("ERISA"), 29 U.S.C. §§ 1001 et seq. Because the court concludes that it has personal jurisdiction over the RDM defendants based on § 502(e) of ERISA, and because the plaintiffs have set forth a plausible entitlement to relief, the court denies the RDM defendants' motion to dismiss.


The plaintiffs are trustees of the Bricklayers and Trowel Trades International Pension Fund ("IPF") and the International Masonry Institute ("IMI"), multi-employer benefit plans that are "administered" in the District of Columbia. Compl. ¶¶ 1-5. The plaintiffs allege that they are authorized to effect collections on behalf of the IPF on IMI. Id. ¶ 4. The defendants -- RDMI, RDM LLC and Bucher Masonry, LLC ("Bucher") -- are Florida companies that allegedly maintain offices and conduct business in the state of Florida and employ members of the International Union of Bricklayers and Allied Craftworkers and its affiliated local unions (collectively, "the Union"). Id. ¶¶ 6-9.

The plaintiffs assert that defendants RDMI and Bucher executed collective bargaining agreements with the Union ("the agreements") that obligated these employers to make certain payments to the IPF and IMI on behalf of their covered employees and submit to audits in order to determine the accuracy of such payments. Id. ¶¶ 10, 12, Exs. A-E. The agreements each contained an "evergreen clause" which, the plaintiffs purport automatically renewed the contract from one term to the next, binding RDMI and Bucher past the expressed expiration date. Pls.' Opp'n at 4, n.2. Although RDMI and Bucher allegedly submitted a portion of their required contributions, Compl. ¶ 13, the plaintiffs claim that the "[d]efendants have failed to submit required reports and [other] contributions," id. ¶ 14. The plaintiffs contend that all three defendants are "alter ego companies"*fn1 because RDM LLC and RDMI share an identical street address and all three defendants have "common ownership or management, and/or the same or similar employees, customers, and type of work." Id. ¶ 11. Accordingly, the plaintiffs seek to hold the defendants "jointly and severally liable for each others['] debts," and more specifically, for their alleged failure "to properly submit required reports and contributions for covered work they have performed," id. ¶¶ 11, 14.

On September 29, 2009, the plaintiffs filed their complaint pursuant to §§ 502(a)(3), 502(g)(2) and 515 of ERISA.*fn2 See generally Compl. The plaintiffs seek an order requiring the defendants to "submit all required reports and to make all contributions due and owing to the IPF and IMI, and to pay the costs and disbursements of this action." Id. ¶ 5. More specifically, the plaintiffs ask that RDMI "turn over its books and records from January 2005 through the date that the company ceased operations, or through December 2007, whichever date is later." Id. ¶ 2. Similar disclosure is sought from RDM LLC for the period from December 2007 through the present and from Bucher from January 2008 through the present. Id.

The RDM defendants have filed a motion to dismiss under Federal Rule of Civil Procedure 12(b)(2) for lack of personal jurisdiction and under Rule 12(b)(6) for failure to state a claim. See generally RDM Defs.' Mot. With this motion now ripe for adjudication, the court turns to the applicable legal standards and the parties' arguments.


A. The Court Denies the RDM Defendants' Motion to Dismiss for Lack of Personal Jurisdiction

1. Legal Standard for a Motion to Dismiss for Lack of Personal Jurisdiction Under Rule 12(b)(2)

On a motion to dismiss pursuant to Federal Rule of Civil Procedure 12(b)(2), the plaintiff has the burden of establishing a prima facie case that personal jurisdiction exists. See e.g., Second Amendment Found. v. U.S. Conference of Mayors, 274 F.3d 521, 524 (D.C. Cir. 2001). To establish a prima facie case, the plaintiff must present evidence sufficient to defeat a motion for judgment as a matter of law. See Cable/Home Commc'n Corp. v. Network Prods., Inc., 902 F.2d 829, 855 (11th Cir. 1990); cf. Carter v. Duncan-Huggins, Ltd., 727 F.2d 1225, 1227 (D.C. Cir. 1984) (indicating, under a differently labeled but similar standard, that such motions should be denied unless "the evidence, together with all inferences that can reasonably be drawn therefrom is so one-sided that reasonable men could not disagree on the verdict").

In determining whether a basis for personal jurisdiction exists, the court resolves factual discrepancies in the complaint and affidavits in favor of the plaintiff. Crane v. N.Y. Zoological Soc'y, 894 F.2d 454, 456 (D.C. Cir. 1990). The court, however, need not treat all of the plaintiff's allegations as true. United States v. Philip Morris Inc., 116 F. Supp. 2d 116, 120 n.4 (D.D.C. 2000); see also GTE New Media Servs. v. BellSouth Corp., 199 F.3d 1343, 1349 (D.C. Cir. 2000) (stating that courts should not accept bare allegations and conclusory statements). Moreover, the court "may receive and weigh affidavits and any other relevant matter to ...

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