United States District Court, District of Columbia
BRICKLAYERS & TROWEL TRADES INTERNATIONAL PENSION FUND, Plaintiff,
VALLEY CONCRETE, INC., et al., Defendants.
MEMORANDUM OPINION AND ORDER
P. MEHTA UNITED STATES DISTRICT JUDGE
Bricklayers & Trowel Trades Pension Fund brings this
action against Defendants Valley Concrete, Inc.
(“Valley Concrete”), and John E. Heinlein, Jr.,
seeking to hold them liable for withdrawal liability under
the Employee Retirement Income Security Act
(“ERISA”), 29 U.S.C. §§ 1391, 1451(b).
Valley Concrete moves to dismiss Plaintiff's Complaint on
the grounds that the court lacks both subject matter
jurisdiction over Plaintiff's claims and personal
jurisdiction over Valley Concrete. Because the court
concludes that Plaintiff's suit suffers from no such
jurisdictional defects, the court denies Valley
Concrete's Motion to Dismiss.
Valley Concrete is a masonry and concrete company based in
Minnesota. Compl., ECF No. 1 [hereinafter Compl.], ¶ 2.
Defendant John E. Heinlein, Jr., and his spouse are the sole
owners and operators of the company. Id. ¶ 6.
John Heinlein Construction, Inc. (“Heinlein
Construction”), is a separate company, also owned by
Heinlein and his spouse, which filed for Chapter 7
bankruptcy. Id.; Answer, ECF No. 5, ¶ 12.
Bricklayers & Trowel Trades Pension Fund (the
“Fund”) is a multiemployer pension plan within
the meaning of the Employee Retirement Income Security Act
(“ERISA”), 29 U.S.C. § 1001 et seq.,
amended by Multiemployer Pension Plan Amendment Act
of 1980, Pub. L. No. 96-364, 94 Stat. 1208, codified
at 29 U.S.C. § 1381 et seq. In 2007, Heinlein
Construction entered into a collective bargaining agreement
with the Bricklayers & Trowel Trades International Union
and affiliated local unions, under which it agreed to make
payments to the Fund to finance employee benefits. Compl.
¶¶ 7-8. In the spring of 2010, Heinlein
Construction stopped making payments to the Fund after
terminating its collective bargaining agreement, but
continued performing the same type of work in the same
geographic area. Id. ¶ 10. The Fund determined
that Heinlein Construction had “completely
withdrawn” from the plan under 29 U.S.C. § 1383,
thereby triggering Heinlein Construction's statutory
obligation to make payments to the plan for unfunded vested
benefits, known as “withdrawal liability.”
See Id. §§ 1381, 1391; Compl. ¶¶
2013, Plaintiff, through its trustees, filed suit against
Heinlein Construction in this District Court. Complaint,
Boland v. John Heinlein Construction, No. 13-1099
(D.D.C. July 17, 2013), ECF No. 1. After Heinlein
Construction failed to respond to Plaintiff's Complaint
or otherwise defend against the case, Judge Sullivan entered
a default judgment in favor of Plaintiff for $237, 833.09, an
amount reflecting the sum of withdrawal liability, interest,
liquidated damages, and attorney's fees and costs.
Judgment, Boland v. John Heinlein Construction, No.
13-1099 (D.D.C. Nov. 21, 2013), ECF No. 10; Declaration of
David F. Stupar, Boland v. John Heinlein
Construction, No. 13-1099 (D.D.C. Nov. 18, 2013), ECF
No. 9-1, at 4-5. To date, Plaintiff has not received any
payment in satisfaction of that judgment.
is now back in this District Court, this time seeking to hold
Valley Concrete and John Heinlein accountable for withdrawal
liability and associated interest and damages. Plaintiff
asserts four claims, two against Valley Concrete and two
against John Heinlein. In Count I, Plaintiff seeks the
payment of withdrawal liability from Valley Concrete under
the theory that Valley Concrete and Heinlein Construction are
a single employer under ERISA and therefore Valley Concrete
is jointly and severally liable for Heinlein
Construction's withdrawal liability. Compl. ¶¶
27-28. In Count II, Plaintiff claims that Valley Concrete is
the alter ego of Heinlein Construction and, as such, is
liable for the full amount of the judgment entered by Judge
Sullivan. Id. ¶¶ 32-34. In Counts III and
IV, Plaintiff alleges, respectively, that John Heinlein is
personally liable for the debts of Valley Concrete and that
he breached his fiduciary duty to the Fund. Id.
the court is Defendant Valley Concrete's Motion to
Dismiss. It advances two grounds for dismissal: (1) lack of
subject matter jurisdiction under Rule 12(b)(1) of the
Federal Rules of Civil Procedure, and (2) lack of personal
jurisdiction under Rule 12(b)(2). Def. Valley Concrete's
Mot. to Dismiss, ECF No. 15, Mem. in Supp., ECF No. 15-1
[hereinafter Def.'s Mot.].
Dismissal for Lack of Subject Matter Jurisdiction Under Rule
motion filed under Rule 12(b)(1) challenges a court's
subject matter jurisdiction. On a Rule 12(b)(1) motion to
dismiss, Plaintiff bears the burden of establishing that the
court has subject matter jurisdiction over its claims.
See Lujan v. Defenders of Wildlife, 504 U.S. 555,
560-61 (1992). When deciding a motion under Rule 12(b)(1), a
court must accept all well-pleaded factual allegations in the
complaint as true. Jerome Stevens Pharm., Inc. v. Food
& Drug Admin., 402 F.3d 1249, 1253-54 (D.C. Cir.
2005). A court is not limited to the allegations made in the
complaint, but “may consider such materials outside the
pleadings as it deems appropriate to resolve the question
[of] whether it has jurisdiction to hear the case.”
Scolaro v. D.C. Bd. of Elections & Ethics, 104
F.Supp.2d 18, 22 (D.D.C. 2000), citing Herbert v.
Nat'l Acad. of Scis., 974 F.2d 192, 197 (D.C. Cir.
1992); see also Jerome Stevens Pharm., Inc., 402
F.3d at 1253-54.
Dismissal for Lack of Personal Jurisdiction Under Rule
motion to dismiss under Rule 12(b)(2) challenges whether a
federal court can exercise its jurisdiction over a particular
defendant. The plaintiff bears the burden of establishing
that the court has personal jurisdiction over each defendant
named in the complaint by coming forward with specific and
pertinent facts that connect the defendant to the forum.
Crane v. N.Y. Zoological Soc'y, 894 F.2d 454,
456 (D.C. Cir. 1990); Second Amendment Found. v. U.S.
Conference of Mayors, 274 F.3d 521, 524 (D.C. Cir.
2001). Unlike when evaluating a Rule 12(b)(1) motion to
dismiss, when making a personal jurisdiction determination
the court need not treat all the plaintiff's allegations
as true. Robinson v. Ashcroft, 357 F.Supp.2d 146,
148 (D.D.C. 2004). The court may, instead, “receive and
weigh affidavits and any other relevant matter to assist it
in determining the jurisdictional facts.” Jin v.
Ministry of State Sec., 335 F.Supp.2d 72, 77 (D.D.C.
2004) (internal quotation marks omitted). Any factual
discrepancies must be construed in favor of the plaintiff.
See Crane, 894 F.2d at 456.