United States District Court, D. Connecticut
RULING ON PLAINTIFF'S MOTION TO AMEND
A. BOLDEN UNITED STATES DISTRICT JUDGE.
Verdone (“Plaintiff”) filed a Complaint alleging
that her former employers, Greenleaf Biofuels, Kolmar
Americas, and American Greenfuels, LLC (collectively
“Defendants”) discriminated against her because
of her gender and disability. American Greenfuels filed a
12(b)(6) Motion to Dismiss under Rule 12(b)(6) on October 14,
2016. Defendant American Greenfuels argued that Counts Three,
Five, Eight, Nine, and Ten of Ms. Verdone's
Plaintiff's Complaint were factually insufficient and
should be dismissed. See Def.'s Mot. to Dismiss, ECF No.
48. On June 30, 2017, Ms. Verdone filed a motion to amend her
Complaint, seeking to add claims for retaliation under the
state and federal Equal Pay Acts. See Mot. Amend, ECF No. 85;
Proposed Am. Compl., ECF No. 85-1. For the reasons that
follow, Ms. Verdone's motion is GRANTED.
FACTUAL AND PROCEDURAL BACKGROUND
Verdone filed a Complaint with this Court on July 27, 2016.
In the Complaint, Ms. Verdone alleged that her former
employers, Greenleaf Biofuels, Kolmar Americas, and American
Greenfuels, LLC discriminated against her based on her gender
and disability. Defendant Greenleaf Biofuels, LLC
(“Greenleaf”) is a Connecticut limited liability
company with its principal place of business in New Haven,
CT. Compl. ¶ 6. Kolmar Americas, Inc.
(“Kolmar”), a Delaware corporation with its
principal place of business at Bridgeport, Connecticut,
purchased Greenleaf in 2013. Defendant American Greenfuels,
LLC (“American Greenfuels”), also a Delaware
limited liability company with its principal place of
business in Bridgeport, Connecticut, merged with Greenleaf in
December 2015. Id. at ¶ 18.
the causes of action Ms. Verdone raised in the Complaint were
Count Three, which alleged a violation of the Equal Pay Act
of 1964, 29 U.S.C. § 206(d), et. seq.
(“EPA”), and Count Five, which alleged a
violation of the Connecticut Wage & Hour Laws Prohibiting
Discrimination in Compensation of Wages, Conn. Gen. Stat.
§ 31-75, et seq. On October 14, 2017, Defendant American
Greenfuels (“Greenfuels”) filed a Motion to
Dismiss under Rule 12(b)(6). In this motion, Greenfuels
argued that Counts Three, Five, Eight, Nine, and Ten of Ms.
Verdone's Complaint were factually insufficient and
should be dismissed. See Def.'s Mot. to Dismiss, ECF No.
Complaint, Ms. Verdone alleged that, in June 2012, she worked
for Defendant Greenleaf and was managing all of
Greenleaf's human resources matters. Compl. ¶ 39.
She also alleged that she developed Greenleaf's human
resources department. Id. at ¶ 40. She further
alleged that Kolmar, which invested in and subsequently took
control of Greenleaf in 2013, hired Kevin Ovian, a male, as a
“Business Director.” Id. at ¶¶
13, 57. Kolmar allegedly paid Mr. Ovian $150, 000 a year,
more than it paid Ms. Verdone. Id. at ¶¶
57, 61. Mr. Ovian's responsibilities included human
resources, though he had no experience in human resources.
Id. at ¶¶ 57, 60. After Kolmar hired Mr.
Ovian, Ms. Verdone allegedly “continued to manage human
resources for the Defendants, including overseeing all human
resources matters handled by Ovian.” Id. at
61. In August 2014, Mr. Ovian “began to take on human
resources projects without [Ms. Verdone's]
involvement.” Id. at ¶ 63. Ms. Verdone
asked Gus Kellogg, the company's Chief Operating Officer,
if she was still head of human resources. Id. Mr.
Kellogg told her Ms. Verdone that her role had not changed
after Mr. Ovian's hiring. Id. After this,
Defendants allegedly “began to exclude [Ms. Verdone]
from all high-level management meetings, including meetings
related to human resources.” Id. at ¶ 64.
Ms. Verdone alleges that Defendants terminated her on
November 13, 2014, and challenges the termination as
discriminatory. Id. at ¶¶ 85-86. After
filing a Complaint with the Connecticut Commission on Human
Rights and Opportunities (“CHRO”) and receiving a
release of jurisdiction, Ms. Verdone filed her Complaint.
Id. at ¶¶ 93-95.
October 5, 2016, after a conference with the parties, the
Court entered a scheduling order that provided that Ms.
Verdone would amend her pleadings by November 4, 2016 and
created a discovery deadline of September 29, 2017. See ECF
No. 44. On June 30, 2017, Ms. Verdone filed a motion to amend
her Complaint, seeking to add claims for retaliation under
the federal and state Equal Pay Acts. See Mot. Amend, 1
(citing 29 U.S.C. § 215(a)(3) and Conn. Gen. Stat.
§ 31-75). In her proposed Amended Complaint, Ms. Verdone
labeled these causes of action Counts Eleven and Twelve,
provides that “[t]he court should freely” grant
leave to amend “when justice so requires.”
Fed.R.Civ.P. 15(a)(2). In considering whether to grant a
litigant leave to amend, the Court considers such factors as
undue delay, bad faith, dilatory motive, undue prejudice, and
futility of amendment. See Foman v. Davis, 371 U.S.
178, 182 (1962); see also Block v. First Blood
Assocs., 988 F.2d 344, 350 (2d Cir. 1993) (“The
rule in this Circuit has been to allow a party to amend its
pleadings in the absence of a showing by the nonmovant of
prejudice or bad faith.”). “Mere delay, however,
absent a showing of bad faith or undue prejudice, does not
provide a basis for a district court to deny the right to
amend.” State Teachers Ret. Bd. v. Fluor
Corp., 654 F.2d 843, 856 (2d Cir.1981) (internal
gauging prejudice, ” a court considers, “among
other factors, whether an amendment would require the
opponent to expend significant additional resources to
conduct discovery and prepare for trial or significantly
delay the resolution of the dispute.” Ruotolo v.
City of New York, 514 F.3d 184, 192 (2d Cir.2008)
(internal citations omitted). “Undue prejudice arises,
” for example, “when an amendment comes on the
eve of trial and would result in new problems of
proof.” Id. (quoting Fluor Corp., 654
F.2d at 856) (internal quotation marks and alteration
omitted). Nonetheless, “allegations that an amendment
will require the expenditure of additional time, effort, or
money do not themselves constitute undue prejudice.”
Fresh Del Monte Produce, Inc. v. Del Monte Foods,
Inc., 304 F.R.D. 170, 174-75 (S.D.N.Y. 2014) (internal
citations omitted). Therefore, “the fact that the
opposing party will have to undertake additional discovery,
standing alone, does not suffice to warrant denial of a
motion to amend a pleading.” Id. (quoting
U.S. ex rel. Mar. Admin. v. Cont'l Ill. Nat'l
Bank & Trust Co. of Chi., 889 F.2d 1248, 1255 (2d
Cir.1989)). The decision to grant or deny leave to amend
under Rule 15(a)(2) is within the trial court's
discretion. See, e.g., Zenith Radio Corp. v. Hazeltine
Research, Inc., 401 U.S. 321, 330 (1971) (citing
Foman, 371 U.S. at 182).
factor the court must consider is the “futility of
amendment.” Foman, 371 U.S. at 182. A proposed
amendment is futile if it fails to state a claim that would
survive a motion to dismiss under Federal Rule of Civil
Procedure 12(b)(6). Lucente v. Int'l. Bus. Machs.
Corp., 310 F.3d 243, 258 (2d Cir. 2002).
16(b) provides that scheduling orders “must limit the
time ... to amend the pleadings.” Fed.R.Civ.P.
16(b)(3)(A). Once it is entered, a scheduling order may be
modified only for “good cause.” Fed.R.Civ.P.
16(b)(4). The policy behind this rule is to “assure[ ]
that at some point both the parties and the pleadings ...