United States District Court, D. Connecticut
RULING ON DEFENDANT’S MOTION FOR JUDGMENT ON
THE PLEADINGS (DOC. NO. 64)
C. Hall United States District Judge
Theodore Rapp and Christy Rapp (“the Rapps”)
bring this action against the defendant, Henkel of America,
Inc. (“Henkel”), under the Employee Retirement
Income Security Act of 1974 (“ERISA”). The Rapps
assert claims of wrongful denial of pension benefits and
breach of fiduciary duty. See Compl. (Doc. No. 1)
¶¶ 37, 49. Henkel has filed a Motion for Judgment
on the Pleadings (“Motion”) (Doc. No. 64). For
the reasons that follow, defendant’s Motion is granted
STANDARD OF REVIEW
deciding a motion for judgment on the pleadings, pursuant to
Federal Rule of Civil Procedure 12(c), courts must
“employ the same standard applicable to Rule 12(b)(6)
motions to dismiss.” Vega v. Hempstead Union Free
Sch. Dist., 801 F.3d 72, 78 (2d Cir. 2015). Therefore,
courts “accept all factual allegations in the complaint
as true and draw all reasonable inferences in
[plaintiffs'] favor.” Hayden v. Paterson,
594 F.3d 150, 160 (2d Cir. 2010). To survive a Rule 12(c)
motion, a complaint must contain sufficient factual matter,
accepted as true, to state a claim to relief that is
plausible on its face. Id.
1974 through 1986, Mr. Rapp worked at the Dexter Corporation.
Dexter maintained a retirement pension plan for its employees
(the “Dexter Plan”) and through this plan Mr.
Rapp acquired a deferred vested pension plan. Compl.
¶¶ 8, 9. On January 25, 1988, Mr. Rapp received a
letter from Dexter’s Human Resources
(“Notification of Benefits”) explaining that Mr.
Rapp would be entitled to pension benefits under the Dexter
Plan when he attained the age of 65. The Notification of
Benefits further stated that Mr. Rapp’s first day of
normal retirement would begin on December 1, 2006.
Id. ¶ 10.
2000, the Dexter Plan was transferred to Loctite, an
affiliate of Henkel, following Loctite’s acquisition of
certain lines of business from Dexter. The Dexter Plan was
then renamed the Loctite/Dexter Pension Plan. Id.
April 1, 2001, Loctite and Henkel merged the Loctite/Dexter
Pension Plan into a separate retirement plan maintained by
Henkel (the “Plan”). All remaining liabilities
and assets of the Loctite/Dexter Plan, including the
responsibility for the payment of Mr. Rapp’s pension
benefits under the Dexter Plan, were transferred to the Plan.
Id. ¶ 17.
April 21, 2017, Mr. Rapp submitted a “Claim Initiation
Form” to Henkel, seeking the pension benefits he
acquired while working for Dexter. Id. at 19. Henkel
denied Mr. Rapp’s request. The Claim Denial stated that
Henkel had no record of Mr. Rapp’s employment with
Dexter. It further stated that, “when Henkel acquired
Dexter in 2001, a list was complied of all Dexter employees
whose outstanding pension benefit obligations were
transferred to Henkel. Henkel has confirmed that you are not
on that list.” Id. at 20. Mr. Rapp appealed
the denial of his benefits. Id. ¶ 21.
letter dated March 16, 2018, Henkel’s Benefit Plans
Administrative Committee denied Mr. Rapp’s appeal.
Id. ¶ 23. The Denial of Appeal stated that the
Committee acknowledged that Mr. Rapp had worked for Dexter
and had been entitled to pension benefits under the Dexter
Plan at some point in time. However, because the list that
Henkel complied of all Dexter employees (the “Dexter
List”) did not include Mr. Rapp’s name, Henkel
had no record of Mr. Rapp’s entitlement to pension
benefits under the Plan. Id.
Rapps have pled two counts under ERISA. In Count One, they
seek to recover the benefits due to them under the Plan under
section 502(a)(1)(B) of ERISA, section 1132(a)(1)(B) of title
29 of the United States Code. Id. ¶ 37. In
Count Two, they allege breach of fiduciary duty and seek
equitable relief under section 1132(a)(3). Id.
¶ 49. In response, Henkel argues that both claims are
time barred. See Defendant’s Memorandum in
Support of Its Motion for Judgment on the Pleadings
(“Deft.’s Mem. in Supp.”) (Doc. No. 64-1)
at 4, 6. Henkel further argues that the Rapps’ breach
of fiduciary claim is impermissibly duplicative of their
claims in Count One. Id. at 8. Finally, Henkel
argues that the action is barred by the doctrine of laches.
Id. at 10.
preliminary matter, the Rapps argue that Henkel waived the
right to invoke the statute of limitations defenses by
failing to assert them in the claim and appeal denial
letters. Plaintiffs’ Opposition to Defendant’s
Motion (“Pl.s’ Opp.”) (Doc. No. 81) at
7–11. This claim fails. Although the Second Circuit has
held that the doctrine of wavier applies to an ERISA action,
see Lauder v. First Unum Life Ins. Co,, 284 F.3d
375, 381 (2d Cir. 2002), it has so found under two
circumstance not present here. In Lauder, First
Unum, the plan administrator, “knew of Lauder's
claim of disability, chose not to investigate it, and chose
not to challenge it.” Id. at 382. Instead,
First Unum denied Lauder’s request for disability on
the grounds that she was not an eligible participant.
Id. at 378. The Second Circuit, therefore, held that
First Unum had waived its right to rely on lack of disability
as a defense to Lauder's claim. Id. at 382.
Unum’s waiver of its defense of lack of disability is
substantively different from Henkel’s statute of
limitations defense. Unlike First Unum, Henkel is not
attempting to raise new substantive grounds for denying the
Rapps’ claim different from those raised during the
administrative process. They are, instead, asserting a
defense to a “judicial action,” which
“[o]ne would hardly expect a plan administrator”
to assert “in the context of an administrative
claim.” Kunsman v. Conkright, 977 F.Supp.2d
250, 263 (W.D.N.Y. 2013) (“[Lauder] is
inapposite. Lauder involved an insurer's waiver
of its defense of lack of disability. That is substantively
different from a limitations defense to a judicial
action.”). Even more, the concerns identified by the
court in Lauder are absent here. Lauder
“raise[d] the concern that plan administrators like
First UNUM will try the easiest and least expensive means of
denying a claim while holding in reserve another, perhaps
stronger, defense should the first one fail.” 284 F.3d
at 382. Here, there is no indication that Henkel engaged in
these manipulative strategies. The facts of the Complaint
suggest that Henkel denied the Rapps’ claim out of its
belief that Rapp was not on the Dexter List and that Rapp was
therefore not entitled to pension benefits under the Plan.
Compl. ¶¶ 20, 23. See Gordon v. Deloitte &
Touche, LLP Grp. Long Term Disability Plan, 749 ...