United States District Court, D. Colorado
LILLIAN L. DAHLIN, an individual, Plaintiff,
WELLS FARGO BANK, N.A., WELLS FARGO & COMPANY, a California corporation, and WELLS FARGO & COMPANY SALARY CONTINUATION PAY PLAN, Defendants.
A. BRIMMER CHIEF UNITED STATES DISTRICT JUDGE.
matter comes before the Court on Defendants' Motion to
Dismiss [Docket No. 40]. The Court has jurisdiction pursuant
to 28 U.S.C. § 1331.
an action for benefits under the Employee Retirement Income
Security Act of 1974 (“ERISA”), 29 U.S.C. §
1001 et seq. Plaintiff was hired by Wells Fargo
Bank, N.A. (“Wells Fargo”) in 1986 to work as a
bank teller in Wells Fargo's branch office in Rifle,
Colorado. Docket No. 31 at 3, ¶ 13. Beginning in 2008,
oil and gas activity in the Rifle region declined and,
combined with the recession, adversely affected market
conditions. Id., ¶¶ 17-18. As businesses
in Rifle were failing, Wells Fargo transferred two of
plaintiff's biggest accounts to a younger banker in Avon,
Colorado. Id., ¶ 18. Despite the declining
market conditions around Rifle, plaintiff was expected to
meet the same sales goals as bankers in larger Colorado
cities such as Boulder, Denver, and Grand Junction.
Id. at 3, ¶ 19. On April 29, 2016, Wells Fargo
terminated plaintiff's employment citing “poor
performance.” Id., ¶ 20. Following
plaintiff's termination, Wells Fargo conceded that its
sales goals were unrealistic, eliminated those sales goals,
and did not hire anyone new to fill plaintiff's position.
Id. at 3-4, ¶¶ 21, 23.
time of plaintiff's termination, Wells Fargo had a
welfare benefit plan, the Wells Fargo & Company Salary
Continuation Pay Plan (the “Plan”) under which an
employee could receive salary continuation pay if her
position was eliminated. Id. at 4, ¶¶
24-25. A full-time employee with over twenty-five years of
service, such as plaintiff, was eligible for sixteen months
of salary continuation pay. Id., ¶ 26. Under
the terms of the Plan, however, a Plan participant becomes
“immediately ineligible for salary continuation
pay” if she is “discharged for a reason other
than a qualifying event (including but not limited to poor
performance, violation of Wells Fargo's Code of Ethics
and Business Conduct, or Wells Fargo's employment
policies).” Docket No. 27-1 at 4.
her termination, plaintiff submitted a claim for benefits to
Wells Fargo & Company (the “Plan
Administrator”). Id. at 2, 5, ¶¶ 9,
29. On July 18, 2016, the Plan Administrator denied
plaintiff's claim on the ground that plaintiff was
ineligible for salary continuation pay under the Plan.
Id. at 5, ¶ 30. Plaintiff's appeal, filed
on September 15, 2016, was rejected by the Salary
Continuation Pay Plan Appeals Committee on October 28, 2016.
Id., ¶ 32. Neither the Plan Administrator nor
the Appeals Committee investigated plaintiff's
allegations that “(i) the depressed market conditions
in the Rifle area made it impossible for any business manager
to meet Wells Fargo's unreasonable sales performance
production standards; and (ii) the market conditions clearly
warranted the elimination of [plaintiff's]
position.” Id., ¶¶ 31, 33. In
addition, the Plan Administrator “failed to give a full
and fair investigation of [plaintiff's] claims that she
was effectively terminated for ‘position
elimination' rather than ‘poor performance' and
therefore interfered with [plaintiff's] rights under the
Plan.” Id. at 6, ¶ 36.
filed this lawsuit in the District Court for Garfield County,
Colorado on February 12, 2018. Docket No. 1-1 at 1. On March
8, 2018, W ells Fargo removed the case to this Court on the
basis of diversity and federal question jurisdiction. Docket
No. 1. In the operative complaint, filed on May 2, 2018,
plaintiff asserts two causes of action: (1) interference with
protected rights under ERISA § 510, 29 U.S.C. §
1140, against Wells Fargo; and (2) denial of benefits under
ERISA § 502(a), 29 U.S.C. § 1132(a), against the
Plan and the Plan Administrator. Docket No. 31 at
On June 5, 2018, defendants moved to dismiss the complaint
under Fed.R.Civ.P. 12(b)(6) and 12(c). Docket No. 40.
Plaintiff filed a response on June 26, 2018, Docket No. 45,
to which defendants replied on July 10, 2018. Docket No. 49.
survive a motion to dismiss under Rule 12(b)(6) of the
Federal Rules of Civil Procedure, a complaint must allege
enough factual matter that, taken as true, makes the
plaintiff's “claim to relief . . . plausible on its
face.” Khalik v. United Air Lines, 671 F.3d
1188, 1190 (10th Cir. 2012) (citing Bell Atl. Corp. v.
Twombly, 550 U.S. 544, 570 (2007)). “[W]here the
well-pleaded facts do not permit the court to infer more than
the mere possibility of misconduct, the complaint has alleged
- but it has not shown - that the pleader is entitled to
relief.” Ashcroft v. Iqbal, 556 U.S. 662, 679
(2009) (internal quotation marks and alteration marks
omitted); see also Khalik, 671 F.3d at 1190
(“A plaintiff must nudge [his] claims across the line
from conceivable to plausible in order to survive a motion to
dismiss.” (quoting Twombly, 550 U.S. at 570)).
If a complaint's allegations are “so general that
they encompass a wide swath of conduct, much of it innocent,
” then plaintiff has not stated a plausible claim.
Khalik, 671 F.3d at 1191 (quotations omitted). Thus,
even though modern rules of pleading are somewhat forgiving,
“a complaint still must contain either direct or
inferential allegations respecting all the material elements
necessary to sustain a recovery under some viable legal
theory.” Bryson v. Gonzales, 534 F.3d 1282,
1286 (10th Cir. 2008) (alteration marks omitted).
Court reviews a motion for judgment on the pleadings pursuant
to Fed.R.Civ.P. 12(c) using the same standard that applies to
a motion brought under Rule 12(b)(6). See Adams v.
Jones, 577 Fed.Appx. 778, 781-82 (10th Cir. 2014)
(unpublished) (“We review a district court's grant
of a motion for judgment on the pleadings de novo,
using the same standard that applies to a Rule 12(b)(6)
motion.” (internal quotation marks omitted)). Thus, the
Court “accept[s] all facts pleaded by the non-moving
party as true and grant[s] all reasonable inferences from the
pleadings in favor of the same.” Id. at 782
(internal quotation marks omitted). Judgment on the pleadings
is appropriate if “the moving party has clearly
established that no material issue of fact remains to be
resolved and the party is entitled to judgment as a matter of
law.” Id. (internal quotation marks omitted).
Interference with Benefits Under ERISA §
argue that plaintiff's first claim for relief should be
dismissed because plaintiff makes “only conclusory
allegations” that are insufficient to show that Wells
Fargo acted with the specific intent to interfere with
plaintiff's rights under ERISA. Docket No. 40 at 9-10.
510 of ERISA makes it “unlawful for any person to
discharge, fine, suspend, expel, discipline, or discriminate
against a participant or beneficiary . . . for the purpose of
interfering with the attainment of any right to which such
participant may become entitled under the plan.” 29
U.S.C. § 1140. “This prohibition includes
characterizing an employee's termination as one
‘for cause' for the purpose of unlawfully denying
that employee severance benefits.” Madera v. Marsh
USA, Inc., 426 F.3d 56, 61 (1st Cir. 2005); see also
Furcini v. Equibank, NA, 660 F.Supp. 1436, 1439 (W.D.
Pa. 1987) (recognizing a ...