Paul v. Detroit Edison Co. et al

Filing 28

OPINION and ORDER GRANTING 21 Documentation filed by John Paul, Jr. [CONSTRUED AS MOTION FOR SUMMARY JUDGMENT], DENYING 25 MOTION to Dismiss, DENYING 13 MOTION to consider relevant union contract issue not included in current case summar y in force at the tme of plaintiff's retirement by John R. Paul, Jr., DENYING 14 MOTION to consider relevant case history and inclusion in the case summary by John R. Paul, Jr., DENYING 20 MOTION for Summary Judgment. Signed by District Judge Sean F. Cox. (JMcC)

UNITED STATES DISTRICT COURT
EASTERN DISTRICT OF MICHIGAN
SOUTHERN DIVISION
JOHN R. PAUL, JR.,
Plaintiff,
v.

Case No. 13-14256
Hon. Sean F. Cox

DETROIT EDISON CO., and MICH.
CONSOLIDATED GAS CO. PENSION PLAN
Defendants.
and
DETROIT EDISON CO., and MICH.
CONSOLIDATED GAS CO. PENSION PLAN,
Counter-Plaintiffs,
v.
JOHN R. PAUL, JR.
Counter-Defendant.
__________________________________________/
OPINION AND ORDER

I. INTRODUCTION
This matter is before the Court on: (1) Plaintiff’s Motion to Consider Relevant Union
Contract Issue [Dkt. 13]; (2) Plaintiff’s Motion to Consider Relevant Case History and Inclusion
in the Case Summary [Dkt. 14]; (3) Plaintiff’s Motion for Summary Judgment [Dkt. 21]; (4)
Defendants’ Motion for Summary Judgment [Dkt. 20]; and (5) Plaintiff’s Motion to Dismiss
Defendants’ Counter Claim [Dkt. 25]. Each motion has been briefed by the parties. The Court
held oral argument on the motions on March 17, 2015, and all parties were in attendance. For

the following reasons, Plaintiff’s Motion for Summary Judgment is GRANTED, and the
remaining motions are DENIED.
II. BACKGROUND
John R. Paul, Jr. (“Plaintiff”) was employed by Michigan Consolidated Gas Company
(“MichCon”) from March 5, 1984 through July 1, 2009. Plaintiff switched between unionized
and non-unionized positions during his employment:
(1) Plaintiff worked as a “temporary employee” from March 5, 1984 through July
10, 1988. He was not a participant in any benefit plan sponsored by MichCon
during this period;
(2) Plaintiff worked as a “regular employee” from July 11, 1988, through
November 23, 1991, during which time he was represented by Local 223 of the
Utility Workers Union of America (“Local 223”) and accrued years of credited
service in the Michigan Consolidated Gas Company Pension Plan (n/k/a the DTE
Gas Company Retirement Plan for Employees Covered by Collective Bargaining
Agreements) (the “Plan”);
(3) Plaintiff worked as a non-union employee from November 24, 1991, through
March 28, 1992, during which time he accrued years of credited service under the
MCN Energy Group Retirement Plan (n/k/a the DTE Energy Company
Retirement Plan) (the “DTE Plan”); and
(4) Plaintiff transferred back to a union position from March 29, 1992, through his
retirement on July 1, 2009, during which time he was again represented by Local
223 and resumed accruing years of credited service under the Plan.
See Dkt. 20, pp. 2-3.
Plaintiff began considering retirement in late 2007. See Mot. Summ. J. Hr’g Tr. 5, Mar.
17, 2015. At that time, Plaintiff requested and received a Pension Calculation Statement
estimating his potential retirement benefits from Aon Hewitt, the third-party administrator for the
Plan and the DTE Plan. Plaintiff also received Pension Calculation Statements during the
summer of 2008, on April 13, 2009, and at his May 6, 2009 retirement interview. See Mot.
Summ. J. Hr’g Tr. 12, 14-16, Mar. 17, 2015. The “baseline information,” such as Plaintiff’s

2

personal identifying information, credited service calculations, and date of hire were identical on
all four Pension Calculation Statements. See Mot. Summ. J. Hr’g Tr. 8, 12, Mar. 17, 2015. The
date of hire listed on the Pension Calculation Statements was March 5, 1984. See Mot. Summ. J.
Hr’g Tr. 8, 12, Mar. 17, 2015. See also Dkt. 20 Ex. 3 p. 2.
At 1:00 p.m. on May 6, 2009, Plaintiff and his wife attended a retirement interview at the
Local 223 Union Hall on Commerce Drive in Dearborn, Michigan. See Mot. Summ. J. Hr’g Tr.
17-18, Mar. 17, 2015. A company representative acting on behalf of Defendants facilitated the
meeting. The company representative brought a series of retirement documents for Plaintiff and
his wife, and he reviewed those documents with Plaintiff. See Mot. Summ. J. Hr’g Tr. 17, Mar.
17, 2015.

A Pension Calculation Statement was among those documents (hereinafter the

“Retirement Interview Statement”). See Mot. Summ. J. Hr’g Tr. 17-18, Mar. 17, 2015. Plaintiff
and the company representative discussed the lump-sum payment and monthly annuity payment
that Plaintiff would receive upon retirement. See Mot. Summ. J. Hr’g Tr. 24, Mar. 17, 2015.
Plaintiff and the company representative also discussed Plaintiff’s hire date and the calculation
of Plaintiff’s years of credited service. Given the union and non-union positions Plaintiff held
during his employment, Plaintiff questioned the company representative about the computation
of his years of credited service; specifically, Plaintiff questioned what effect the transfers
between union and non-union jobs would have on the accrual of his years of credited service.
See Mot. Summ. J. Hr’g Tr. 18-20, Mar. 17, 2015. The company representative indicated that
the information on the Retirement Interview Statement was correct, as Plaintiff’s pension was
calculated using the March 5, 1984 hire date listed among the baseline information. See Mot.
Summ. J. Hr’g Tr. 19-20, 22, Mar. 17, 2015. The company representative further explained that,
from Plaintiff’s original hire date of March 5, 1984, Plaintiff’s four pensions would all be

3

bridged together. See Mot. Summ. J. Hr’g Tr. 18-20, 22, Mar. 17, 2015; See also Scheduling
Conference Tr. 9-10, Apr. 23, 2014; See also Dkt. 21, p. 3.
The Retirement Interview Statement indicated that Plaintiff had accrued 23.9701 “Benefit
Service (years).” Dkt. 21, p. 3. This figure, which was provided on the first page of that
statement among the previously mentioned baseline information, was preceded by the following
language at the top of the page:
Your benefit from the MichCon Retirement Plan was calculated based on the
information listed below as of April 1, 2009. Once your calculation data is final,
we’ll recalculate your benefit and notify you if there is a change.
Id. The cover letter accompanying the Retirement Interview Statement, however, included this
language:
Call the Your Benefits Resources Center if there are any changes in the
information on the Pension Calculation Statement that was used to calculate your
benefit. A change in any of the information could cause a difference in the actual
benefit you receive.
See Dkt. 20 Ex. 2 p. 2.
The company representative also presented Plaintiff and his wife with a MichCon
Retirement Plan Pension Election Authorization Form (“Authorization Form”) at the retirement
interview. The Authorization Form provided the specific benefits Plaintiff and his wife would
receive during his retirement, among them a 70% lump sum payment of $93,169.71, as well as
monthly annuity payments in the amount of $772.17, effective July 1, 2009. Dkt. 20 Ex. 4 p. 3.
These amounts were consistent with those stated in the Retirement Interview Statement. See
Mot. Summ. J. Hr’g Tr. 18-20, 22, 24, Mar. 17, 2015. After reviewing the documents and
discussing the aforementioned information with the company representative, Plaintiff and his
wife signed the Authorization Form. See Mot. Summ. J. Hr’g Tr. 20, Mar. 17, 2015. The
Authorization Form included this language:
4

[I certify] that I understand that DTE Energy reserves the right to correct any
errors. If it’s determined at any time that the information provided on this
statement conflicts with the benefit defined by the [Plan], the [Plan] will prevail.
Under the law, a plan must be operated in accordance with its terms.
See Dkt. 20 Ex. 7 p. 30-34. The company representative witnessed the signatures and took the
documents at the conclusion of the meeting. See Mot. Summ. J. Hr’g Tr. 24, Mar. 17, 2015.1
Plaintiff retired on July 1, 2009, two years prior to when he would have been eligible to
receive an unreduced early retirement benefit under the Plan. Sometime during an audit in 2011,
Aon Hewitt discovered that the years of credited service used to calculate Plaintiff’s pension
benefit were overstated by 3.00365 years. Dkt. 20 Ex. 4 p. 2. Plaintiff’s benefits had been
incorrectly based on 23.9701 years of credited service instead of 20.96645 years. Id. According
to Defendants, this error was the result of miscalculating Plaintiff’s years of credited service
earned under the Plan before 2003. Id.
Defendants notified Plaintiff of the error in a December 27, 2011 “Overpayment Notice.”
The Overpayment Notice stated:
According to our records, you were originally hired as a temporary employee
from 3/5/1984 through 7/10/1988. Because you were not a participant in any
pension plan during this time, this period of employment is not added to your total
years of credited service.
Id. The Overpayment Notice stated that Plaintiff’s monthly annuity would be reduced by $54.42
per month, and that his lump sum payment was overstated by $14,429.36. Id. at 3-4. The
Overpayment Notice provided Plaintiff with several options for repaying a total of $17,776.35 in
excess benefits plus investment earnings. Dkt. 20 Ex. 4 p. 4-5.

1

Defendants do not dispute that Plaintiff and his wife met with a company representative on
May 6, 2009, who reviewed Plaintiff’s retirement documents with Plaintiff and witnessed the
execution of the Authorization Form on behalf of Defendants. See Mot. Summ. J. Hr’g Tr. 17,
Mar. 17, 2015.
5

On February 3, 2012, Plaintiff filed a claim objecting to the correction of his benefits
under an equitable estoppel argument. Plaintiff’s claim stated, in part:
On 4 separate occasions MichCon provided me with a pension statement[], on all
of these statements all the dates were generated by your staff and they all were the
same.
This oversight was a result of MichCon’s neglect and if this was discovered at the
time of my accepting your pension final offer I WOULD NOT HAVE RETIRED,
[a]nd worked the additional years to full retirement. This oversight on your part
has caused irreparable financial damage. By retiring at age 60 I lost 10% of the
MichCon portion of my retirement and two years salary and benefits. Based on
your calculations I elected to collect social security two years after I retired, also
at a discount. At my retirement briefing your representative said all these figures
were correct.
Now two and a half years after I retired you discover that YOU miscalculated my
years of service.
Dkt. 20 Ex. 5 p. 2-3.
The DTE Energy Benefit Plan Administration Committee’s Designated Representative
(the “Designated Representative”) denied Plaintiff’s claim on May 7, 2012. See Dkt. 20 Ex. 7.
Plaintiff appealed the Designated Representative’s decision on May 10, 2012, again under an
equitable estoppel argument. See Dkt. 20 Ex. 8. On August 31, 2012, the DTE Energy Plan
Qualified Plan Appeals Committee (the “Committee”) notified Plaintiff of its decision regarding
his appeal of the denial of his claim. The Committee: (a) denied Plaintiff’s appeal as it related to
the correction of his monthly annuity payment; but (b) reversed the Designated Representative’s
decision requiring Plaintiff to repay the excess benefits. See Dkt. 20 Ex. 12. Therefore, under
the Committee’s decision, Plaintiff’s monthly annuity payment remained $54.42 lower than
before the recalculation, however, Plaintiff was not required to repay the excess benefits he
received in error. The Committee’s decision was conditioned on Plaintiff not seeking payment

6

of a MichCon Special Lump Sum Severance Benefit in the amount of $6,884.49 before interest,
to which he was apparently entitled at the time.
Proceeding pro se, Plaintiff filed this suit in the 33rd District Court in Wyandotte,
Michigan, on August 30, 2013, naming Detroit Edison Co. (“DTE”) and the Plan as Defendants.
In his complaint, Plaintiff alleged that DTE modified his retirement agreement two years after he
retired and without his consent. See Dkt. 1. Ex. 1 p. 3. Plaintiff seeks the payment of all monies
owed to him, as well as $25,000.00 in costs and damages. On October 7, 2013, Defendants
removed this matter to this Court on the basis of federal question jurisdiction. On October 31,
2013, Defendant-Plan filed a counterclaim under which it seeks from Plaintiff the repayment of
the overstated initial lump sum payment of $14,429.36. See Dkt. 7 p. 7-9.
Plaintiff and Defendants respectively seek summary judgment under Fed. R. Civ. P. 56.
Plaintiff also filed: (1) a motion to consider relevant union contract; (2) a motion to consider
relevant case history; and (3) a motion to dismiss Defendants’ counter-claim.
III. PLAINTIFF’S MOTION TO CONSIDER RELEVENT UNION CONTRACT
Plaintiff requests that the Court consider a portion of the “relevant union contract . . . not
included in current case summary in force at the time of Plaintiff’s retirement.” Dkt. 13 p. 1.
Specifically, he requests that the Court include in the administrative record a portion of the “gas
addendum to the union contract and relevant section (early retirement factor and early retirement
date) relating to page 000072 of the current administrative record.” Id. at 2.
The Court finds that the specific portion of the union contract and verbatim language
Plaintiff seeks to add is already included in the administrative record. See Dkt. 20, Ex. 19, p.
228. Therefore, Plaintiff’s request is moot because the document Plaintiff wishes to include is

7

already in the record. Accordingly, Plaintiff’s Motion to Consider Relevant Union Contract
[Dkt. 13] is denied as moot.
IV. PLAINTIFF’S MOTION TO CONSIDER RELEVANT CASE HISTORY AND
INCLUSION IN THE CASE SUMMARY
Plaintiff seeks to add two exhibits to the administrative record: (1) a copy of the Sixth
Circuit Court of Appeals’ decision in Bloemker v. Local 265, 605 F.3d 436 (6th Cir. 2010), in
which that Court held that a pension plan participant may pursue an equitable estoppel claim
under ERISA; and (2) a document titled “Early Retirement Pension Benefits—Participant’s
Right to Sue When Plan Attempts to Change Promised Benefit.” Plaintiff characterizes the
second document as “a brief summary of comparisons and similarities to the Plaintiff’s case.”
Dkt. 14 p. 2. Defendants respond that neither the Bloemker decision nor the accompanying
analysis should be included in the administrative record because neither was considered by the
Committee in rendering its decision.
The Court agrees with Defendants. To the extent Plaintiff seeks to add the exhibits to the
administrative record, Plaintiff’s request is improper. To the extent Plaintiff requests that the
Court consider his equitable estoppel claim through the lens of Bloemker and its progeny,
however, that request is moot because the same arguments are raised in Plaintiff’s motion for
summary judgment, and the Court addresses those arguments below. Accordingly, Plaintiff’s
Motion to Consider Relevant Case History and Inclusion in the Case Summary [Dkt. 14] is
denied.
V. CROSS-MOTIONS FOR SUMMARY JUDGMENT
A. STANDARD OF REVIEW
Defendants rely on Schwalm v. Guardian Life Ins. Co. of America for the proposition
that, because the Plan grants discretionary authority to the Plan Administrator to interpret the
8

terms of the Plan and determine eligibility for and entitlement to benefits, the deferential
“arbitrary and capricious” standard of review applies to Plaintiff’s claim. 626 F.3d 299, 308 (6th
Cir. 2010). Under that standard, the Court would review the Plan and the administrative record
to determine whether a rational decision was made. Id. The Court disagrees.
Plaintiff does not challenge the plan administrator’s interpretation of the ERISA plan;
rather, Plaintiff brings a common law claim that the Plan should be estopped from enforcing the
terms of the Plan. Plaintiff’s estoppel claim is not based solely on the administrative record and
may require the Court to consider material outside the administrative record. See Spiewacki v.
Ford Motor Co., 18 F.Supp.3d. 902, 906 (N.D. Ohio, 2014) (citing Sprague v. General Motors
Corp., 133 F.3d 388 (6th Cir. 1998)); see also Moore v. Lafayette Life Ins. Co., 458 F.3d 416,
427 (6th Cir. 2006) (“Claims for breaches of fiduciary duty and promissory estoppel are not
claims for denial of benefits and are therefore addressed in the first instance in the district court,
requiring no deference to any administrator's action or decision.”) Accordingly, the Court finds
it appropriate to review the cross-motions under the summary judgment standard.
“The court shall grant summary judgment if the movant shows that there is no genuine
dispute as to any material fact and the movant is entitled to judgment as a matter of law.” Fed.
R. Civ. P. 56(a). See also Celotex Corp. v. Catrett, 477 U.S. 317, 322 (1986) (“[T]he plain
language of Rule 56[] mandates the entry of summary judgment . . . against a party who fails to
make a showing sufficient to establish the existence of an element essential to that party’s case,
and on which that party will bear the burden of proof at trial.”). A party must support its
assertions by:
(A) citing to particular parts of materials in the record, including depositions,
documents, electronically stored information, affidavits or declarations,
stipulations (including those made for purposes of the motion only), admissions,
interrogatory answers, or other materials; or
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(B) showing that the materials cited do not establish the absence or presence of a
genuine dispute, or that an adverse party cannot produce admissible evidence to
support the fact.
Fed. R. Civ. P. 56(c)(1). “The court need consider only the cited materials, but it may consider
other materials in the record.” Fed. R. Civ. P. 56(c)(3).
The moving party bears the initial burden of demonstrating the absence of any genuine
dispute as to a material fact, and all inferences should be made in favor of the nonmoving party.
Celotex, 477 U.S. at 323. The moving party discharges its burden by “‘showing’—that is,
pointing out to the district court—that there is an absence of evidence to support the nonmoving
party’s case.” Horton v. Potter, 369 F.3d 906, 909 (6th Cir. 2004) (citing Celotex, 477 U.S. at
325).
Once the moving party has met its initial burden, the burden then shifts to the nonmoving
party, who “must do more than simply show that there is some metaphysical doubt as to the
material facts.” Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 586 (1986).
“[T]he mere existence of a scintilla of evidence in support of the [nonmoving party’s] position
will be insufficient [to defeat a motion for summary judgment]; there must be evidence on which
the jury could reasonably find for the [nonmoving party].” Anderson v. Liberty Lobby, Inc., 477
U.S. 242, 252 (1986).
B. LEGAL BACKGROUND
Equitable estoppel “precludes a party from exercising contractual rights because of his
own inequitable conduct toward the party asserting the estoppel. Bloemker, 605 F.3d at 443-44.
(internal quotation marks omitted). “Equitable estoppel operates to place the person entitled to
its benefit in the same position he would have been in had the representations been true.”

10

CIGNA Corp. v. Amara, 131 S.Ct. 1866, 1880 (2011) (internal quotation marks and citation
omitted). In the Sixth Circuit, the traditional elements of an equitable estoppel claim are:
1) conduct or language amounting to a representation of material fact; 2)
awareness of the true facts by the party to be estopped; 3) an intention on the part
of the party to be estopped that the representation be acted on, or conduct toward
the party asserting the estoppel such that the latter has a right to believe that the
former's conduct is so intended; 4) unawareness of the true facts by the party
asserting the estoppel; and 5) detrimental and justifiable reliance by the party
asserting estoppel on the representation.
Bloemker, 605 F.3d at 442. In the Sixth Circuit, an equitable estoppel claim may be invoked in
the case of an unambiguous pension-plan provision if the Plaintiff can demonstrate the abovereferenced traditional elements of equitable estoppel, plus:
(1) a written representation; (2) plan provisions which, although unambiguous,
did not allow for individual calculation of benefits; and (3) extraordinary
circumstances in which the balance of equities strongly favors the application of
estoppel.
Id. at 444.
C. ANALYSIS
Plaintiff claims he made retirement decisions in reliance on the written Pension
Calculation Statements provided by Defendants and the assurances Defendants’ company
representative made at the retirement interview that the years of credited service represented on
the Retirement Interview Statement were properly calculated and accurate.
1. Traditional Equitable Estoppel Elements
a. Representation of Material Fact
The first element of Plaintiff’s equitable estoppel claim is that Defendants made a
representation of material fact.

“A misrepresentation is material if there is a substantial

likelihood that it would mislead a reasonable employee in making an adequately informed
decision about if and when to retire.” James v. Pirelli Armstrong Tire Corp., 305 F.3d 439, 449
11

(6th Cir. 2002) (internal quotation marks and citation omitted). The Court finds that Plaintiff
was misled when Defendants’ representative assured Plaintiff that: (1) the years of credited
service calculations on the Retirement Interview Statement were correct; and (2) Plaintiff’s
various pensions would be bridged together beginning from his March 5, 1984 hire date.
Plaintiff relied on these misrepresentations when he decided to retire, effective July 1, 2009. See
Mot. Summ. J. Hr’g Tr. 23, Mar. 17, 2015.

Accordingly, the Court finds that Plaintiff

demonstrated the first traditional element of equitable estoppel.
b. Awareness of True Facts by Defendants
The second estoppel element requires Plaintiff to demonstrate that Defendants were
aware of the true facts. To satisfy this element, Plaintiff must show that Defendants’ “actions
contained an element of fraud, either intended deception or such gross negligence as to amount
to constructive fraud.” Bloemker, 605 F.3d at 443 (internal quotation marks, alteration, and
citations omitted). Defendants argue that the instant matter is similar to Stark v. Mars, Inc., a
case in which a district court found there was no intent by the plan to deceive the beneficiary, but
that the person responsible for calculating the benefits made an honest mistake. 879 F.Supp.2d
752, 762-64 (S.D. Ohio 2012), aff’d, 518 F. App’x 477 (6th Cir. 2013). As in Stark, Defendants
claim there is no evidence that: (1) the miscalculation in this case was anything but an error; or
(2) Defendants knew about the error before the audit in 2011.
The Court finds that what transpired in this case was more complicated than the “honest
mistake” in Stark. Cognizant that the different union and non-union positions Plaintiff held
during his employment complicated the calculation of his years of credited service, Plaintiff
sought clarification of those calculations from the company representative at the retirement
interview. The company representative assured Plaintiff that the calculation of his years of

12

credited service was correct. The Overpayment Notice, however, clearly states that the very
calculations that the company representative assured Plaintiff were correct at the retirement
interview were in fact miscalculated.

The Court finds that the company representative’s

assurances, which were a crucial aspect of Plaintiff’s decision to retire effective July 1, 2009,
were so grossly negligent as to amount to constructive fraud upon Plaintiff. See Teisman v.
United Omaha Life Ins. Co., 908 F.Supp.2d 875, 887 (W.D. Mich. 2013) (holding that a
provider’s false assurances that a beneficiary’s insurance coverage continued may constitute
gross negligence); Krause v. Ohio Operating Engineers, 2011 WL 1565298, at *4 (S.D. Ohio,
Apr. 25, 2011) (finding that “defendant’s actions of twice putting in writing and once verbally
affirming Plaintiff’s eligibility for the health insurance benefits sufficiently alleges intended
deception or gross negligence as to amount to constructive fraud.”); Crawford v. Pace Industry
Union, 2014 WL 509475, at *9 (M.D. Tenn., Feb. 7, 2014) (reasoning that Plaintiffs alleged
sufficient facts to support the conclusion that the Defendant-Fund’s inaccurate representation,
which was the “linchpin” of the Plaintiffs’ decisions to retire after three decades of work, was so
grossly negligent as to amount to constructive fraud upon the Plaintiffs.).
The Court also notes another important distinction between Stark and the instant matter.
In affirming the district court’s judgment in Stark, the Sixth Circuit reasoned that the plaintiff
failed to show gross negligence because the defendant “properly investigated the exact concern”
raised by Plaintiff. 518 F. App’x. 477, 482 (2013). In the instant matter, however, the Court
finds that the company representative’s failure to properly investigate the concern raised by
Plaintiff was not an honest mistake but was precisely the sort of malfeasance that may give rise
to constructive fraud.

Accordingly, the Court finds that Plaintiff demonstrated the second

traditional element of equitable estoppel.

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c. Intention that Representation be Acted on
The third estoppel element requires “an intention on the part of the party to be estopped
that the representation be acted on, or conduct toward the party asserting the estoppel such that
the latter has a right to believe that the former’s conduct is so intended.” Bloemker, 605 F.3d at
442 (citation omitted). The company representative met with Plaintiff and his wife, on behalf of
Defendants, for the purpose of conducting a retirement interview. The company representative
brought the requisite retirement documents, answered Plaintiff’s questions regarding those
documents, witnessed the execution of the documents, and left with copies of the executed
documents for Defendants.

The logical implications are that the company representative’s

conduct was meant to facilitate Plaintiff’s retirement, and the company representative fielded
Plaintiff’s questions with the intention of Plaintiff acting on the representative’s assurances.
Accordingly, the Court finds that this conduct was sufficient to give Plaintiff a right to believe
that Defendants intended him to act upon their representations in deciding to retire, thereby
satisfying the third traditional element of equitable estoppel.
d. Unawareness of True Facts by Plaintiff
The fourth estoppel element requires Plaintiff to demonstrate the he was unaware of the
true facts. Id. Plaintiff stated that he does not have an understanding of the calculations at issue
and that he did not calculate his own retirement benefits. See Mot. Summ. J. Hr’g Tr. 23, Mar.
17, 2015. Moreover, Defendants concede that Aon Hewitt made the calculations on behalf of
Defendants. See Mot. Summ. J. Hr’g Tr. 24, Mar. 17, 2015. Therefore, Plaintiff could not have
been aware of the true facts. Accordingly, the Court finds that Plaintiff satisfied the fourth
traditional element of equitable estoppel.

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e. Justifiable and Detrimental Reliance
Finally, the fifth traditional element of equitable estoppel requires Plaintiff to
demonstrate that he justifiably and detrimentally relied on Defendants’ representations.
Plaintiff’s communications with Defendants during the pendency of his internal appeal clearly
show that Plaintiff detrimentally relied on Defendants’ representations. Plaintiff relied on the
four Pension Calculation Statements and the company representative’s assurances that the
Retirement Interview Statement, the dates on which were identical to the other three Pension
Calculation Statements, were accurate, when he decided to retire. See Dkt. 20 Ex. 5 p. 2. As a
result, Plaintiff suffered financial damage when his monthly annuity was reduced (prospectively
and retroactively) due to the miscalculated years of credited service represented on the Pension
Calculation Statements.2 Therefore, the Court finds Plaintiff demonstrated that he suffered an
adverse change in position as a result of his reliance on Defendants’ representations.
Defendants counter that Plaintiff’s reliance on the Pension Calculation Statements was
not justified due to the disclaimers provided on the Authorization Form and the Pension
Calculation Statements. See Stark, 879 F.Supp.2d at 766 (reasoning that a beneficiary could not
have reasonably relied on estimates due to the multiple disclaimers found on the estimates in
dispute). The Court, however, finds Stark inapposite. Unlike Stark, the disclaimers in this case
are inconsistent with one another. Although some of the disclaimers in this case provide that
Defendants reserved the right to correct errors, the following language appears on the same page
of the Retirement Interview Statement as the baseline information that the company
representative assured Plaintiff was correct:

2

Plaintiff also claims that he relied on Defendants’ representations when he elected to collect
early, discounted social security benefits. See Dkt. 20 Ex. 5 p. 2.
15

Your benefit from the MichCon Retirement Plan was calculated based on the
information listed below as of April 1, 2009. Once your calculation data is final,
we’ll recalculate your benefit and notify you if there is a change.
Dkt. 21, p. 3.
calculation.

Plaintiff, however, was not notified of any change stemming from a final

Rather, Plaintiff received the Overpayment Notice more than two years after

retirement.
A second facet of Stark is distinct from this case. The plaintiff in Stark relied on Pell v.
E.I. Dupont De Nemours & Co. Inc., 539 F.3d 292 (3d Cir. 2008), in which the court declined to
enforce a disclaimer. See Stark, 879 F.Supp.2d at 766. In Pell, the court concluded that the
plaintiff was justified in relying on written communications despite the presence of disclaimer
language because a pre-retirement counselor “had set the record straight” as to those
communications. Id. (quoting Pell, 539 F.3d at 302). Rejecting the plaintiff’s reliance on Pell,
the Stark court reasoned that:
unlike Pell, this case did not involve what could reasonably be construed as a
definitive representation by a pre-investment counselor concerning a critical
component of the benefits analysis, Pell’s service date. Rather, it would have been
clear to plaintiff that [the call center employee] was simply agreeing to send out
written “estimates” consisting of printed copies of the benefits calculations
plaintiff had already performed on the website, which featured a disclaimer.
Id. at 767.
The Court finds that the instant matter is analogous to Pell; the company representative’s
assurances that: (1) the years of credited service calculations on the Retirement Interview
Statement were correct, and (2) Plaintiff’s various pensions would be bridged together beginning
from his March 5, 1984 hire date, were definitive representations concerning critical components
of the benefits analysis.

Therefore, the Court finds Plaintiff was justified in relying on

Defendants’ representations.

Accordingly, the Court finds that Plaintiff satisfied the fifth

traditional element of equitable estoppel.
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2. The Additional Bloemker Elements
a. Written Representation
With regard to the first additional Bloemker element, the four Pension Calculation
Statements provided to Plaintiff by Defendants are written representations.3 Therefore, the Court
finds that Plaintiff satisfied the first additional Bloemker element. See Bloemker, 605 F.3d at
444.
b. Unambiguous Plan Provisions not Allowing for Individual Calculation
The

second

additional

Bloemker

element—plan

provisions

which,

although

unambiguous, do not allow for individual benefit calculation—is also satisfied in this case.
Indeed, Defendants concede that the calculations at issue were conducted by Aon Hewitt—an
actuarial firm—on Defendants’ behalf. See Mot. Summ. J. Hr’g Tr. 23-24, Mar. 17, 2015. Thus,
as in Bloemker, it was impossible for Plaintiff to have known that his benefits were miscalculated
by simply looking at the unambiguous plan language because those calculations required
complex actuarial knowledge. See Bloemker, 605 F.3d at 443. Therefore, the Court finds that
Plaintiff satisfied the second additional Bloemker element.
c. Extraordinary Circumstances
Finally, with regard to the third additional Bloemker element, the circumstances
surrounding Plaintiff’s reliance on Defendants’ assurances and the subsequent reduction of
Plaintiff’s benefits are nothing short of extraordinary.
3

Relying on the written Pension

Defendants rely on the Sixth Circuit’s decision in Cataldo v. U.S. Steele for the proposition that
Plaintiff’s equitable estoppel claim fails because the Pension Calculation Statements he received
were “estimates” rather than certified statements. See Cataldo, 676 F.3d 542 (6th Cir. 2012).
Defendants’ reliance on Cataldo is misplaced. Despite Defendants’ claim otherwise, the Cataldo
panel rejected the plaintiffs’ claims due to their failure to adequately plead the second and fifth
traditional elements of equitable estoppel. Id. at 553-54. Although the question of whether a
statement “estimating” a participant’s pension benefit is “certified” may be of interest to the
Court in some circumstances, Bloemker clearly requires “a written representation,” not a
“certified” copy of a pension statement. See Bloemker, 605 F.3d at 444.
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Calculation Statements from Defendants—statements that Defendants’ company representative
also expressly and personally assured Plaintiff accurately reflected Plaintiff’s hire date and years
of credited service—Plaintiff elected for early retirement.

Plaintiff received the benefits

reflected on those written statements for more than two years before Defendants notified him
that, due to an actuarial miscalculation stumbled upon during an audit: (1) Plaintiff’s benefits
were overstated, (2) Plaintiff’s benefits would be permanently reduced, and (3) Plaintiff would
be required to pay back the overstated benefits.

These are precisely the extraordinary

circumstances that strongly favor the application of estoppel under Bloemker. See Bloemker, 605
F.3d at 439, 444 (extraordinary circumstances existed where plaintiff retired in reliance on
assurances that he was entitled to certain retirement benefits, and received those benefits for
almost two years, before he was informed that his benefits would be reduced and he would be
required to pay the overstated difference); see also Pell, 539 F.3d at 304-05 (concluding that a
plaintiff’s diligence in asking pertinent questions about his benefits in conjunction with an
employer’s

affirmative

misrepresentations

constituted

extraordinary

circumstances).

Accordingly, the Court finds that Plaintiff satisfied the third additional Bloemker element.
3. Conclusion
Because the Court found that Plaintiff satisfied the requisite elements of equitable
estoppel in an ERISA context, the Court will (a) grant Plaintiff’s Motion for Summary Judgment
[Dkt. 21], and (b) deny Defendants’ Motion for Summary Judgment [Dkt. 20]. Moreover, the
Defendants shall be estopped from reducing Plaintiff’s retirement benefits and shall return
Plaintiff to “the same position he would have been in had the representations been true.” CIGNA
Corp., 131 S.Ct. at 1880 (2011) (internal quotation marks and citation omitted).

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VI. PLAINTIFF’S MOTION TO DISMISS “DEFENDANTS’ COUNTER-CLAIM”
Plaintiff requests that the Court dismiss “Defendants’ counterclaim dated September 10,
2014” as untimely. Dkt. 25. Defendants counter that their September 10, 2014 filing—their
reply supporting their motion for summary judgment—was timely pursuant to the Court’s April
25, 2014 briefing order [Dkt. 12]. Defendants further argue that Plaintiff’s motion is inaccurate,
itself untimely, and request that the Court strike the motion from the record.
The Court agrees with Defendants. Plaintiff’s “motion to dismiss” is actually a motion to
strike Defendants’ Reply Supporting Their Motion for Summary Judgment. Defendants’ Reply
was timely under the Court’s briefing order. Therefore, the Court will deny Plaintiff’s motion to
dismiss Defendants’ counter-claim [Dkt. 25] for the reasons stated above.
VII. DEFENDANT-PLAN’S COUNTERCLAIM
In its counterclaim, the Plan seeks the return of the overpaid lump sum benefit initially
received by Plaintiff. Plaintiff contends that the Committee’s decision on appeal to not require
Plaintiff to repay the excess benefits was conditioned on Plaintiff not claiming the MichCon
Special Lump Sum Severance Benefit to which Plaintiff was entitled. In his complaint, Plaintiff
demanded “all monies owed” to him, which the Plan interpreted as including a demand for the
MichCon Special Lump Sum Severance Benefit. Based on this interpretation, the Plan withdrew
the Committee’s decision to not require Plaintiff to repay the excess lump sum amount and seeks
repayment of the $14,429.36 of overpaid benefits by which the lump sum amount paid to
Plaintiff exceeded the amount payable under the terms of the Plan.
The Plan’s counterclaim merely seeks repayment of the excess lump sum paid to Plaintiff
as a result of Defendants’ miscalculations. Because the Court concluded that Defendants shall
be estopped from reducing Plaintiff’s retirement benefits and must therefore return Plaintiff to

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“the same position he would have been in had the representations been true,” the Court will
dismiss the Plan’s counterclaim. CIGNA Corp., 131 S.Ct. at 1880 (2011) (internal quotation
marks and citation omitted).
VII. CONCLUSION
Accordingly, and for the reasons set forth above, IT IS HEREBY ORDERED that
Plaintiff’s Motion to Consider Relevant Union Contract [Dkt. 13] is DENIED.
IT IS FURTHER ORDERED that Plaintiff’s Motion to Consider Relevant Case History
and Inclusion in the Case Summary [Dkt. 14] is DENIED.
IT IS FURTHER ORDERED that Plaintiff’s Motion for Summary Judgment [Dkt. 21] is
GRANTED. Defendants shall return Plaintiff to the same position he would have been in had
the initial calculations been correct.
IT IS FURTHER ORDERED that Defendants’ Motion for Summary Judgment [Dkt. 20]
is DENIED.
IT IS FURTHER ORDERED that Plaintiff’s Motion to Dismiss Defendants’ CounterClaim [Dkt. 25] is DENIED.
IT IS FURTHER ORDERED that Defendant-Plan’s Counterclaim is DISMISSED WITH
PREJUDICE.
IT IS SO ORDERED.

Dated: March 30, 2015

s/ Sean F. Cox
Sean F. Cox
United States District Judge

I hereby certify that on March 30, 2015, the document above was served on counsel of record via

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electronic means and upon John R. Paul, Jr., via First Class Mail at the address below:
John R. Paul, Jr.
20859 Thorofare
Grosse Ile, MI 48138
s/ Jennifer McCoy
Case Manager

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