Murphy v. Ajinomoto Windsor, Inc. et al

Filing 35

MEMORANDUM AND ORDER re: 13 MOTION to Dismiss Case filed by Defendant Windsor Quality Foods, Defendant Windsor Quality Holdings, LP, Defendant Greg Geib, Defendant Ajinomoto Windsor, Inc., Defendant Karen Moore, Defendant Shawn Dean, Defendant Gary Cox, Defendant Frank King, Defendant Pam Cox. IT IS HEREBY ORDERED that Defendants' Motion to Dismiss (Doc. No. 13) is DENIED with regard to Counts I (FLSA), II (Breach of Contract), and III (Missouri wage law) with resp ect to Defendant Ajinomoto Windsor, Inc. IT IS FURTHER ORDERED that Defendants' Motion to Dismiss (Doc. No. 13) is GRANTED with regard to Counts I (FLSA), II (Breach of Contract), and III (Missouri wage law) with respect to Defendants Windsor Qu ality Holdings, LP, Windsor Quality Foods, Greg Geib, Pam Cox, Gary Cox, Frank King, Karen Moore, and Shawn Dean. IT IS FURTHER ORDERED that Defendants' Motion to Dismiss (Doc. No. 13) is GRANTED with regard to Count IV (ERISA) with respect to a ll Defendants. IT IS FURTHER ORDERED that Defendants' Motion to Dismiss (Doc. No. 13) is GRANTED with regard to Count V (Retaliation) with respect to all Defendants. IT IS FINALLY ORDERED that Plaintiff's third and fourth requested elements of relief (for a preliminary injunction and constructive trust) are STRICKEN. Signed by District Judge John A. Ross on 4/26/16. (CSG)

UNITED STATES DISTRICT COURT
EASTERN DISTRICT OF MISSOURI

JAMES S. MURPHY,
Plaintiff,
v.
AJINOMOTO WINDSOR, INC., et al.,
Defendants.

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No. 1:15-CV-120-JAR

MEMORANDUM AND ORDER
This matter is before the Court on Defendants’ Motion to Dismiss (Doc. No. 13). The
motion is fully briefed and ready for disposition. For the reasons stated herein, Defendant’s
motion will be granted in part and denied in part.
Background
Plaintiff James Murphy, a pro se litigant, asserts a litany of claims related to his
employment with Defendant Ajinomoto Windsor, Inc. (hereinafter “Windsor”). Plaintiff worked
for Windsor until he was suspended without pay on June 1, 2015. In Plaintiff’s amended
complaint, he alleges individual and collective wage and hour law violations, breach of contract,
ERISA violations, and a claim for “retaliation.” Defendants move for dismissal of each of
Plaintiff’s claims.
Plaintiff claims that Windsor utilizes two timekeeping systems for employees: one by
which employees allegedly “sign in,” and one by which employees “clock in.” Plaintiff alleges
that Windsor utilizes two systems so that they can “pick what time they want to use.” (Doc. No.
10 at 7.) Plaintiff further alleges that employees are forced to perform compensable activities
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prior to the start of their shift, including donning appropriate work gear, washing equipment, and
sanitizing all non-fabric items; and following the end of their official shift, including doffing
protective gear, a hair net, beard net, and frock, washing off production materials, and walking to
the locker room to store materials. Plaintiff also alleges that he and other employees are not
compensated for work performed during a 30 minute uncompensated meal period.
In Count I, Plaintiff asserts a claim for violation of the Fair Labor Standards Act, 29
U.S.C. Section 201 et seq. Plaintiff also asserts claims for breach of contract (Count II) and the
Missouri Wage Statute, Mo. Rev. Stat. § 290.505 (Count III), based on the allegation that
employees were not fully compensated for all work performed.
In Count IV, Plaintiff alleges an ERISA violation based on the aforementioned alleged
failure to pay Plaintiff and other employees for the entirety of their work, which in turn reduced
the amount of gross pay percentage matching contributions. Finally, Plaintiff includes a fifth
count in his amended complaint for “retaliation.” He proceeds to allege approximately fifteen
pages of additional facts relating to the specific circumstances of his employment, disciplinary
action taken against him, and personal conflicts with coworkers—events which, according to
Plaintiff, ultimately reached a crescendo when Plaintiff was suspended without pay in 2015. At
various points in Count V, Plaintiff appears to implicate the Workers’ Compensation Act, Mo.
Rev. Stat. § 287.78; the Family Medical Leave Act, 29 U.S.C. § 2615(a)(2); the Food Safety
Modernization Act, 21 U.S.C. § 399d; and, Title VII of the Civil Rights Act of 1964.
Defendants move to dismiss each of Plaintiff’s five counts. As to Counts I and III,
Defendants argue that Plaintiff has failed to allege a particular instance wherein he was denied
compensation, and that Plaintiff fails to offer support for his assertion that Windsor exercises
discretion in choosing the hours for which employees are paid. Defendants also argue that

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Plaintiff fails to identify actual policies or instructions pertaining to employees’ use of their
lunch break. Alternatively, Defendants assert that even if Plaintiff’s claims are not dismissed,
damages are limited by the relevant statute of limitations, which Defendants assert are two years
under both state and federal law (with FLSA violations being eligible for a third year of damages
if the violations are proven to have been willful). Defendants also assert that Plaintiff’s claims
cannot survive as class claims, or as a collective action, pursuant to the terms of Federal Rule of
Civil Procedure 23.
As to Count II, Defendants argue that Plaintiff has failed to articulate what contract
governs the relationship between Plaintiff and Defendant; and that in fact, he cannot do so
because Plaintiff was an at-will employee, and no such contract exists. Defendants argue that
Count IV should be dismissed because Plaintiff has not pled a breach of fiduciary duty by the
plan administrator as required to allege an ERISA violation, and furthermore, because Plaintiff
has not pled any facts that suggest Windsor failed to comply with the language of the ERISA
plan as it is actually written. Finally, with regard to Count V, Defendants argue that, whatever
statute under which Plaintiff attempts to allege “retaliation,” he has failed to meet the statutory
pleading

requirements,

and

his

pleadings

are

disjointed,

rambling,

and

generally

incomprehensible.
Defendants also argue in the alternative that, even if the amended complaint survives the
instant motion to dismiss, certain Defendants should be dismissed on other grounds. Defendants
Windsor Quality Holdings LP and Windsor Quality Foods move for dismissal because they
apparently merged into Defendant Ajinomoto Windsor, Inc., as of April 1, 2015. The six named
individual Defendants move for dismissal from Counts I, II, III, and IV—the FLSA, contract,
wage, and ERISA-based counts directed at Plaintiff’s grievances with his employer.

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The

individual Defendants also seek dismissal from Count V, arguing that Plaintiff has failed to plead
that they exercised supervisory authority over Plaintiff, and therefore, they cannot be implicated
in any retaliation claim. Lastly, Defendants argue that two of the elements of relief sought by
Plaintiff in his amended complaint must be stricken. Plaintiff seeks, among other categories of
relief, a constructive trust upon Defendants’ future stocks and proceeds and a preliminary
injunction restraining Defendants from dissipating proceeds of a recent merger.
Legal Standard
Federal Rule of Civil Procedure 8(a)(2) requires “a short and plain statement of the claim
showing that the pleader is entitled to relief.” Fed.R.Civ.P. 12(b)(6) provides for a motion to
dismiss based on the “failure to state a claim upon which relief can be granted.” To survive a
motion to dismiss, a complaint must show “‘that the pleader is entitled to relief,’ in order to ‘give
the defendant fair notice of what the ... claim is and the grounds upon which it rests.’” Bell
Atlantic Corp. v. Twombly, 550 U.S. 544, 555 (2007) (quoting Conley v. Gibson, 355 U.S. 41,
47 (1957)). “[O]nly a complaint that states a plausible claim for relief survives a motion to
dismiss.” Ashcroft v. Iqbal, 666 U.S. 662, 679 (2009) (citing Twombly, 550 U.S. at 556).
Further, to survive a Rule 12(b)(6) motion, “a complaint must contain sufficient factual
matter, accepted as true, to ‘state a claim to relief that is plausible on its face.’” Id. In the
complaint, a plaintiff “must include sufficient factual information to provide the ‘grounds' on
which the claim rests, and to raise a right to relief above a speculative level.” Schaaf v.
Residential Funding Corp., 517 F.3d 544, 549 (8th Cir. 2008) (citing Twombly, 550 U.S. at 555,
n. 3). This obligation requires a plaintiff to plead “more than labels and conclusions, and a
formulaic recitation of the elements of a cause of action will not do.” Twombly, 550 U.S. at 555.
A complaint “must contain either direct or inferential allegations respecting all the material

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elements necessary to sustain recovery under some viable legal theory.” Id. at 562 (internal
quotation omitted). This standard “simply calls for enough fact to raise a reasonable expectation
that discovery will reveal evidence of [the claim or element].” Id. at 556.
When ruling on a motion to dismiss, this Court must take the allegations of the complaint
as true and liberally construe the complaint in a light most favorable to the plaintiff. Kottschade
v. City of Rochester, 319 F.3d 1038, 1040 (8th Cir. 2003). This is especially true when, as here, a
plaintiff is proceeding pro se. Pro se pleadings are to be liberally construed and are held to less
stringent standards than those drafted by an attorney. Nickless v. Saint Gobain Containers, 2012
WL 1414849, at *4 (E.D.Mo. Apr. 24, 2012) (citing Smith v. St. Bernards Reg’l Med. Ctr., 19
F.3d 1254, 1255 (8th Cir.1994)). See also Russell v. City of Overland Police Dept., 838 F.Supp.
1350 (E.D. Mo. 1993). Nevertheless, pro se pleadings must not be conclusory and must state
sufficient facts which, when taken as true, support the claims advanced. Nickless, 2012 WL
1414849, at *4 (citing Stone v. Harry, 364 F.3d 912, 914 (8th Cir. 2004)). The Court is “free to
ignore legal conclusions, unsupported conclusions, unwarranted inferences and sweeping legal
conclusions cast in the form of factual allegations.” Id. (citing Wiles v. Capitol Indem. Corp.,
280 F.3d 868, 870 (8th Cir. 2002)).
Discussion
The Court will address each of the counts asserted by Plaintiff in turn.
Class Claims
First, as the Court has already set forth in its ruling on class certification, a pro se litigant
is unable to serve as a class representative pursuant to the requirements of Federal Rule of Civil
Procedure 23. Rule 23(a)(4) states that a prerequisite for certification of a class action lawsuit is
a class representative who can “fairly and adequately protect the interests of the class.”

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Although a litigant may bring his own claims to federal court without counsel, he cannot
represent the claims of others. See 28 U.S.C. § 1654; see also 7A Wright, Miller & Kane,
Federal Practice and Procedure: Civil 3d § 1769.1 (“class representatives cannot appear pro se.”).
Therefore, without addressing Windsor’s alternative arguments regarding this case’s suitability
for class treatment, the Court will dismiss Plaintiff’s class and collective action claims.
The Court will proceed to analyze whether Plaintiff’s causes of action can succeed as
individual claims.
Counts I and III
Under the FLSA and the Missouri Wage Law, employers are required to pay employees a
minimum wage for all hours worked, and must pay overtime compensation for hours worked in
excess of forty hours per week. 29 U.S.C. Section 207(a)(1); Mo. Rev. Stat. § 290.505. The
FLSA provides minimum and overtime pay scales for covered employees. 29 U.S.C. §§ 201–
219. Similarly, Missouri law provides that “[n]o employer shall employ any of his employees
for a workweek longer than forty hours unless such employee receives compensation for his
employment in excess of the hours above specified at a rate not less than one and one-half times
the regular rate at which he is employed.” Mo. Rev. Stat. § 290.505. An employer who violates
the FLSA is liable for unpaid overtime compensation and “an additional equal amount as
liquidated damages.”

See 29 U.S.C. § 216(b). The award of liquidated damages is not

considered punitive, but is “intended in part to compensate employees for the delay in payment
of wages owed under the FLSA.” Hultgren v. County of Lancaster, 913 F.2d 498, 509 (8th Cir.
1990) (citing Brooklyn Sav. Bank v. O’Neil, 324 U.S. 697, 707 (1945)).
Plaintiff has claimed that there are a litany of activities that he is expected to perform
prior to and following his compensable work period, including donning appropriate protective

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gear and performing hand exercises and washing. Plaintiff further claims that Windsor maintains
two procedures for clocking time and simply selects which time they prefer. Plaintiff also claims
that because the donning and doffing, and related activities, detracted from his uncompensated
30-minute lunch breaks, this is additional uncompensated time.
Plaintiff’s allegations are sufficient to maintain an individual claim for a violation of the
FLSA and Missouri’s parallel wage laws. The Supreme Court has explained that “any activity
that is ‘integral and indispensable’ to a ‘principal activity’ is itself a ‘principal activity[,]’”
making it compensable under the FLSA.

IBP, Inc. v. Alvarez, 546 U.S. 21, 37 (2005).

Moreover, contrary to Defendants’ assertions, the Supreme Court has clearly held that donning
and doffing protective gear—and even activities such as walking to and from locker rooms—are
the precise sort of activities that may sometimes constitute integral and indispensable activities,
compensable pursuant to the FLSA. Id.
Taking the allegations of the amended complaint as true, as this Court must, Plaintiff has
alleged sufficient facts to maintain individual causes of action pursuant to the FLSA and
Missouri’s parallel wage statute. Thus, Defendants’ motion to dismiss Counts I and III in their
entirety will be denied as to Plaintiff’s individual claims within those counts. However, the
Court also determines that the statute of limitations for damages applies to these claims. The
FLSA has a two-year statute of limitations for all actions to collect unpaid overtime. Willful
violations of the FLSA have a three-year statute of limitations. 29 U.S.C. § 255(a). The parallel
Missouri wage statute also provides for damages in the full amount of the wage rate and an
additional equal amount as liquidated damages, and has a two-year statute of limitations for
overtime wage claims. Mo. Rev. Stat. § 290.527. Because Plaintiff’s amended complaint does
allege willfulness (Doc. No. 10 at 9), and the Court assumes the veracity of such allegations at

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this stage in the proceedings, Plaintiff will be limited to recovery for overtime wages within the
three-year statute of limitations; his amended complaint is dismissed to the extent it prays for
relief outside of the statute of limitations.
Count II
Next, the Court turns to whether Plaintiff has sufficiently alleged a claim for breach of
contract based on the “employment agreement” between Plaintiff and Defendants.

As

Defendants have pointed out, Plaintiff did not submit the contract allegedly breached, nor does
he describe with particularity the nature of any agreement between Plaintiff and Defendants
beyond a general at-will employment relationship. Because this claim arises under common law,
the Court must apply Missouri’s substantive law. Erie R. Co. v. Tompkins, 304 U.S. 64 (1938);
see also Winthrop Resources Corp. v. Stanley Works, 259 F.3d 901, 904 (8th Cir. 2001). In
Missouri, in order to state a claim for breach of contract, the following elements must be pled:
(1) the existence of a contract between the parties; (2) mutual obligations arising under its terms;
(3) the party being sued failed to perform obligations imposed by the contract; and (4) the party
seeking recovery was thereby damaged. Jackson v. Williams, Robinson, White & Rigler, P.C.,
230 S.W.3d 345, 348 (Mo. Ct. App. 2007) (citing Superior Ins. Co. v. Universal Underwriters
Ins. Co., 62 S.W.3d 110, 118 (Mo. Ct. App. 2001)).
At-will employment is considered a contractual relationship under Missouri law. See
Skinner v. Martiz, Inc., 253 F.3d 337, 341 (8th Cir. 2001). The Eighth Circuit has explained:
The Missouri courts thereby have been faithful to the at-will
doctrine, which posits that in an at-will employment relationship
either party may end the relationship at any time without any need
to show cause. This cannot be taken to mean that at-will employees
are bereft of any and all contractual rights, e.g., the right to treat
the employer’s failure to pay for work done by the employee prior
to termination of the employment relationship as a breach of
contract.
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Id.
Thus, the Court finds that, taking the facts as true and liberally construing Plaintiff’s
amended complaint, he has sufficiently alleged that a contract between the parties existed,
whereby Defendants (or, as explored later, at least the corporate Defendant) agreed to
compensate Plaintiff for hours worked, and that Defendants failed to fully adhere to that
agreement. Thus, Defendants’ motion will be denied with respect to Count II.
Count IV
Next, the Court considers Plaintiff’s purported claim under ERISA.

In this Count,

Plaintiff alleges that Defendants breached a “fiduciary duty” by failing to contribute the original
amount agreed upon to the Plaintiff’s covered plans, with the amount discrepancy again relating
to Plaintiff’s allegedly uncompensated work. The Eighth Circuit has explained:
ERISA allows a plan participant to bring a civil action ‘to recover
benefits due to him under the terms of his plan, to enforce his
rights under the terms of the plan, or to clarify his rights to future
benefits under the terms of the plan.’ 29 U.S.C. § 1132(a)(1)(B).
Before filing in federal court, however, a claimant must exhaust
the administrative remedies required under the particular ERISA
plan.
Angevine v. Anheuser-Busch Companies Pension Plan, 646 F.3d 1034, 1037 (8th Cir. 2011).
The exhaustion requirement is excused only when pursuit of the administrative remedy would be
futile. See id. Plaintiff has not asserted that he has either pursued administrative remedies, or
that doing so would be futile, and Defendants have submitted Plaintiff’s plan procedures, which
set forth a process that must be completed prior to filing suit in federal court. (Doc. No. 14-1 at
18-19.)

Therefore, Count IV of Plaintiff’s Amended Petition will be dismissed without

prejudice.

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Count V
Finally, the Court will address Count V, wherein Plaintiff alleges “retaliation,” and
appears to assert theories under several federal statutes. Unlike the remainder of Plaintiff’s
pleading, Count V is composed of many pages of facts and assertions relating to Plaintiff’s
employment with the Defendants, including minutia of his relationship with each individual
Defendant and his various disciplinary encounters while an employee.
A complaint “must contain ... a short and plain statement of the claim showing that the
pleader is entitled to relief.” Fed. R. Civ. P. 8(a). Complaints that are “rambling and needlessly
long and confusing” or complaints that contain “lengthy, irrelevant,

and largely

incomprehensible factual allegations” violate Rule 8. McAninch v. Wintermute, 491 F.3d 759,
766 (8th Cir. 2007). Courts cannot be expected to save cases by sifting through “rambling, and
sometimes incomprehensible” pleadings. Fuentes v. Chavez, 314 Fed. Appx. 143, 145 (10th Cir.
2009). In addition, Rule 41(b) of the Federal Rules of Civil Procedure provides that if the
plaintiff fails to comply with the rules, a defendant may move to dismiss the action. Fed. R. Civ.
P. 41(b). Specifically, the Eighth Circuit has held that “[a] complaint which fails to comply with
Rule 8 may be dismissed with prejudice pursuant to Fed. R. Civ. P. 41(b) after allowing time to
file an amended complaint.” Mangan v. Weinberger, 848 F.2d 909, 911 (8th Cir. 1988).
With respect to Count V, the Court determines that Plaintiff’s amended complaint fails to
comply with Rule 8. It contains many pages of seemingly obscure details, and although it
proclaims itself a claim for “retaliation,” a number of federal statutes are mentioned on a
haphazard basis throughout the count. The Court will not attempt to stitch together various facts
from the allegations so as to satisfy pleading requirements for one or more of the numerous
federal statutes cited. Therefore, the Court will dismiss Count V without prejudice.

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Corporate Defendants
Next, the Court considers whether Defendants Windsor Quality Holdings LP and
Windsor Quality Foods should be dismissed because they purportedly merged into Defendant
Ajinomoto Windsor, Inc., as of April 1, 2015. Defendants assert that Ajinomoto Windsor, Inc.,
merged with Windsor Quality Holdings LP and Windsor Quality Foods and assumed all the
liabilities of the latter companies. In support, Defendants submit recent filings from the Texas
Secretary of State, including a Certificate of Merger. See Doc. No. 24-1. Plaintiff has not
offered controverting evidence. Therefore, on the record as it is before the Court, all allegations
against Defendants Windsor Quality Holdings LP and Windsor Quality Foods shall be dismissed
without prejudice.
Individual Defendants
Plaintiff’s only surviving claims are those arising under the FLSA and the parallel
Missouri wage statute, as well as his state law claim for breach of contract. Thus, the Court will
consider Defendants’ alternative argument for dismissal of all individual Defendants with respect
to these remaining claims.
Plaintiff’s FLSA claims must be, by definition, alleged between Plaintiff and his
employer. Under the FLSA, an employer is “any person acting directly or indirectly in the
interest of an employer in relation to an employee and includes a public agency.” 29 U.S.C. §
203(d). The Eighth Circuit has explained that “[t]his means, at a minimum, that an individual
employer must be ‘responsible in whole or part for the alleged violation’ to incur individual
liability.” Hill v. Walker, 737 F.3d 1209, 1216 (8th Cir. 2013) (citing Riordan v. Kempiners,
831 F.2d 690, 694 (7th Cir. 1987)). In determining employer status, “economic reality” prevails
over technical common law concepts of agency. Goldberg v. Whitaker, 366 U.S. 28, 33 (1961).

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“Under the FLSA, the determination of whether a party is an employer is a question of law for
the court.” Dole v. Elliott Travel & Tours, Inc., 942 F.2d 962, 965 (6th Cir. 1991).
In Hill, the Court affirmed the district court’s dismissal of an individual defendant and
explained its reasoning as follows:
While [Plaintiff] alleged that [the individual defendant] had the
authority to fire her, she did not plead that [the individual
defendant] controlled her compensation or made the decision not
to pay her for accrued compensatory time. We agree with the
district court that ‘[t]he mere fact that [the individual defendant]’s
termination of [Plaintiff] eventually resulted in [Plaintiff] failing to
receive payment for compensatory time . . . does not, by itself,
make [the individual defendant] the person responsible for the
State’s failure to pay for any compensatory time allegedly owed to
[Plaintiff].’
Hill, 737 F.3d at 1216.
The Court determines that here, Plaintiff has similarly failed to show that any of the
individual Defendants named in his lawsuit were actually responsible for the corporate entity’s
failure to pay for compensatory time allegedly owed. Plaintiff’s amended complaint summarily
alleges that “Defendants have operational control of significant aspects of day to day functions,
including compensation of employees, sign [sic] pay checks, control employment policies and
handbooks.” (Doc. No. 10 at 3.) Plaintiff also claims that “Defendants created policy that was
designed by [the individual Defendants] [sic].”

Id.

However, the Court finds that these

allegations amount to little more than legal conclusions. Even taking the allegations as true, they
do not sufficiently establish that the named Defendants actually determined compensation policy
with regard to Plaintiff.

The individual Defendants also did not control the premises and

equipment used for Plaintiff’s work. It is possible that some of these individual Defendants had
some of the responsibilities necessary to establish them as “employers” pursuant to the FLSA.
But Plaintiff’s complaint as submitted makes blanket, unspecific allegations with regard to these
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several Defendants, and there is no basis for the Court to find that any named individual
Defendant had sufficient control over Plaintiff to qualify him or her as an “employer” under the
FLSA’s very particular use of that term.

Thus, these individuals Defendants’ motions for

dismissal from the FLSA claim will be granted without prejudice.
Similarly, under the Missouri wage statute, although “employer” is defined as “any
person acting directly or indirectly in the interest of an employer in relation to an employee”
Missouri law also explains that “this section shall be interpreted in accordance with the Fair
Labor Standards Act, 29 U.S.C. Section 201, et seq., as amended, and the Portal to Portal Act, 29
U.S.C. Section 251, et seq., as amended, and any regulations promulgated thereunder.” Mo.
Rev. Stat. § 290.505. Missouri courts have set forth factors to determine whether a relationship
qualifies as one between an employer and employee: (1) who has the power to hire and fire the
worker; (2) who supervises and controls the worker’s work schedule and conditions of work; (3)
who determines the rate and method of payment of the worker; (4) who maintains work records;
and (5) whether the alleged employers’ premises and equipment were used for the plaintiff’s
work. See Tolentino v. Starwood Hotels & Resorts Worldwide Inc., 437 S.W.3d 754, 758 (Mo.
2014). The Court finds that for the reasons given in the preceding paragraph, Plaintiff has failed
to allege with specificity that any of the several individual Defendants meet, on their own, the
factors set forth above. Therefore, the individual Defendants shall also be dismissed, without
prejudice, from Plaintiff’s Missouri wage statute claims based on the insufficiency of Plaintiff’s
allegations.
Finally, with regard to the breach of contract claim, Plaintiff has failed to plead that any
actual contract existed as between Plaintiff and any of the individual Defendants named in this
lawsuit. Therefore, he cannot maintain his breach of contract action against any of the named

13

individual Defendants. Thus, Plaintiff’s claims for breach of contract against the individual
Defendants shall be dismissed.
Plaintiff’s Third and Fourth Elements of Relief
Finally, Plaintiff has offered no opposition to Defendants’ argument that the third and
fourth elements of relief sought by Plaintiff (a constructive trust and preliminary injunction)
should be stricken. These remedies are only available under extremely limited circumstances
and require the presence of highly particularized facts. Therefore, the Court will strike these
elements of relief as requested by Defendants.
The Court first declines to enter a preliminary injunction on behalf of Plaintiff. “A party
moving for a preliminary injunction must necessarily establish a relationship between the injury
claimed in the party’s motion and the conduct asserted in the complaint.” Devose v. Herrington,
42 F.3d 470, 471 (8th Cir. 1994). Moreover, “whether a preliminary injunction should issue
involves consideration of (1) the threat of irreparable harm to the movant; (2) the state of balance
between this harm and the injury that granting the injunction will inflict upon other parties
litigant; (3) the probability that [the] movant will succeed on the merits; and (4) the public
interest.” Goff v. Harper, 60 F.3d 518, 520 (8th Cir. 1995) (citation and quotation marks
omitted). Preliminary relief is intended to “preserve the status quo and prevent irreparable harm
until the court has an opportunity to rule on the lawsuit’s merits.” Devose, 42 F.3d at 471.
The Court finds that Plaintiff has not established a relationship between the preliminary
injunction sought and the harm alleged in the complaint. Moreover, the Court finds that Plaintiff
has not proffered any evidence of irreparable harm without an injunction, and neither does the
public interest favor the Court’s interference at this stage. No preliminary injunction shall issue
at this point in the litigation.

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The Court also declines to impose a constructive trust.

Under Missouri law, “[a]

constructive trust is a device employed by a court of equity to provide a remedy in cases of
actual or constructive fraud or unjust enrichment.” John R. Boyce Family Trust v. Snyder, 128
S.W.3d 630, 638 (Mo. Ct. App. 2004) (citation omitted). A plaintiff may seek to impose a
constructive trust on property which is in the hands of a purported wrongdoer.

But a

constructive trust is not an appropriate remedy where the plaintiff brings only claims that would
entitle him to monetary damages. Id. at 639 (finding that the trial erred in imposing a
constructive trust because “[n]othing in the record shows that [plaintiff is] entitled to more than a
money judgment”).

Plaintiff in the instant matter has similarly failed to establish that a

constructive trust is an appropriate remedy. See Scottrade, Inc. v. Variant, Inc., No. 4:13CV1710
RLW, 2015 WL 4605734, at *4 (E.D. Mo. July 30, 2015) (explaining that a constructive trust is
an improper remedy where no traceable funds or property are identified as being in dispute).
Thus, no constructive trust shall be imposed.
CONCLUSION
For the foregoing reasons,
IT IS HEREBY ORDERED that Defendants’ Motion to Dismiss (Doc. No. 13) is
DENIED with regard to Counts I (FLSA), II (Breach of Contract), and III (Missouri wage law)
with respect to Defendant Ajinomoto Windsor, Inc..
IT IS FURTHER ORDERED that Defendants’ Motion to Dismiss (Doc. No. 13) is
GRANTED with regard to Counts I (FLSA), II (Breach of Contract), and III (Missouri wage
law) with respect to Defendants Windsor Quality Holdings, LP, Windsor Quality Foods, Greg
Geib, Pam Cox, Gary Cox, Frank King, Karen Moore, and Shawn Dean.

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IT IS FURTHER ORDERED that Defendants’ Motion to Dismiss (Doc. No. 13) is
GRANTED with regard to Count IV (ERISA) with respect to all Defendants.
IT IS FURTHER ORDERED that Defendants’ Motion to Dismiss (Doc. No. 13) is
GRANTED with regard to Count V (Retaliation) with respect to all Defendants.
IT IS FINALLY ORDERED that Plaintiff’s third and fourth requested elements of
relief (for a preliminary injunction and constructive trust) are STRICKEN.

Dated this 26th day of April, 2016.

________________________________
JOHN A. ROSS
UNITED STATES DISTRICT JUDGE

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