Chesterfield Spine Center, LLC v. Aetna Health, Inc., et al.

Filing 20

MEMORANDUM AND ORDER: IT IS HEREBY ORDERED that defendants joint motion to dismiss plaintiffs amended complaint [Doc. #12] is denied. IT IS FURTHER ORDERED that plaintiffs motion for hearing [Doc. #16] is denied as moot. Signed by District Judge Carol E. Jackson on 5/13/2015. (KMS)

UNITED STATES DISTRICT COURT
EASTERN DISTRICT OF MISSOURI
EASTERN DIVISION
CHESTERFIELD SPINE CENTER, LLC,

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Plaintiff,
v.
AETNA HEALTH, INC., and AETNA
HEALTH INSURANCE, INC.,
Defendants.

No. 4:15-CV-133 (CEJ)

MEMORANDUM AND ORDER
This matter is before the court on defendants’ motion to dismiss plaintiff’s
first amended complaint, pursuant to Fed.R.Civ.P. 12(b)(6).

Plaintiff has filed a

response in opposition and a motion for oral argument.
I.

Background

Plaintiff Chesterfield Spine Center, LLC, performed two surgical procedures
on

patient

D.T.

Before

each

procedure,

plaintiff

obtained

the

required

preauthorizations from D.T.’s health insurers, defendants Aetna Health, Inc., and
Aetna Health Insurance, Inc.

After defendants refused to pay plaintiff’s invoices in

full, plaintiff filed suit against them in the Circuit Court of St. Louis County,
Missouri, asserting claims of negligent misrepresentation, quantum meruit, and
promissory estoppel.
Defendants removed the case to this court, invoking federal-question
jurisdiction under 28 U.S.C. § 1331.

Defendants describe this action as one

concerning entitlement to benefits under an employee benefit plan under 29 U.S.C.
§ 1132(a)(1)(B). Alternatively, defendants assert that the court has jurisdiction

based on diversity of citizenship under 28 U.S.C. § 1332(a)(1). Defendants now
move to dismiss the first amended complaint, arguing that plaintiff’s state law
claims are preempted by the Employee Retirement Income Security Act of 1974, 29
U.S.C. §§ 1001 et seq. (ERISA).
II.

Legal Standard

The purpose of a motion to dismiss under Rule 12(b)(6) of the Federal Rules
of Civil Procedure is to test the legal sufficiency of the complaint.

The factual

allegations of a complaint are assumed true and construed in favor of the plaintiff,
“even if it strikes a savvy judge that actual proof of those facts is improbable.” Bell
Atlantic Corp. v. Twombly, 550 U.S. 544, 556 (2007) (citing Swierkiewicz v.
Sorema N.A., 534 U.S. 506, 508 n.1 (2002)); Neitzke v. Williams, 490 U.S. 319,
327 (1989) (“Rule 12(b)(6) does not countenance . . . dismissals

based on a

judge’s disbelief of a complaint’s factual allegations”); Scheuer v. Rhodes, 416 U.S.
232, 236 (1974) (a well-pleaded complaint may proceed even if it appears “that a
recovery is very remote and unlikely”). The issue is not whether the plaintiff will
ultimately prevail, but whether the plaintiff is entitled to present evidence in
support of his claim. Id. A viable complaint must include “enough facts to state a
claim to relief that is plausible on its face.” Bell Atlantic Corp., 550 U.S. at 570.
See also id. at 563 (“no set of facts” language in Conley v. Gibson, 355 U.S. 41, 4546 (1957), “has earned its retirement.”)

“Factual allegations must be enough to

raise a right to relief above the speculative level.” Id. at 555.
III.

Discussion

There are two preemption doctrines under ERISA, each differing in scope and
effect. First, Section 514(a) of ERISA, 29 U.S.C. § 1144(a), provides that the Act

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shall “supersede . . . State laws insofar as they . . . relate to any employee benefit
plan.”1 Section 514 provides a federal defense to a plaintiff’s state law claims but it
does not authorize removal to federal court. Tovey v. Prudential Ins. Co. of
America, 42 F. Supp. 2d 919, 922 (W.D. Mo. 1999) (quoting Metropolitan Life Ins.
Co. v. Taylor, 481 U.S. 58, 63 (1987)); see also Caterpillar Inc. v. Williams, 482
U.S. 386, 392 (1987) (case may not be removed to federal court on the basis of a
federal defense, “including the defense of pre-emption, even if the defense is
anticipated in the plaintiff’s complaint, and even if both parties concede that the
federal defense is the only question truly at issue.”)
Second, ERISA’s civil enforcement provision, Section 502(a), 29 U.S.C.
1132(a), authorizes a plan “participant or beneficiary” to bring a civil action “to
recover benefits . . ., enforce his rights . . ., or to clarify his rights” under an
employee benefit plan.2 This “integrated enforcement mechanism. . . is a distinctive
feature of ERISA, and essential to accomplish Congress’ purpose of creating a
comprehensive statute for the regulation of employee benefit plans.” Aetna Health
Inc. v. Davila, 542 U.S. 200, 208 (2004). Congress intended Section 502 to be the
exclusive means for a plan participant to recover benefits from an ERISA plan.
Taylor, 481 U.S. at 63. Indeed, Section 502 has “such ‘extraordinary’ preemptive
power that it ‘converts an ordinary state common law complaint into one stating a
federal claim for purposes of the well-pleaded complaint rule.’” Connecticut State
1

Preemption under Section 514 is variously referred to as “conflict,”
“ordinary” or “defensive” preemption. Connecticut State Dental Ass’n v. Anthem
Health Plans, Inc., 591 F.3d 1337, 1343 n.3 (11th Cir. 2009) (using “conflict” or
“defensive” preemption); Tovey v. Prudential Ins. Co. of America, 42 F. Supp. 2d
919, 922 (W.D. Mo. 1999) (using “ordinary” preemption).
2

Preemption under Section 502 is variously called “complete preemption” or
“super preemption.” See Connecticut State Dental, 591 F.3d at 1344.

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Dental Ass’n v. Anthem Health Plans, Inc., 591 F.3d 1337, 1344 (11th Cir. 2009)
(quoting Taylor, 481 U.S. at 65-66).
Preemption under § 502(a) differs from preemption under § 514 because it is
jurisdictional in nature, while defensive preemption functions as an affirmative
defense. Id. Preemption under § 502 is also “narrower” than preemption under §
514 because § 502 applies only where a plan participant or beneficiary seeks to
recover benefits or assert rights under a plan, while § 514 preempts state law
claims that “relate to” an employee benefit plan. Thus, It is possible for a state-law
claim to be defensively preempted under Section 514(a), because it “relates to” an
employee benefit plan, but not be completely preempted under Section 502(a),
because it is not brought by a plan participant or beneficiary or seek to recover
benefits under the plan. In such a case, the defendant may assert preemption as a
defense, but such preemption will not provide a basis for removal to federal court.
Cotton v. Massachusetts Mut. Life Ins. Co., 402 F.3d 1267, 1281 (11th Cir. 2005);
see also Marin Gen’l Hosp. v. Modesto & Empire Traction Co., 581 F.3d 941, 949
(9th Cir. 2009) (“Defendants are free to assert in state court a defense of conflict
preemption under § 514(a), but they cannot rely on that defense to establish
federal question jurisdiction.”).
Defendants here seek dismissal of plaintiff’s state law claims based on
“complete preemption” under Section 502. However, it is undisputed that the court
has jurisdiction based on diversity of citizenship. Thus, defendants’ arguments
under Section 502 are misplaced and the appropriate analysis arises under Section
514.
Under Section 514 state law claims are preempted “insofar as they . . . relate

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to any employee benefit plan.” A state-law claim “relates to” an employee benefit
plan governed by ERISA “if it has a connection with or reference to such plan.” New
York State Conference of Blue Cross & Blue Shield Plans v. Travelers Ins. Co., 514
U.S. 645, 656 (1995). Under the relationship test, courts “look to whether the state
law encroaches on relationships regulated by ERISA, such as between plan and plan
member, plan and employer, and plan and trustee.” Blue Cross of Cal. v.
Anesthesia Care Assocs. Med. Grp., Inc., 187 F.3d 1045, 1053 (9th Cir. 1999).
State law claims do not “relate to” an ERISA plan where the adjudication of the
claim requires no interpretation of the plan, no distribution of benefits, and no
dispute regarding any benefits previously paid. Saint Luke’s Hosp. of Kansas City v.
Wabash Mem’l Hosp. Ass’n, No. 14-00059-CV-W-SWH, 2014 WL 6773637, at *4
(W.D. Mo. Dec. 2, 2014) (quoting Peralta v. Hispanic Business, Inc., 419 F.3d 1064,
1069 (9th Cir. 2005)).
In order for the court to determine whether plaintiff’s state law claims are
preempted under Section 514, it will be necessary to examine the terms of the plan
and any other agreements governing the parties’ relationship. See id. at * 5 (under
Section 514 analysis, “[w]hat is essential are the terms and conditions of the PPO
agreement and oral agreement between the parties.”). This analysis cannot be
undertaken in the context of the instant motion to dismiss.
***
For the foregoing reasons,
IT IS HEREBY ORDERED that defendants’ joint motion to dismiss plaintiff’s
amended complaint [Doc. #12] is denied.
IT IS FURTHER ORDERED that plaintiff’s motion for hearing [Doc. #16] is

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denied as moot.

CAROL E. JACKSON
UNITED STATES DISTRICT JUDGE
Dated this 13th day of May, 2015.

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