Cochran v. SSM-SLUH, Inc. et al

Filing 25

OPINION, MEMORANDUM AND ORDER (See Full Order). IT IS HEREBY ORDERED that Defendants' Motion to Dismiss, [Doc. No. 8] is GRANTED. An Order of Dismissal is entered this same date. Signed by District Judge Henry Edward Autrey on 6/5/2024. (JEB)

UNITED STATES DISTRICT COURT
EASTERN DISTRICT OF MISSOURI
EASTERN DIVISION
CARLA M. COCHRAN,
Plaintiff,
v.
SSM-SLUH, INC, d/b/a SSMHEALTH SAINT
LOUIS UNIVERSITY HOSPITAL and SSM
HEALTH CARE CORPORATION, d/b/a
SSM HEALTH,
Defendants.

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) Case No. 4:23CV762 HEA
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OPINION, MEMORANDUM AND ORDER
This matter is before the Court on Defendants’ Motion to Dismiss, [Doc. No.
8]. Plaintiff has filed a response to the Motion, to which Defendants have filed a
reply. For the reasons set forth below, the Court will grant Defendants' motion.
Facts and Background
On June 12, 2023, Plaintiff filed this action alleging she was constructively
discharged from her employment with Defendants in violation of 42 U.S.C.
§2000e, et seq. (Title VII). Plaintiff contends she was discriminated against based
on her religious beliefs. Plaintiff asserts she was employed by SSM Health and
applied for an exemption to a COVID-19 vaccination requirement in July 2021.
Defendants granted the exemption shortly after Plaintiff’s request.

Plaintiff further alleges she was singled out and was subjected to harsh and
unreasonable treatment by her supervisors, who accused her of “no morals or
values: because of her religious beliefs and exemption from vaccination.
Plaintiff acknowledges SSM-SLUH, Inc. d/b/a SSM Saint Louis University
Hospital and SSM Health Care Corporation d/b/a SSM Health are Missouri Not for
Profit corporations registered with the State of Missouri Secretary of State and
doing business in St. Louis City, State of Missouri as SSM St. Louis University
Hospital at an office located at 1201 S. Grand Ave., St. Louis, MO 63104 where
Plaintiff was located for the duration of Plaintiff’s employment with Defendant.
Defendants move to dismiss on the ground that SSM Health is a religious
organization and it therefore exempt from the provisions of Title VII prohibiting
religious discrimination. Plaintiff does not substantively dispute Defendants’
assertion, rather, Plaintiff argues the Court may not consider Defendants’ exhibits
which were attached to the Motion to Dismiss.
Legal Standard
In order “[t]o survive a motion to dismiss, a complaint must plead sufficient
factual matter to ‘state a claim to relief that is plausible on its face.’” Edwards v.
City of Florissant, 58 F.4th 372, 376 (8th Cir. 2023) (quoting Ashcroft v. Iqbal, 556
U.S. 662, 678 (2009)). “A claim is facially plausible if the plaintiff pleads facts that
allow the court to draw the reasonable inference that the Defendants is liable for
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the misconduct alleged.” Ahern Rentals, Inc. v. EquipmentShare.com, Inc., 59 F.4th
948, 953 (8th Cir. 2023) (internal quotation marks and alteration omitted) (quoting
Iqbal, 556 U.S. at 678)). “If, on the other hand, the plaintiff pleads facts that are
merely consistent with a Defendants’ liability, the complaint stops short of the line
between possibility and plausibility of entitlement to relief.” Id. (internal quotation
marks and citation omitted); accord Edwards, 58 F.4th at 377 (“[W]here the wellpleaded 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.” (quoting Iqbal, 556 U.S. at 679, 129 S.Ct. 1937)).
In deciding whether a complaint satisfies the plausibility test, the Court must
“accept ‘as true the complaint's factual allegations and grant[ ] all reasonable
inferences to the non-moving party.’” Park Irmat Drug Corp. v. Express Scripts
Holding Co., 911 F.3d 505, 512 (8th Cir. 2018) (alteration in original) (quoting
Braden v. Wal-Mart Stores, Inc., 588 F.3d 585, 591 (8th Cir. 2009)). This rule “is
inapplicable to legal conclusions,” which the Court may disregard. Iqbal, 556 U.S.
at 678. Likewise, “‘naked assertions devoid of further factual enhancement,’ do not
suffice, nor do ‘[t]hreadbare recitals of the elements of a cause of action, supported
by mere conclusory statements.’” Roberson v. Dakota Boys & Girls Ranch, 42
F.4th 924, 928 (8th Cir. 2022) (quoting Iqbal, 556 U.S. at 678). With few
exceptions, the Rule 12(b)(6) analysis is constrained to factual matter alleged in the
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complaint. See Miller v. Redwood Toxicology Lab., Inc., 688 F.3d 928, 931 (8th
Cir. 2012) (“[T]he court generally must ignore materials outside the pleadings, but
it may consider some materials that are part of the public record or do not
contradict the complaint, as well as materials that are necessarily embraced by the
pleadings.” Id. (citations omitted)).
“[I]n a motion to dismiss, a court may consider ‘matters incorporated by
reference or integral to the claim, items subject to judicial notice, [and] matters of
public record.’” United States ex rel. Kraxberger v. Kan. City Power & Light Co.,
756 F.3d 1075, 1083 (8th Cir. 2014) (alteration in original) (quoting Miller, 688
F.3d at 931 n.3.
On a motion to dismiss, the Court may consider not just the allegations in
the complaint, but also “matters incorporated by reference or integral to the
claim[s], items subject to judicial notice, matters of public record, orders, items
appearing in the record of the case, and exhibits ... whose authenticity is
unquestioned.” Zean v. Fairview Health Services, 858 F.3d 520, 527 (8th Cir.
2017). Defendant's by-laws and articles of incorporation are public records and
may be considered by the Court without converting the motion into one for
summary judgment. Id; see also Burlison, 2023 WL 4560796, at *3. Because of
this standard, the Court may consider the exhibits attached to the Motion,
notwithstanding Plaintiff’s attempt to disqualify them.
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Title VII makes it unlawful for an employer “to fail or refuse to hire or to
discharge any individual, or discriminate against any individual ... because of such
individual's ... religion.” 42 U.S.C. § 2000e-2(a). To “minimize governmental
interference with the decision-making process in religions,” Congress amended
Title VII to exempt a qualifying “religious organization” from claims of religious
discrimination “with respect to the employment of individuals of a particular
religion to perform work connected with the carrying on” by such organization. 42
U.S.C. § 2000e-1(a); Corp. of Presiding Bishop of the Church of Jesus Christ of
Latter-Day Saints v. Amos, 483 U.S. 327, 336 (1987) (explaining the history of
Title VII's amendments and exemptions). Once an entity is determined to be a
“religious organization,” courts do not inquire into the organization's justifications
behind its employment decisions. Hernandez v. Comm'r of Internal Revenue, 490
U.S. 680, 699, 109 S.Ct. 2136, 104 L.Ed.2d 766 (1989) (explaining “[i]t is not
within the judicial ken to question the centrality of particular beliefs or practices to
a faith, or the validity of particular litigants’ interpretation of those creeds.”).
Title VII does not define what constitutes a “religious entity,” so courts look
to a “variety of factors when analyzing whether an employer falls within the scope
of the 2000e-1(a) exemption.” Jacobs v. Mercy Health, No. 4:22-CV-01204-AGF,
2024 WL 894861, at *4 (E.D. Mo. Mar. 1, 2024); Conway v. Mercy Hosp. St.
Louis, No. 4:22-CV-1113 RLW, 2024 WL 551892, at *3 (E.D. Mo. Feb. 12, 2024)
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(quoting Boydston v. Mercy Hosp. Ardmore, Inc., No. CIV-18-444-G, 2020 WL
1448112, at *4 (W.D. Okla. Mar. 25, 2020)). Because the Eighth Circuit has yet to
establish guidelines to determine whether an entity is a religious organization, see
Jacobs 2024 WL 894861 and Conway, 2024 WL 551892, at *4, this district and
several others have relied on the Third Circuit's approach in LeBoon v. Lancaster
Jewish Community Center Association, 503 F.3d 217, 226 (3d Cir. 2007). See
Boydston, 2020 WL 1448112, at *4; Scaffidi v. New Orleans Mission, Inc., 612 F.
Supp. 3d 630, 636 (E.D. La. 2020) (relying on LeBoon factors in absence of Fifth
Circuit guidance); Braun v. St. Pius X Parish, 827 F. Supp. 2d 1312, 1317 (N.D.
Okla. 2011) (emphasizing that both parties referenced LeBoon factors in disputing
whether the employer was a religious organization).
The Third Circuit in LeBoon presented nine factors as relevant to determine
whether an employer is a religious organization and therefore protected under Title
VII's exemption:
(1) whether the entity operates for a profit, (2) whether it produces a secular
product, (3) whether the entity's articles of incorporation or other pertinent
documents state a religious purpose, (4) whether it is owned, affiliated with
or financially supported by a formally religious entity such as a church or
synagogue, (5) whether a formally religious entity participates in the
management, for instance by having representatives on the board of trustees,
(6) whether the entity holds itself out to the public as secular or sectarian, (7)
whether the entity regularly includes prayer or other forms of worship in its
activities, (8) whether it includes religious instruction in its curriculum, to
the extent it is an educational institution, and (9) whether its membership is
made up by coreligionists.
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503 F.3d at 226 (citations omitted); Jacobs, 2024 WL 894861 at *4; Conway, 2024
WL 551892, at *4 (citing LeBoon factors).
The relevance and weight of these factors depend on the circumstances of
the particular case. LeBoon, 503 F.3d at 227; Conway, 2024 WL 551892, at *4
(noting the Third Circuit's case-by-case analysis directive). Like this district's
recent decision in Jacobs, Conway, and Burlison, and aligned with several other
districts, the Court will apply the LeBoon framework in determining whether SSM
Health qualifies as a religious organization under Title VII.
Applying the LeBoon framework upon which this district relied in Jacobs,
Conway, and Burlison, based upon the pleadings, public records, and those items
upon which the Court may take judicial notice, the record clearly establishes that
Defendants are religious organizations, as Defendants have correctly and
sufficiently detailed as provided below.
In 1874, a religious and benevolent corporation under Missouri law was
formed. See Mo. Rev. Stat. Ch. 352. (Exhibit B, Articles of Agreement dated
November 18, 1874). This civil law corporation eventually became SSMHCC.
In 1880, the Vatican decreed the Sisters of St. Mary to be a public juridic
person of the Roman Catholic Church. SSM-SLUH opened in 1932 as Firmin
Desloge Memorial Hospital, a partnership between the Sisters of St. Mary and St.
Louis University. The Franciscan Sisters of Mary sponsored the multi-institutional
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health system known as SSM Health until 2013. On November 16, 2013, the Holy
See, a division of the Vatican and the governing body of the Roman Catholic
Church, created SSM Health Ministries as a public juridic person upon the petition
of the Franciscan Sisters of Mary to continue the religious health care ministry of
the Sisters. (Exhibit C, Decree from Congregation for Institutes of Consecrated
Life and Canonical Statutes; Exhibit D, Canonical Statutes).
The Articles of Incorporation of SSMHCC and SSM-SLUH, Inc. and the
Canonical Statutes of SSM Health Ministries all set forth SSM Health’s religious
purpose and mission. According to the Canonical Statutes the purpose of SSM
Health Ministries is “to further the healing ministry of Jesus Christ with special
attention to those persons who are poor and vulnerable.” (Exhibit D, Art. II).
SSM Health Ministries “carries out its activities in the secular sphere
through a civil corporation known as SSM Health Care Corporation, a Missouri
nonprofit corporation, and such other civil legal entity or other entities as the
Members shall determine.” (Id., Art. I). SSM Health Ministries must “assure that
the mission, values, and governance of SSM Health Care Corporation are in
conformity with the mission and teaching of the Roman Catholic Church and
further the spirit and call of St. Francis of Assisi and Mother Odilia Berger, to be
the very presence of the loving, serving, compassionate and healing Jesus among
his people.” (Id., Art. II). SSMHCC’s purpose as described in its Articles is to
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provide “health care, health education, housing services, child care services,
services for the elderly and related services and facilities and/or other charitable
activities . . . in accordance with . . . the teachings and mission of the Roman
Catholic Church.” (Exhibit F, Articles of Incorporation of SSMHCC, Art. 4). SSMSLUH’s purpose as described in its Articles is to provide “health care, health
education, . . . and/or other charitable activities . . . in accordance with . . . the
teachings and mission of the Roman Catholic Church.” (Exhibit H, Art. V).
SSM Health Ministries exercises management and operational control over
SSM Health, including its officers, directors, and health ministries. Pursuant to the
Canonical Statutes, the Franciscan Sisters of Mary has the power to appoint and
remove the Members of SSM Health Ministries. (Exhibit D, Art. III). In turn, the
Members of SSM Health Ministries dually serve as the Members of SSMHCC and
have the power to appoint the officers of the Board of SSMHCC. (Exhibit D, Art.
IV, ¶¶ 7, 11; Exhibit E, Bylaws of SSMHCC, Art. IV, § 2). Thus the Members of
SSM Health Ministries, dually serving as the Members of SSMHCC exercise a
variety of reserved powers over SSMHCC including: (a) to establish and change
the mission, philosophy, and values of SSMHCC; (b) to appoint the Board of
Directors of SSMHCC (except those serving ex officio); (c) to approve
amendments to the Articles of Incorporation of SSMHCC; (d) to approve
amendments to the Bylaws of SSMHCC; (e) to approve merger, consolidation, or
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dissolution of SSMHCC; (f) to approve the sale, conveyance, assignment, transfer,
alienation, pledge, encumbrance, mortgage or lease of any property or any interest
therein of SSMHCC, in accordance with the policies approved by the Members;
(g) to approve any borrowing guarantees of SSMHCC, (h) to approve any actions
of SSMHCC for itself or its Controlled Subsidiaries (including SSM-SLUH),
which under Canon Law would require the consent or approval of the Members.
(Exhibit E, Art. IV). The Members of SSM Health Ministries, dually serving as the
Members of SSMHCC, also have the power to elect the SSMHCC’s Board’s
Chairperson and Vice Chairperson. (Exhibit E, Art. VIII).
SSM Health Ministries, the local Bishop, and the Holy See each have power
over SSM Health’s operations and property. All property of SSM Health Ministries
is ecclesiastical property of the Roman Catholic Church and must be administered
as such under canon law. (Exhibit D, Art. X). SSM Health Ministries must seek the
opinion of the local Bishop before alienating temporal goods that exceed a certain
value. (Exhibit D, Art. VI, ¶ 4). The Holy See must approve “any lease, sale,
mortgage or encumbrance, disposition or other form of alienation of the stable
patrimony of SSM Health Ministries” in excess of a certain value. (Exhibit D, Art.
VII, ¶ 3).
The Roman Catholic Church manages SSM Health through the dual role of
the Members of SSM Health Ministries also serving as the Members of SSMHCC
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and through the reserved powers that the Members retain over SSMHCC. (Exhibit
D, Art. IV; Exhibit E, Art. IV). In addition to the dual membership status, the
Members of SSM Health Ministries also serve ex officio on the SSMHCC Board
with voting privileges. (Exhibit E, Art. VI, Section 2).
The Roman Catholic Church has also publicly declared SSMHCC, SSM
Health Care St. Louis, SSM-SLUH, and multiple other SSM Health ministries to
be a part of the Church through their inclusion in the Official Catholic Directory.
(Exhibit I, Official Catholic Directory, pg. 1213 (2021)). The Official Catholic
Directory is a published book, widely disseminated, publicly available, and
generally known. A Roman Catholic Bishop must determine that an entity is
operated, supervised, or controlled by the church to be included in the directory,
and thus any entity listed in the Official Catholic Directory can take advantage of
the group tax exemption ruling issued to the United States Conference of Catholic
Bishops. (Exhibit I, Official Catholic Directory, p. A-6). SSM Health derives its
tax-exempt status from the group ruling and their listing in the Official Catholic
Directory. Id.
SSM Health Regularly Includes Prayer and Worship in its Activities.
Pursuant to its Canonical Statutes, SSM Health Ministries, SSMHCC, and
its health ministries must “adhere to and be guided by the Ethical and Religious
Directives for Catholic Health Care Services,” which are promulgated by the
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United States Conference of Catholic Bishops. (Exhibit D, Art. II). The Bylaws of
SSM Health Ministries further require that the Members must complete an initial
formation process, participate in a continuing faith formation process. (Exhibit J,
SSM Health Ministries Bylaws, Art. 3.3.) In addition, the SSM Health Ministries
Bylaws provide that “the majority of the Members must be practicing Catholics in
good standing with the Catholic Church and must be chosen on the basis of their
knowledge, experience, availability, and commitment to the Catholic healthcare
ministry.” (Id. Section 3.6). Likewise, the Board Members of SSMHCC and SSMSLUH, Inc. must understand and be willing to support the mission, philosophy, and
values of the Franciscan Sisters of Mary, SSM Health Ministries and SSM Health.
(Exhibit E, Art. VI, Section 2; Exhibit G, SSM-SLUH Bylaws, Art. V, Section II).
For all of these reasons, Defendants are religious organizations, exempt from
Title VII’s provisions regarding religious discrimination.
Taken together, these factors readily establish SSM Health as a religious
entity within the meaning of Title VII's exemption. Title VII's exemption shields
Defendant from religious discrimination claims, including claims arising from
disputes over vaccination requirements. See Jacobs, 2024 WL 894861, Conway,
2024 WL 551892; Burlison, 2023 WL 4560796.
Conclusion
For the reasons set forth above,
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IT IS HEREBY ORDERED that Defendants' Motion to Dismiss, [Doc. No.
8] is GRANTED.
An Order of Dismissal is entered this same date.
Dated this 5thday of June, 2024.

________________________________
HENRY EDWARD AUTREY
UNITED STATES DISTRICT JUDGE

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