United States District Court, N.D. Georgia, Atlanta Division
ROBERT BILLER, KAYLA: BILLER b/n/f ROBERT BILLER, and BROOKE BILLER b/n/f ROBERT BILLER, Plaintiffs,
THE PRUDENTIAL INSURANCE COMPANY OF AMERICA and SIX CONTINENTS HOTELS, INC. d/b/a INTERCONTINENTAL HOTELS GROUP, Defendants.
RICHARD W. STORY, District Judge.
This case comes before the Court on Defendant Six Continents Hotels, Inc.'s Motion to Dismiss . After reviewing the record, the Court enters the following order.
While an employee of Defendant Six Continents Hotels, Plaintiff Tamara Biller participated in an employee benefits plan that included a life insurance policy insured by Defendant Prudential Insurance Company of America ("Prudential"). (Compl., Dkt.  ¶ 7.) On October 28, 2010, Ms. Biller's employment with Six Continents was terminated. She then sought to convert her group life insurance policy into an individual policy under an option included in the contract. To convert a group policy to an individual policy under the option, a former employee must apply for an individual contract and pay the first premium by the later of: (1) within 31 days after the end of employment, or (2) within 15 days of receiving written notice of the conversion privilege. (Insurance Contract, Dkt. [15-2] at 22.)
On November 3, 2010, Ms. Biller contacted Prudential and was informed that the insurance conversion could not be completed without a written notice from her employer. On November 9, 2010, Ms. Biller contacted Linda Thomas of Six Continents' Human Resources Department, who said the notice would be mailed to her.
On November 11, 2010, ADP Benefit Services sent Ms. Biller a notice of her right to convert her group life insurance policy to an individual policy. The notice informed her that she had to request the conversion within 31 days of the group policy's termination and directed her to contact Six Continents' Human Resources Department to receive an application for conversion. (Coverage Election Notice, Dkt.  at 13.) After receiving the notice from ADP, Ms. Biller contacted Prudential, and Prudential informed her that she still needed to fill out an application from Six Continents. Ms. Biller again contacted Ms. Thomas, who said she would mail the application. When the application did not arrive, Ms. Biller called Ms. Thomas once more. On December 3, 2010, Ms. Thomas mailed an application for conversion to Plaintiff for her to fill out and submit to Prudential. Ms. Biller finally received the application on December 10, 2010. When she contacted Prudential, however, she was told that the 31-day period had already expired, and therefore her conversion application could not be accepted.
On February 27, 2011, Ms. Biller died unexpectedly. Plaintiffs, beneficiaries of the plan, sought life insurance benefits from Prudential but were denied. The benefits were also denied on appeal. Plaintiffs filed this action on October 23, 2013, against Defendants Prudential and Six Continents. Based on the foregoing allegations, Plaintiffs seek equitable relief under 29 U.S.C. § 1132(a)(3) for breach of fiduciary duty against both Defendants. With respect to Six Continents, Plaintiffs argue that it breached its fiduciary duties by (1) "indicating a request for conversion within 31 days of the termination was all that was needed to convert the policy"; (2) "indicating that a call to its global HR department would result in an application for conversion"; (3) "not sending out the notice of group life conversion privilege form until December 3, 2010"; and (4) "not informing Ms. Biller that Prudential might also consider the fifteen (15) day period subsequent to the notice of group life conversion form to be adequate to apply for conversion." (Compl., Dkt.  ¶ 28.) Defendant Six Continents now moves for dismissal.
I. Motion to Dismiss Legal Standard
Federal Rule of Civil Procedure 8(a)(2) requires that a pleading contain a "short and plain statement of the claim showing that the pleader is entitled to relief." While this pleading standard does not require "detailed factual allegations, " mere labels and conclusions or "a formulaic recitation of the elements of a cause of action will not do." Ashcroft v. Iqbal , 556 U.S. 662, 678 (2009) (quoting Bell Atl. Corp. v. Twombly , 550 U.S. 544, 555 (2007)). In order to withstand a motion to dismiss, "a complaint must contain sufficient factual matter, accepted as true, to state a claim to relief that is plausible on its face.'" Id . (quoting Twombly , 550 U.S. at 570). A complaint is plausible on its face when the plaintiff pleads factual content necessary for the court to draw the reasonable inference that the defendant is liable for the conduct alleged. Id.
"At the motion to dismiss stage, all well-pleaded facts are accepted as true, and the reasonable inferences therefrom are construed in the light most favorable to the plaintiff." Bryant v. Avado Brands, Inc. , 187 F.3d 1271, 1273 n.1 (11th Cir. 1999). However, the same does not apply to legal conclusions set forth in the complaint. See Iqbal , 556 U.S. at 678. "Threadbare recitals of the elements of a cause of action, supported by mere conclusory statements, do not suffice." Id . Furthermore, the court does not "accept as true a legal conclusion couched as a factual allegation." Twombly , 550 U.S. at 555.
"The district court generally must convert a motion to dismiss into a motion for summary judgment if it considers materials outside the complaint." D.L. Day v. Taylor , 400 F.3d 1272, 1275-76 (11th Cir. 2005); see also Fed.R.Civ.P. 12(d). However, documents attached to a complaint are considered part of the complaint. Fed.R.Civ.P. 10(c). Documents "need not be physically attached to a pleading to be incorporated by reference into it; if the document's contents are alleged in a complaint and no party questions those contents, [the court] may consider such a document, " provided it is central to the plaintiff's claim. D.L. Day , 400 F.3d at 1276. At the motion to dismiss phase, the Court may also consider "a document attached to a motion to dismiss... if the attached document is (1) central to the plaintiff's claim and (2) undisputed." Id . (citing Horsley v. Feldt , 304 F.3d 1125, 1134 (11th Cir. 2002)). "Undisputed' means that the authenticity of the document is not challenged." Id.
Six Continents contends (1) it is not the proper party for a breach of fiduciary duty action because Prudential, not Six Continents, was the fiduciary with regard to the life insurance plan; (2) Plaintiffs may not maintain an equitable action under 29 U.S.C. § 1132(a)(3) because they have a remedy available under 29 U.S.C. § 1132(a)(1)(B) to ...