United States District Court, S.D. Georgia, Waycross Division
R. D. THOMAS, JR., Plaintiff,
FIRST SOUTHERN BANK F/K/A THE PATTERSON BANK, LYNN SCHROEDER AND WILLIAM "BILL" HUGHES Defendants.
GODBEY WOOD, UNITED STATES DISTRICT JUDGE
the Court are Defendant Lyn Schroeder's (misidentified as
Lynn Schroeder} ("Schroeder"}/ Defendant William
Hughes's ("Hughes") and The Patterson
Bank's ("the Bank") Motions to Dismiss pursuant
to Federal Rule of Civil Procedure 12(b) (6) for failure to
state a claim upon which relief can be granted. These Motions
have been fully briefed and are now ripe for review. For the
following reasons, Defendant Schroeder's Motion is hereby
DENIED at this time, Defendant Hughes's Motion is hereby
DENIED at this time, and Defendant Bank's Motion is
hereby denied at this time.
facts stated herein are taken solely from Plaintiff's
Complaint and are assumed to be true pursuant to Rule 12 (b)
(6} . Plaintiff R.D. Thomas was the CEO of Defendant Bank
until January 2012. Dkt No. 1, Ex. 1 ¶ 5. Plaintiff and
the Bank entered into a Salary Continuation Agreement
("the Agreement"} in August 1997. Id.
¶ 7. The Agreement provided an annual accrual of
benefits peaking at fifteen years of employment with a salary
continuation and annual benefit of $77, 500 per year, paid in
monthly installments over fifteen years. Id. ¶
8. Plaintiff voluntarily terminated his employment in January
2012. Id. ¶ 11. Accordingly, the Bank began
paying benefits to Plaintiff the next month, in February
2012, in the amount of $6, 458.33 per month. Id.
¶ 12. On behalf of the Bank, Defendant Schroeder, the
Bank's attorney, notified Plaintiff on December 20, 2012
that the Bank was ceasing its fully vested benefits because
of loans made to Plaintiff and his sister in 2008.
Id. ¶ 13.
then met with CEO Defendant Hughes, and they agreed to a
present value reduction of Plaintiff's benefits under the
Agreement for the balance of the two notes. Id.
¶ 14. This new agreement ("Second Agreement")
was reduced to writing and signed by Plaintiff. Id.
¶ 15. The Bank then, through its attorneys, informed
Plaintiff on December 16, 2015 of termination of payment.
Id. % 16. Meanwhile, the Bank sued
Plaintiff on his promissory note that the Plaintiff alleges
the Second Agreement had satisfied. Id. ¶ 25.
Plaintiff sued Defendants in the State Court of Pierce
County, bringing claims of breach of contract and fraud.
Defendant then removed the case to this Court pursuant to 28
U.S.C § 1441, articulating that although Plaintiff only
stated claims under state law, those claims were preempted by
the federal Employee Retirement Income Security Act
("ERISA") and thus invoked federal question
jurisdiction under 28 U.S.C. § 1331.
in order to state a claim for relief, a plaintiff's
complaint must include "enough facts to state a claim to
relief that is plausible on its face." Bell Atlantic
Corp. v. Twombly, 550 U.S. 544, 570 (2007}. "A
claim has facial plausibility when the plaintiff pleads
factual content that allows the court to draw the reasonable
inference that the defendant is liable for the misconduct
alleged." Ashcroft v. Iqbal, 556 U.S. 662, 678
(2009). The Court accepts the allegations in the complaint as
true and draws all reasonable inferences in favor of the
plaintiff. Ray v. Spirit Airlines, Inc., 836 F.3d
1340, 1347 (11th Cir. 2 016} . However, the Court does not
accept as true threadbare recitations of the elements of the
claim and disregards legal conclusions unsupported by factual
allegations. Iqbal, 556 U.S. at 678-79. At a
minimum, a complaint should "contain either direct or
inferential allegations respecting all the material elements
necessary to sustain a recovery under some viable legal
theory." Fin. Sec. Assurance, Inc. v. Stephens,
Inc., 500 F.3d 1276, 1282-83 (11th Cir. 2007) (per
curiam} (quoting Roe v. Aware Woman Ctr. for Choice,
Inc., 253 F.3d 678, 683 (11th Cir. 2001)).
standard, for stating a fraud claim is even higher. "
[A] party must state with particularity the circumstances
constituting fraud . . . ." Fed.R.Civ.P. 9(b). Rule 9(b)
"plainly requires a complaint to set forth (1) precisely
what statements or omissions were made in which documents or
oral representations; (2) the time and place of each such
statement and the person responsible for making (or, in the
case of omissions, not making) them; (3) the content of such
statements and the manner in which they misled the plaintiff;
and (4) what the defendant obtained as a consequence of the
fraud." FindWhat Inv'r Grp. V. FindWhat.Co,
658 F.3d 1282, 1296 (11th Cir. 2011).
Subject Matter Jurisdiction
courts have removal jurisdiction over " [a] ny civil
action brought in a [s]tate court of which the district
courts have original jurisdiction." 28 U.S.C. §
1441(a). District courts have original jurisdiction based
either on diversity jurisdiction or federal question
jurisdiction. 28 U.S.C. §§ 1331, 1332.
a cause of action invokes federal question jurisdiction only
when "the plaintiff's well-pleaded complaint raises
issues of federal law." Brown v. Conn. Gen. Life
Ins. Co., 934 F.2d 1193, 1195 (11th Cir. 1991) (citing
Taylor, 481 U.S. at 63). Because preemption is
ordinarily a defense to a state claim, "it does not
appear on the face of a well-pleaded complaint, and,
therefore, does not authorize removal to federal court."
Id. at 63. "One corollary of the well-pleaded
complaint rule developed in the case law, however, is that
Congress may so completely pre-empt a particular area that
any civil complaint raising this select group of claims is
necessarily federal in character." Id. at
63-64. In this way, complete preemption provides an exception
to the well-pleaded complaint rule and the requirement that
federal law appear on the face of the complaint. In these
cases, federal law does not merely preempt a state law but
substitutes a federal cause of action for a state cause of
provides such an example of complete preemption, substituting
a state for a federal cause of action whenever a plaintiff
seeks to recover benefits under a plan as the rightful
beneficiary. Metro. Life Ins. Co. v. Taylor, 481
U.S. 58, 60 (1987) ("[S]tate common law causes of action
asserting improper processing of a claim for benefits under
an employee benefit plan regulated by [ERISA] are pre-empted
by ERISA.") (citations omitted). The preemptive force of
ERISA is "so powerful as to displace entirely any state
cause of action" for violation of contracts between an
employee and his employer regarding retirement benefits.
Beneficial Nat'l ...