United States District Court, D. South Carolina
FREDERICK D. SHEPHERD, JR., Plaintiff,
COMMUNITY FIRST BANK, COMMUNITY FIRST BANK SERP PLAN, RICHARD D. BURLESON, GARY V. THRIFT, DR. LARRY S. BOWMAN, WILLIAM M. BROWN, JOHN R. HAMRICK, JAMES E. TURNER, CHARLES L. WINCHESTER, and ROBERT H. EDWARDS, Defendants.
MEMORANDUM OPINION AND ORDER GRANTING PLAINTIFF'S
MOTION TO DISMISS AND DISMISSING DEFENDANTS' STATE LAW
GEIGER LEWIS UNITED STATES DISTRICT JUDGE
an action for the recovery of retirement benefits under a
plan (the Plan) governed by the Employee Retirement and
Income Security Act of 1974 (ERISA). The Court has
jurisdiction over this matter under 28 U.S.C. §§
1331 and 1367.
before the Court is Plaintiff's Motion to Dismiss, in
which Plaintiff requests the Court dismiss Defendants'
state law counterclaims on the basis they are preempted by
ERISA. ECF No. 77. Having carefully considered
Plaintiff's Motion to Dismiss, the response, the reply,
the record, and the applicable law, it is the judgment of the
Court Plaintiff's Motion to Dismiss will be granted.
FACTUAL AND PROCEDURAL HISTORY
factual and procedural history of this matter is somewhat
extensive, but the Court need not recite it in full. Rather,
the Court will summarize only the points relevant to
Plaintiff's Motion to Dismiss.
previously served as the President and CEO of Defendant
Community First Bank (Bank). ECF No. 36, ¶ 7. The Bank
and Plaintiff entered into the Plan on July 31, 2007,
pursuant to which the Bank agreed to provide certain
supplemental retirement benefits to Plaintiff. Id.
¶ 10. The Plan provides the Bank shall pay Plaintiff
certain yearly benefits for twenty years if Plaintiff
continues to work at the Bank past the age of seventy-one.
ECF No. 36-1 at 2-4. The Plan further establishes it will
terminate in the event Plaintiff's employment with the
Bank is terminated for cause. Id. at 6.
accordance with the terms of the Plan, the Bank began making
monthly payments to Plaintiff after December 20, 2011, when
Plaintiff reached the age of seventy-one. ECF No. 36, ¶
23. Plaintiff retired from the Bank on December 30, 2014.
Id. ¶ 25. On May 26, 2015, the Bank, the
Bank's Board of Directors, and the Plan Administrators
notified Plaintiff the Bank would cease making payments under
the Plan. Id. ¶ 32.
filed his initial Complaint in this matter in the Court of
Common Pleas for Oconee County, South Carolina, ECF No. 1-1,
and Defendants removed the case to this Court, ECF No. 1. In
his amended complaint (Complaint), Plaintiff asserts ERISA
claims against Defendants for recovery of benefits,
administrative remedy, equitable relief, anti-retaliation,
and attorneys' fees and costs. ECF No. 36. In
Defendants' answer to the Complaint and amended
counterclaims, they assert state law counterclaims for fraud,
breach of contract/breach of duty of loyalty, unjust
enrichment, and breach of fiduciary duty, as well as
ERISA-based counterclaims for enforcement of plan and breach
of fiduciary duty to plan. ECF No. 74.
filed his Motion to Dismiss on August 4, 2017. ECF No. 77.
Defendants responded on August 23, 2017, ECF No. 81, and
Plaintiff replied on August 30, 2017, ECF No. 82. The Court,
having been fully briefed on the relevant issues, is now
prepared to discuss the merits of Plaintiff's Motion to
STANDARD OF REVIEW
purpose of a Rule 12(b)(6) motion is to test the sufficiency
of a [pleading].” Edwards v. City of
Goldsboro, 178 F.3d 231, 243 (4th Cir. 1999). To survive
a motion to dismiss, a pleading must contain “a short
and plain statement of the claim showing that the pleader is
entitled to relief.” Fed.R.Civ.P. 8(a)(2).
Rule 8(a) does not require “‘detailed factual
allegations, '” it requires “more than an
unadorned, the-defendant [or counterclaim
defendant]-unlawfully-harmed-me accusation, ”
Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009) (quoting
Bell Atl. Corp. v. Twombly, 550 U.S. 544, 555
(2007)), to “‘give the defendant [or counterclaim
defendant] fair notice of what the . . . claim is and the
grounds upon which it rests, '” Twombly,
550 U.S. at 555 (quoting Conley v. Gibson, 355 U.S.
41, 47 (1957)). In other words, “a [pleading] must
contain sufficient factual matter, accepted as true, to
‘state a claim to relief that is plausible on its
face.'” Iqbal, 556 U.S. at 678 (quoting
Twombly, 550 U.S. at 570). A claim is facially
plausible when it “pleads factual content that allows
the court to draw the reasonable inference that the defendant
[or counterclaim defendant] is liable for the misconduct
alleged.” Id. (citing Twombly, 550
U.S. at 556).
considering a motion to dismiss, a non-movant's well-pled
allegations are taken as true, and the pleading and all
reasonable inferences are liberally construed in the
non-movant's favor. Mylan Labs., Inc. v.
Matkari, 7 F.3d 1130, 1134 (4th Cir. 1993). The Court
may consider only the facts alleged in the pleading, which
may include any documents either attached to or incorporated
in the pleading, and matters of which the Court may take
judicial notice. Tellabs, Inc. v. Makor Issues &
Rights, Ltd., 551 U.S. 308, 322 (2007). Although the
Court must accept the non-movant's factual allegations as
true, any conclusory allegations are unentitled to an
assumption of truth, and even those allegations pled with
factual support need be accepted only to the extent
“they plausibly give rise to an entitlement to
relief.” Iqbal, 556 U.S. at ...