Guerra-Delgado v. Popular, Inc.
| Citation | 774 F.3d 776 |
| Decision Date | 18 December 2014 |
| Docket Number | No. 13–2065.,13–2065. |
| Parties | Alfredo GUERRA–DELGADO, et al., Plaintiffs, Appellants, v. POPULAR, INC., et al., Defendants, Appellees. |
| Court | U.S. Court of Appeals — First Circuit |
William Santiago Sastre for appellants.
Oreste R. Ramos, with whom Pietrantoni Mendez & Alvarez LLC was on brief, for appellees.
Before HOWARD, SELYA, and LIPEZ, Circuit Judges.
After appellant Alfredo Guerra–Delgado (“Guerra”) retired from appellee Banco Popular de Puerto Rico (“BPPR”), BPPR undertook a final calculation of his pension, which yielded monthly payments substantially lower than earlier estimates had suggested. Guerra brought claims seeking the higher amount under § 502(a)(1) of the Employee Retirement Income Security Act of 1974 (“ERISA”), 29 U.S.C. § 1132(a)(1), a theory of estoppel, and Puerto Rico contract law. The district court dismissed the ERISA and contract claims, holding that Guerra could not be awarded relief under the terms of BPPR's retirement plan and that ERISA preempted the commonwealth law claims. After discovery, the district court granted summary judgment against Guerra on the estoppel claim, holding that estoppel could not apply where the terms of the benefits plan were unambiguous. Agreeing with the district court's conclusions, we affirm.
Appellant Guerra was an employee of Banco de Ponce for eight years, from 1980 to 1988.1 Although Banco de Ponce merged with BPPR in 1990, Banco de Ponce was not affiliated with BPPR during Guerra's tenure there. Guerra resigned from Banco de Ponce in February 1988 to work for First Bank of Puerto Rico, where he remained until he moved to Florida in May 1995 to help his son through difficult times. Guerra lived in Florida until 1997, and during that period he worked three jobs part-time: as an independent contractor for First Bank of Puerto Rico, as a bus driver for the Osceola school district, and as a driver at Hertz Car Rental.
In late 1996, a former colleague, Angel René Guzmán, recruited Guerra to work for the New York branch of BPPR. Guerra alleges that BPPR, through Guzmán, agreed as part of its recruiting effort to credit seventeen years of work for other firms toward his pension at BPPR. In other words, his pension would reflect prior work at two different banks, as well as his other jobs in Florida, beginning with his employment for Banco de Ponce in February 1980. Guzmán denies making such a promise.
Guerra began working for BPPR in New York in April 1997. In January 1999, Guerra and many other BPPR employees in New York became employees of a new entity, Banco Popular North America, Inc. (“BPNA”). Although Guerra retained the same employee ID number, worked in the same office, and performed the same work, he was technically an employee of BPNA from January 1999 until he transferred to a BPPR office in Puerto Rico a year later, in January 2000.
Guerra remained in BPPR's Puerto Rico office until his retirement in 2009. At the beginning of his tenure there, Guerra asked if the period from 1980 onwards was still being credited toward his pension. In June 2000, a BPPR Benefits Department representative, Madeline Mundo, sent Guerra a letter on BPPR letterhead, which stated: Guerra read this letter as confirmation that his employer would continue to honor the alleged 1997 promise. Notwithstanding the contents of the Mundo letter, it is uncontested that Guerra did not, in fact, work for BPNA from February 1, 1980 through December 31, 1998.
Every year from 2003 to 2007, Guerra received an annual “Total Compensation Report” from BPPR. These reports contained estimates of Guerra's pension benefits, calculated on the basis of a 1980 start date. Each report contained a disclaimer that the estimates did not govern the final benefits calculation, and that the official policies of the company's retirement plan would govern.
In 2005, BPPR's benefits structure changed. Employees who had accrued fewer than ten years of benefits had their benefits frozen and received an eleven percent pay raise. Employees who had accrued more than ten years of benefits continued to accrue benefits and received a smaller, three percent raise. Even though Guerra did not actually begin working for BPPR until 1997, he received the latter deal because he had, according to BPPR's records, accrued over twenty years of pension benefits by that time.
In 2008, Guerra contacted the BPPR Benefits Department to determine what his benefits would be if he retired early. On September 8, 2008, José Torres of the BPPR Benefits Department sent Guerra an email estimating that he would receive $2,371.99 per month if he retired on February 1, 2009. Guerra subsequently received a written “Estimated Pension Calculation” with the same information. Based on this information, Guerra formally informed BPPR on December 1, 2008 that he would retire in February 2009.
On January 21, 2009, Guerra attended a meeting for retirees. There, a representative from the BPPR Benefits Department suggested to Guerra that he might receive credit for only ten years of service, and that the Torres email and the Estimated Pension Calculation based on the 1980 start date may have grossly overestimated his benefits. Guerra nevertheless retired on February 1, 2009.
During the first week of February, Guerra spoke with someone from the BPPR Benefits Department to try to clarify his benefits entitlement and to make arrangements to return to work in the event the higher figure was not honored. BPPR was supposed to make a final calculation and then follow up with Guerra. Over a month later, however, Guerra still had not heard from BPPR, nor had he received any pension payment. On March 18, he emailed the Benefits Department to press the issue.
The next day, Guerra received a letter from Torres. The letter explained that he had accrued only seven years of credit, yielding monthly benefits of $570.87, not the $2,371.99 monthly payment he had expected. The seven credited years included: (1) April 29, 1997 through December 31, 1998 (the period Guerra worked for BPPR in New York, up to the time it became BPNA); and (2) January 18, 2000 through December 31, 2005 (the period Guerra worked for BPPR in Puerto Rico, up to the time BPPR discontinued its benefits program for employees who had accrued fewer than ten years of credit). The seven years excluded the one-year period he worked for BPNA in New York and the seventeen years he had worked for other firms. In the same letter, Guerra was offered $18,137.90 in back pay because he had not accrued more than ten years of credit by December 31, 2005, and therefore should have received an eleven percent raise instead of a three percent raise. Guerra requested reconsideration of the estimates, but BPPR confirmed its calculation. Guerra was never reinstated and, according to Guerra, he received no pension payments until after a settlement conference in this action in December 2013. That month, he began receiving monthly payments of $485.
Guerra filed suit in June 2011 against (1) Popular, Inc. (BPPR and BPNA's parent company); (2) BPPR; (3) BPNA; (4) Plan de Retiro de Banco Popular (“the Plan”); and (5) Comité Administrativo de Beneficios de Popular, Inc. (“the Committee”). He advanced claims under ERISA § 502(a), federal common law doctrines of promissory and equitable estoppel, and Puerto Rico contract law. Guerra sought declaratory and injunctive relief, and restitution to redress denial of benefits, breach of contract, and consequential losses.
The defendants moved to dismiss the complaint pursuant to Federal Rule of Civil Procedure 12(b)(6). The district court granted the motion in part, holding, inter alia, that Guerra had failed to state a claim under ERISA § 502(a)(1) and that ERISA preempted the commonwealth claims.2 Only the estoppel claim survived. After discovery, the defendants successfully moved for summary judgment on the estoppel claim. The district court held that the unambiguous Plan terms precluded a claim for estoppel. On appeal, Guerra challenges both the dismissal of his ERISA and contract claims and the summary judgment on his estoppel claim.
We review the order granting a Rule 12(b)(6) motion de novo. Herman v. Meiselman, 541 F.3d 59, 61 (1st Cir.2008). In our review, we accept as true all well-pleaded facts in the complaint and draw all reasonable inferences in the pleader's favor. Tasker v. DHL Ret. Sav. Plan, 621 F.3d 34, 38 (1st Cir.2010). The “complaint must contain enough factual material to raise a right to relief above the speculative level ... and state a facially plausible legal claim.” Ocasio–Hernández v. Fortuño–Burset, 640 F.3d 1, 12 (1st Cir.2011) (internal quotation marks omitted).
Guerra's complaint alleges that the defendants are liable “for the benefits due to [him] under the Plan ” per ERISA § 502(a)(1)(B). First Am. Compl. ¶ 34 (emphasis added); see 29 U.S.C. § 1132(a)(1)(B) (). Guerra does not allege, however, that the plain language of the Plan as adopted requires that he be credited for the years he worked at other firms. Rather, he alleges that those years should be counted because various fiduciaries of the Plan represented to him that they would be counted.3 For Guerra to be entitled to benefits under the terms of the Plan, those representations would have to amount to Plan amendments.
The 1997 promise (in which Guzmán allegedly told Guerra that BPPR would credit seventeen...
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