Guilbert v. Gardner
| Decision Date | 07 March 2007 |
| Docket Number | Docket No. 04-1003-cv. |
| Citation | 480 F.3d 140 |
| Parties | Thomas R. GUILBERT, Plaintiff-Appellant, v. Charles B. GARDNER, Jr., Charles B. Gardner III, Marianne Gardner and Douglas Gardner, Defendants-Appellees, Charles B. Gardner & Associates and Charles B. Gardner & Associates, Inc., Defendants. |
| Court | U.S. Court of Appeals — Second Circuit |
Nathaniel B. Smith, New York, NY, for Plaintiff-Appellant, Charles B. Gardner.
Becker Ross Stone DeStefano & Klein, LLP (Howard Justvig, of counsel) for Defendants-Appellees, Charles B. Gardner, III, Douglas Gardner and Marianne Gardner.
Before WALKER, HALL and GIBSON,* Circuit Judges.
Plaintiff-Appellant Thomas R. Guilbert ("plaintiff") appeals from an order of the district court (Jones, J.) granting the summary judgment motion of Defendants-Appellees Charles Gardner III, Douglas Gardner, and Marianne Gardner ("moving defendants") on plaintiff's claims under the Employee Retirement Income Security Act ("ERISA" or "the Act"), 29 U.S.C.A. §§ 1001-1461 (West 1999 & Supp.2004) as well as his claims for breach of contract, promissory estoppel, and fraud. Plaintiff also appeals that portion of the district court's order denying his motion for default judgment against Defendants Charles Gardner Jr., Charles B. Gardner Associates, Inc., and Charles B. Gardner & Associates ("non-moving defendants") and dismissing plaintiff's remaining state law claims without prejudice.
For the reasons set forth below, we affirm in part, vacate in part, and remand.
For purposes of this appeal from summary judgment, we accept as true the following facts and allegations. In December 1991, Charles Gardner Jr. ("Charles Jr.") and his sons Douglas Gardner ("Douglas") and Charles Gardner III ("Charles III")1 approached plaintiff, a former co-worker and family friend, about joining their new print brokerage business. Plaintiff later met with defendants to discuss the details of plaintiff's prospective employment. Plaintiff informed defendants that he had accumulated approximately $39,000 in pension funds at his present job. Charles Jr. allegedly told plaintiff that if he joined the company, in addition to his salary, defendants would establish a pension fund for him with an initial deposit of $39,000 and subsequent annual deposits of $10,000.
Plaintiff accepted the terms of the agreement ("the employment agreement") and began work in January of 1992. He worked for the company until it collapsed in 2000. In early 1992, plaintiff alleges that Charles Jr. wrote down the terms of the pension on a legal writing pad. This document has not been produced in discovery. In the summer of 1992, and on a number of occasions thereafter, plaintiff requested documentation of his pension, but none was provided. Plaintiff alleges that defendants orally assured him on numerous occasions that they had "taken care of" his pension benefits.
On August 24, 2000, August 31, 2000, and September 7, 2000, defendants tendered three checks, each in the amount of $1,178.98, to plaintiff as part of his salary. In addition, on August 28, 2000, defendants tendered a check for $9,131.00 as reimbursement for plaintiff's car lease. Each of these checks bounced. In September 2000, it became clear to plaintiff that defendants were not going to pay his past salary and had not established pension benefits for him.
Plaintiff brought this action in August of 2002. Plaintiff's amended complaint set forth nine causes of action. Plaintiff's first cause of action alleged that defendants were liable to him for his pension benefits under ERISA, 29 U.S.C.A. § 1132(a). The second cause of action alleged that defendants failed to comply with plaintiff's request for information pursuant to § 1132(c)(1) and failed to meet the notice requirements of § 1132(c)(3). As a result, plaintiff claimed that defendants were liable to him in such an amount as the court determined, up to $100 per day beginning on the date of each violation. Plaintiff's third, fourth, and fifth causes of action alleged breach of contract, promissory estoppel and fraud respectively. Pursuant to New York Labor Law § 198, plaintiff's sixth claim sought $3,536.94 in unpaid wages, $9,131 as reimbursement for a loan payment, as well as unpaid pension benefits. The seventh and eight causes of action alleged, inter alia, that Charles, Jr. transferred funds to Charles III, Douglas, and Marianne Gardner in order to defraud and defeat creditors' claims and hide defendants' assets. Plaintiff urged that these funds be set aside and held for seizure by plaintiff in satisfaction of his claims pursuant to New York Debtor and Creditor Law §§ 273-a and 276. The ninth cause of action set forth a claim for wages, expenses, and pension benefits under New York Business Corporation Law § 630.
Moving defendants filed for summary judgment. Plaintiff sought default judgment against non-moving defendants due to those defendants' failure to appear. In an opinion entered February 9, 2004, the district court granted summary judgment to all defendants. First, the district court rejected Plaintiff's ERISA claims. The court found there were "no surrounding circumstances other than defendants' alleged oral assurances from which a reasonable person could ascertain that defendants intended to set up the pension fund for Plaintiff." The district court held that oral assurances of a plan's existence are unenforceable and that therefore defendants had not "established or maintained" a pension program within the meaning of 29 U.S.C.A. § 1003(a).
The district court next dismissed plaintiff's breach of contract claim as untimely. Because of its determination that no ERISA plan existed, the court applied New York law to the breach of contract claim and held that the statute of limitations was six years pursuant to N.Y. C.P.L.R. § 213(2). The court also held that under New York law, when a contract does not specify a time for performance, the law implies a reasonable time for performance. The district court found that a reasonable time for performance would have been within a year of plaintiff's January 1992 start date and that therefore defendants breached and the cause of action accrued in January of 1993.
The court rejected plaintiff's argument that the cause of action accrued in September 2000 when Plaintiff became aware defendants were not going to provide him pension benefits. The court held that Defendants' alleged assurances about the pension were insufficient to re-start the statute of limitations because, under New York law, a promise to perform a previously breached contract must be in writing in order to start the statute of limitations running anew.
The district court next granted summary judgment on the promissory estoppel claim. The court determined that under New York law promissory estoppel is not a valid cause of action in the employment context. The district court further granted summary judgment on the fraud claim. The court held that under N.Y. C.P.L.R. § 203(f), a claim for fraud must be commenced within six years from the commission of the fraud or within two years from the date that the fraud was discovered, or could have reasonably been discovered, whichever is longer. The court concluded that Plaintiff reasonably could have discovered the alleged fraud before 1999 and his action was therefore time-barred. In a footnote, the district court rejected Plaintiff's assertion that the statute of limitations for the breach of contract and fraud claims should be equitably tolled.
Finally, the district court held that there was no legally cognizable claim under which the non-moving defendants could be held liable and therefore granted summary judgment to non-moving defendants sua sponte. The court dismissed plaintiff's motion for default judgment against non-moving defendants as moot. The district court held that plaintiff's remaining state law claims failed to meet the amount in controversy requirement of 28 U.S.C.A. § 1332 and declined to exercise supplemental jurisdiction.2 The court therefore dismissed those claims without prejudice. Plaintiff timely appealed.
This Court reviews a district court's grant of summary judgment de novo. Harlen Assoc. v. Incorp. Vill. of Mineola, 273 F.3d 494, 498-499 (2d Cir.2001). Summary judgment must be granted where "there is no genuine issue as to any material fact and ... the moving party is entitled to a judgment as a matter of law." Fed.R.Civ.P. 56(c). A "genuine issue" exists for summary judgment purposes where the evidence, viewed in the light most favorable to the nonmoving party, is such that a reasonable jury could decide in that party's favor. Harlen Assoc., 273 F.3d at 499; Nabisco, Inc. v. Warner-Lambert Co., 220 F.3d 43, 45 (2d Cir.2000). "Although all inferences must be drawn in favor of the nonmoving party, mere speculation and conjecture is insufficient to preclude the granting of the motion." Harlen Assoc., 273 F.3d at 499 (citing Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S. 574, 586, 106 S.Ct. 1348, 89 L.Ed.2d 538 (1986); Western World Ins. Co. v. Stack Oil, 922 F.2d 118, 121 (2d Cir.1990)).
Plaintiff first contends the district court erred in granting summary judgment on his ERISA claims. We are unpersuaded. ERISA covers "any employee benefit plan if it is established or maintained—(1) by any employer engaged in commerce or in any industry or activity affecting commerce." 29 U.S.C.A. § 1003(a)(1) (West 1999 & Supp.2004).3 In a case involving an alleged employee welfare benefit plan, this Court held that a plan, fund, or program under ERISA "`is established if from the surrounding circumstances a reasonable person can ascertain the intended benefits, a class of beneficiaries, the source of financing, and procedures for receiving benefits.'" Grimo v. Blue Cross/Blue Shield of Vermont, 34 F.3d 148, 151 (2d Cir.1994...
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