Williams v. PMA Cos., 5:19-CV-0557 (GTS/ATB)

• Decision Date: 25 November 2019
• Docket Number: 5:19-CV-0557 (GTS/ATB)
• Citation: 419 F.Supp.3d 471
• Parties: Bruce WILLIAMS, Plaintiff, v. PMA COS., INC.; Old Republic Int'l Corp.; PMA Mgmt. Corp. ; PMA Mgmt. Corp. of New England ; and James Walsh, Defendants.
• Court: U.S. District Court — Northern District of New York

419 F.Supp.3d 471

Bruce WILLIAMS, Plaintiff,

v.PMA COS., INC.; Old Republic Int'l Corp.; PMA Mgmt. Corp. ; PMA Mgmt. Corp. of New England ; and James Walsh, Defendants.

5:19-CV-0557 (GTS/ATB)

United States District Court, N.D. New York.

Signed November 25, 2019

TIMOTHY J. BROCK, ESQ., THE LAW OFFICES OF WYATT & ASSOCIATES, PLLC, 17 Elm Street Suite C211, Keene, NH 0341, Counsel for Plaintiff.

ROBERT A. LaBERGE, ESQ., ADAM P. MASTROLEO, ESQ., BOND, SCHOENECK & KING, PLLC, One Lincoln Center, Syracuse, NY 13202, Counsel for Defendants.

DECISION and ORDER

Hon. Glenn T. Suddaby, Chief U.S. District Judge

Currently before the Court, in this employment discrimination action filed by Bruce Williams ("Plaintiff") against PMA Companies, Inc. ("PMA"), Old Republic International Corporation ("Old Republic"), PMA Management Corporation ("PMA Management"), PMA Management Corporation of New England ("PMA New England"), and James Walsh (collectively "Defendants"), is Defendant Old Republic's motion to dismiss Plaintiff's Complaint for lack of personal jurisdiction and failure to state a claim pursuant to Fed. R. Civ. P. 12(b)(2) and (6). (Dkt. No. 7.) For the reasons set forth below, Defendant Old Republic's motion to dismiss is granted in part and denied in part.

I. RELEVANT BACKGROUND

A. Plaintiff's Complaint

Generally, in his Complaint, Plaintiff asserts four claims. (Dkt. No. 1 [Pl.'s Compl.].) First, Plaintiff, an approximately sixty-three year old Assistant Vice President, claims that Defendants discriminated against him because of his age in violation of New York State Human Rights Law, N.Y. Exec. L. § 296 et. seq. ("NYSHRL"). (Id. at ¶ 53.) In support of this claim, Plaintiff alleges disparate treatment regarding his ability to work remotely, as compared to other, younger Assistant Vice Presidents ("Claim One"). (Id. at ¶¶ 53, 96-105.)

Second, Plaintiff claims that Defendants engaged in age discrimination in violation of the Age Discrimination in Employment Act ("ADEA") based on the same factual allegations as those underlying Claim One ("Claim Two"). (Id. at ¶¶ 106-14.)

Third, Plaintiff claims that Defendants engaged in retaliation in violation of NYSHRL § 296(7) when they terminated Plaintiff's employment after he raised protected concerns about allegedly receiving disparate treatment ("Claim Three"). (Id. at ¶¶ 115-22.)

Fourth, Plaintiff claims that Defendants engaged in retaliation in violation of the ADEA based on the same factual allegations as those underlying Claim Three ("Claim Four"). (Id. at ¶¶ 123-27.)

B. Parties' Briefing on Defendant Old Republic's Motion to Dismiss

1. Defendant Old Republic's Memorandum of Law¹

Generally, in its memorandum of law-in-chief, Defendant Old Republic argues that it is not a proper party to this case because it is not subject to the Court's jurisdiction and, in the alternative, that Plaintiff fails to state a claim against it.² ( Dkt. No. 7-2 [Def. Old Republic's Mem. of Law].) More specifically, Defendant Old Republic argues that it is not subject to the Court's jurisdiction because it is a nonresident foreign corporation that is not "at home" in New York State. (Id. at 4-6.) Defendant Old Republic also argues that the Court does not have jurisdiction in this case because Defendant Old Republic has not purposefully availed itself of the "privilege of conducting activities within the forum State." (Id. at 6-7.) Defendant Old Republic further argues that the Court does not have jurisdiction simply because Defendant Old Republic "is the parent company" of Defendant PMA. (Id. at 7-9.) In the alternative, Defendant Old Republic argues that Plaintiff fails to state a claim against it because it is not Plaintiff's employer. (Id. at 9-12.)

2. Plaintiff's Opposition Memorandum of Law³

Generally, in his opposition memorandum of law, Plaintiff argues he has alleged facts plausibly suggesting that the Court has personal jurisdiction over Defendant Old Republic.⁴ (Dkt. No. 16 [Pl.'s Opp. Mem. of Law].) More specifically, Plaintiff argues that Defendant Old Republic has enough control over its subsidiaries to impute the subsidiary's actions to Defendant Old Republic for jurisdictional purposes. (Id. at 2-4.) Plaintiff also argues that the Court has specific jurisdiction over Defendant Old Republic because Defendant Old Republic was Plaintiff's joint employer. (Id. at 4-7.) Lastly, Plaintiff argues that the question of joint employment is a question of fact, and that Plaintiff has pled sufficient facts to put Defendant Old Republic on notice of this theory. (Id. at 7-8.)

3. Defendant Old Republic's Reply Memorandum of Law

Generally, in its reply memorandum of law, Defendant Old Republic reiterates its two original arguments. (Dkt. No. 17 [Def.'s Reply Mem. of Law].) First, Defendant Old Republic argues that the Court does not have personal jurisdiction over Defendant Old Republic because neither the Complaint nor Plaintiff's affidavits assert that Defendant Old Republic played a role in, was aware of, or participated in the decision to terminate him. (Id. at 1-3.)

Second, Defendant Old Republic argues that, in the alternative, Plaintiff's Complaint must be dismissed for failure to state a claim under Fed. R. Civ. P. 12(b)(6), because the Complaint fails to allege facts plausibly suggesting that Defendant Old Republic was Plaintiff's employer. (Id. at 3-7.)

II. GENERAL LEGAL STANDARDS

A. Standard Governing Motion to Dismiss for Lack of Personal Jurisdiction

"When a defendant moves to dismiss a complaint under Rule 12(b)(2) for want of personal jurisdiction, courts must perform a two-part analysis." Harris v. Ware , 04-CV-1120, 2005 WL 503935, at *1 (E.D.N.Y. Mar. 4, 2005) ; accord , Eades v. Kennedy, PC Law Offices , 799 F.3d 161, 167-68 (2d Cir. 2015). "First, personal jurisdiction over a defendant must be established under the law of the state where the federal court sits." Harris , 2005 WL 503935, at *1 (citing Bank Brussels Lambert v. Fiddler Gonzalez & Rodriguez , 171 F.3d 779, 784 [2d Cir. 1999] ); accord , Best Van Lines, Inc. v. Walker , 490 F.3d 239, 242 (2d Cir. 2007). "Under Rule 4(k)(1)(A) of the Federal Rules of Civil Procedure, the service of a summons establishes personal jurisdiction over a defendant ‘who could be subjected to the jurisdiction of a court of general jurisdiction in the state in which the district court is located.’ " Harris , 2005 WL 503935, at *1 (citation omitted).

"Second, if jurisdiction is established under the governing statute, courts must determine whether the exercise of jurisdiction under the relevant state law would violate the defendant's due process rights" Id. (citation omitted); accord , Best Van Lines, Inc. , 490 F.3d at 242-43. These due process rights require that the Defendant Old Republic have minimum contacts with the forum state and that the exercise of jurisdiction over the defendant does not offend traditional notions of fair play and substantial justice. Int'l Shoe Co. v. Washington , 326 U.S. 310, 316, 66 S.Ct. 154, 90 L.Ed. 95 (1945).

"In order to survive a motion to dismiss for lack of personal jurisdiction, a plaintiff must make a prima facie showing that jurisdiction exists." Licci v. Lebanese Canadian Bank, SAL , 732 F.3d 161, 167 (2d Cir. 2013) (quoting Thomas v. Ashcroft , 470 F.3d 491, 495 [2d Cir. 2006] ). In determining whether the required showing has been made, district courts "construe the pleadings and any supporting materials in the light most favorable to the plaintiffs." Licci , 732 F.3d at 167 (quoting Chloé v. Queen Bee of Beverly Hills, LLC , 616 F.3d 158, 163 [2d Cir. 2010] ); accord , A.I. Trade Finance, Inc. v. Petra Bank , 989 F.2d 76, 79-80 (2d Cir. 1993) ; Hoffritz for Cutlery, Inc. v. Amajac, Ltd. , 763 F.2d 55, 57 (2d Cir. 1985).

"In deciding a pretrial motion to dismiss for lack of personal jurisdiction a district court has considerable procedural leeway." Marine Midland Bank, N.A. v. Miller , 664 F.2d 899, 904 (2d Cir. 1981). Unless a court conducts "a full-blown evidentiary hearing," the plaintiff need only make "a prima facie showing of jurisdiction through its own affidavits and supporting materials to survive a motion to dismiss under Rule 12(b)(2)." Harris , 2005 WL 503935, at *1 (internal quotation marks and citations omitted). What this means is that, "prior to discovery, a plaintiff may defeat a jurisdiction-testing motion by pleading in good faith, legally sufficient allegations of jurisdiction." Id. (internal quotation marks and citations omitted); accord , Penguin Grp. (USA) Inc. v. Am. Buddha , 609 F.3d 30, 35 (2d Cir. 2010) ("Such a [prima facie ] showing entails making ‘legally sufficient allegations of jurisdiction,’ including ‘an averment of facts that, if credited[,] would suffice to establish jurisdiction over the defendant.’ ") (quoting In re Magnetic Audiotape Antitrust Litig. , 334 F.3d 204, 206 [2d Cir. 2003] [per curiam] ). However, where a defendant "rebuts [a plaintiff's] unsupported allegations with direct highly specific, testimonial evidence regarding a fact essential to jurisdiction–and plaintiff[ ] do[es] not counter that evidence–the allegation may be deemed refuted." MEE Direct LLC v. Tran Source Logistics, Inc. , 12-CV-6916, 2012 WL 6700067, at *2 (S.D.N.Y. Dec. 26, 2012) (citation, internal quotation marks, and footnote omitted).

B. Motion to Dismiss for Failure to State a Claim

It has long been understood that a dismissal for failure to state a claim upon which relief can be granted, pursuant to Fed. R. Civ. P. 12(b)(6), can be based on one or both of two grounds: (1) a challenge to the "sufficiency of the pleading" under Fed. R. Civ. P. 8(a)(2) ; or (2) a challenge to the legal cognizability of the claim. Jackson v. Onondaga Cnty. , 549 F. Supp.2d 204, 211 nn. 15-16 (N.D.N.Y. 2008) (McAvoy, J.) (adopting Report-Recommendation on de novo review).

Because such dismissals are often based on the first ground, some elaboration regarding that ground is appropriate. Rule 8(a)(2) of the...