GCIU-Employer Retirement Fund v. Coleridge Fine Arts
700 F. App'x 865
| 10th Cir. | 2017Background
- Fund is a multiemployer pension plan under the MPPAA; Greystone Graphics (KS) contributed to the Fund and ceased business in Feb 2011, triggering withdrawal liability.
- Coleridge Fine Arts and parent Jelniki (both Irish) acquired Greystone (Coleridge owned Greystone) and the Fund alleges they are in Greystone’s control group and thus jointly liable for withdrawal liability.
- Fund sued under the MPPAA; Coleridge and Jelniki moved to dismiss for lack of personal jurisdiction (served in Ireland); district court granted dismissal and denied jurisdictional discovery.
- Fund argued Rule 4(k)(2)/federal due process allow specific jurisdiction because defendants purposefully directed activities at the U.S., relying on acquisition knowledge of pension risk and defendants’ managerial involvement (via Eugene Reynolds).
- Tenth Circuit reviewed de novo, found the acquisition alone and asserted corporate affiliation insufficient to establish minimum contacts, and held the district court abused its discretion by denying limited jurisdictional discovery on contested facts about day-to-day management.
- Case reversed and remanded for jurisdictional discovery into whether Coleridge/Jelniki (directly or through owners/agents) were involved in Greystone’s day-to-day management and, if necessary, reevaluation of fair play/substantial justice factors.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether federal personal jurisdiction exists under Rule 4(k)(2)/Due Process | Acquisition of Greystone with knowledge of pension risk and managerial involvement (Reynolds) constitutes purposeful direction to U.S. | Acquisition and ownership alone, and alleged involvement, do not create sufficient minimum contacts | No specific jurisdiction on existing record; acquisition/affiliation alone insufficient |
| Whether stock ownership/control-group liability can supply minimum contacts | Control-group liability risk at acquisition makes defendants subject to jurisdiction | Mere ownership or affiliation without more is not enough | Rejected plaintiff’s reliance on ownership; follows precedents limiting jurisdiction based on affiliation |
| Whether alleged managerial acts by Reynolds can be imputed to Coleridge/Jelniki | Reynolds’ roles at Greystone (president/CEO/board) show defendants participated in Greystone’s operations | Reynolds’ actions were on behalf of Greystone, not routinely on behalf of Coleridge/Jelniki; corporate formalities observed | Current record fails to show Reynolds acted for defendants sufficiently to establish contacts |
| Whether district court abused discretion in denying jurisdictional discovery | Discovery needed to resolve disputed facts about defendants’ involvement in daily management | Denial appropriate because plaintiff’s allegations were insufficient (per dissent) | Court held denial was an abuse of discretion and remanded for jurisdictional discovery |
Key Cases Cited
- Shrader v. Biddinger, 633 F.3d 1235 (10th Cir.) (standard for prima facie personal-jurisdiction showing on pretrial motion)
- Dudnikov v. Chalk & Vermilion Fine Arts, Inc., 514 F.3d 1063 (10th Cir.) (specific jurisdiction requires purposeful direction and nexus to claimed injury)
- Reimer Express World Corp. v. Central States, Se. & Sw. Areas Pension Fund, 230 F.3d 934 (7th Cir.) (stock ownership/affiliation alone insufficient for jurisdiction over foreign parent)
- Peay v. Bell-South Med. Assistance Plan, 205 F.3d 1206 (10th Cir.) (Rule 4(k)(2) analysis and due-process limits on nationwide service for foreign defendants)
- Goodyear Dunlop Tires Operations, S.A. v. Brown, 564 U.S. 915 (U.S.) (specific jurisdiction confined to controversies arising from defendant’s forum-related activities)
- Shaffer v. Heitner, 433 U.S. 186 (U.S.) (due process requires more than mere ownership interest for jurisdiction)
- Keeton v. Hustler Magazine, Inc., 465 U.S. 770 (U.S.) (each defendant’s contacts assessed individually)
- Sizova v. National Institute of Standards & Technology, 282 F.3d 1320 (10th Cir.) (review standard for denial of jurisdictional discovery)
- Budde v. Ling-Temco-Vought, Inc., 511 F.2d 1033 (10th Cir.) (parties should be allowed jurisdictional discovery on factual jurisdictional disputes)