Oregon Teamster Employers Trust v. Hillsboro Garbage Disposal, Inc., 800 F.3d 1151

OTET is an ERISA-governed employer health and welfare trust that paid medical claims for two individuals (Henderson and Jackson) who were later found not to be employees of contributing employer Hillsboro Garbage but employees of an affiliated company, RonJons.
Hillsboro Garbage had subscription and special NBU agreements with OTET; the NBU agreements limited plan participation to bona fide employees.
Audits in 2006 and 2010 showed unauthorized contributions/coverage; OTET continued paying claims after 2006 and removed the two individuals in 2011, then sued to recover benefits paid in excess of contributions.
OTET’s second amended complaint asserted (I) restitution, (II) specific performance, and (III–IV) common-law breach of contract against Hillsboro Garbage and others.
The magistrate and district courts granted summary judgment for defendants: dismissed breach-of-contract counts as preempted by ERISA, and dismissed restitution/specific performance as not cognizable equitable relief under ERISA § 502(a)(3); the court also denied OTET leave to reassert a fraud theory.

Issue	Plaintiff's Argument	Defendant's Argument	Held
Whether OTET’s common-law breach of contract claims are preempted by ERISA	OTET: breach claims enforce contractual obligations and do not require plan interpretation; thus not preempted (relying on McDowell)	Defendants: claims depend on and refer to the ERISA plan and affect plan–employer relationship, so ERISA preempts	Court: Preempted — claims premised on the ERISA plan and require plan interpretation, so ERISA § 1144 preempts state-law breach claims
Whether restitution or specific performance are available under ERISA § 502(a)(3) to recover benefits paid for ineligible individuals	OTET: relief is equitable (restitution/specific performance) and allowable under Sereboff as an equitable lien by agreement	Defendants: relief sought is monetary/legal (imposition of personal liability) and not directed to an identifiable res; thus not equitable under Knudson/Sereboff/Bilyeu	Court: Denied — OTET did not identify a specific fund (res) in defendants’ possession or control; relief is essentially legal reimbursement barred under § 502(a)(3)
Whether district court abused discretion by denying leave to amend to plead fraud	OTET: should be allowed to reassert fraud claim	Defendants: OTET previously abandoned the fraud claim and had multiple chances to amend; no new facts justify amendment	Court: No abuse — OTET voluntarily dropped fraud earlier and offered no new evidence or justification for another amendment

Providence Health Plan v. McDowell, 385 F.3d 1168 (9th Cir. 2004) (distinguished by panel; held a fiduciary’s contract suit to enforce a reimbursement clause did not have the requisite connection to an ERISA plan)
Great-West Life & Annuity Ins. Co. v. Knudson, 534 U.S. 204 (2002) (§ 502(a)(3) does not authorize imposition of personal liability for contractual money obligations; equitable relief limited to traditional equitable remedies)
Sereboff v. Mid Atlantic Medical Servs., Inc., 547 U.S. 356 (2006) (equitable relief under § 502(a)(3) may extend to an equitable lien or constructive trust against specifically identifiable funds in the beneficiary’s possession or control)
Bilyeu v. Morgan Stanley Long Term Disability Plan, 683 F.3d 1083 (9th Cir. 2012) (applies Sereboff: three-part test for an equitable lien by agreement; denies equitable relief where identified funds are not distinct or are dissipated)
Mertens v. Hewitt Associates, 508 U.S. 248 (1993) (ERISA contains a detailed remedial scheme and limits available remedies)