Teamsters Local 639 Employers Health Trust v. Hileman
988 F. Supp. 2d 18
D.D.C.2013Background
- Trustees sued Gary and Robert Hileman for ERISA contributions and related liabilities of United Crane Sales, Inc., a dissolved Maryland corporation.
- The Funds allege delinquent audit fees, liquidated damages, and withdrawal liability arising from United Crane’s 2011 transactions.
- Plaintiffs sue the Hilemans in their individual capacities as former directors of United Crane.
- Gary and Robert Hileman challenge personal jurisdiction and the sufficiency of claims under FRCP 12(b)(2) and (b)(6).
- The court finds no proper service on Gary Hileman and grants dismissal for that defendant; Robert Hileman is served but dismissed for lack of personal ERISA liability and post-dissolution director liability.
- Maryland law distinguishes voluntary dissolution from forfeiture; directors of a voluntarily dissolved corporation may sue/be sued only in the corporation’s name, not personally.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether the court has personal jurisdiction over Gary Hileman. | Trustees argue service was adequate and contacts exist through his role as director. | Gary was not properly served; no minimum contacts shown. | Dismissal for insufficient service. |
| Whether the court has personal jurisdiction over Robert Hileman. | ERISA § 502(e)(2) allows nationwide service and thus jurisdiction over non-resident directors. | No direct ERISA-based personal liability against a director absent alter ego/veil piercing. | Personal jurisdiction over Robert valid under ERISA service. |
| Whether directors can be personally liable for ERISA contributions. | Directors liable as ‘employers’ or under withdrawal liability. | ERISA does not impose personal liability on corporate directors absent alter ego/veil piercing. | Plaintiffs’ theory rejected; no personal liability for Hilemans. |
| Whether Maryland law permits director-liability post-dissolution. | Post-dissolution directors may be sued in their own names as trustees. | 2014 amendment and Maryland distinctions prevent personal liability post-dissolution for voluntary dissolution. | Voluntary dissolution limits personal liability; dismissal affirmed. |
| Whether the case should proceed against Gary Hileman given service issues and lack of personal liability. | Gary may be liable as a former director; service sufficient for joinder in 12(b) motion. | Service deficient; no claim against Gary in his individual capacity. | Dismissal against Gary, with prejudice or without prejudice to re-service deemed futile. |
Key Cases Cited
- Kokkonen v. Guardian Life Ins. Co. of Am., 511 U.S. 375 (1994) (subject-matter and personal jurisdiction prerequisite to federal orders)
- Ins. Co. of N. Ir., Ltd. v. Compagnie des Bauxites de Guinee, 456 U.S. 694 (1982) (requires proper jurisdiction over parties)
- Stoll v. Gottlieb, 305 U.S. 165 (1938) (basis for jurisdictional analysis)
- Thompson v. Whitman, 18 Wall. 457 (1874) (historical jurisdictional standards)
- Second Amendment Found. v. U.S. Conference of Mayors, 274 F.3d 521 (D.C. Cir. 2001) (minimum contacts framing in this circuit)
- Crane v. N.Y. Zoological Soc’y, 894 F.2d 454 (D.C. Cir. 1990) (weighing jurisdictional affidavits and facts)
- Iqbal, 556 U.S. 662 (2009) (pleading standard requiring plausible grounds for relief)
- Asahi Metal Indus. Co. v. Super. Ct. of Cal., 480 U.S. 102 (1987) (minimum contacts concept in due process)
- GTE New Media Servs. Inc. v. BellSouth Corp., 199 F.3d 1343 (D.C. Cir. 2000) (purposeful availment and fair play standards)
- World-Wide Volkswagen Corp. v. Woodson, 444 U.S. 286 (1980) (foreseeability and systemic fairness in jurisdiction)