374 F. Supp. 3d 681
M.D. Tenn.2019Background
- Wigington served as CEO of the Metropolitan Nashville Airport Authority (MNAA) from 2012 until his termination in 2017 after Management Committee/Board meetings that publicized alleged misconduct. He had taken medical leave for a liver transplant in mid-2017 and attempted to return in September 2017.
- Individual Board members Bobby Joslin (Chair) and A. Dexter Samuels (Vice Chair) (the Individual Defendants) participated in Management Committee and Board meetings in October and December 2017 that produced public allegations about Wigington’s performance and later reclassified his firing as "for cause." Wigington sued them individually for defamation and false light.
- MNAA counterclaimed against Wigington for breach of fiduciary duty, alleging discrete failures in December 2015 and 2016 (failure to invest ~$200M bond proceeds, not acting on advisors’ proposals, and declining a 2016 refinancing opportunity), causing millions in lost interest/refinancing savings.
- Individual Defendants moved to dismiss claiming absolute immunity under the Tennessee Governmental Tort Liability Act (GTLA) and insufficient pleading of malice; Wigington moved to dismiss MNAA’s counterclaim as time-barred among other grounds.
- The court denied Individual Defendants’ motion to dismiss, holding that GTLA does not categorically grant absolute immunity to non-legislator board members and that Wigington adequately pleaded facts supporting willful/grossly negligent conduct and actual malice at the pleading stage.
- The court granted Wigington’s motion to dismiss MNAA’s counterclaim with prejudice, holding MNAA’s breach-of-fiduciary-duty claims accrued before the one-year limitations window and MNAA failed to plead sufficient facts to invoke the discovery rule or a continuing-violation tolling exception; agent knowledge (CFO, subordinate) was pleaded and imputed to MNAA.
Issues
| Issue | Wigington’s Argument | Individual Defs / MNAA Argument | Held |
|---|---|---|---|
| Whether Individual Defendants are absolutely immune under the GTLA for statements made in Board/Management Committee roles | GTLA does not confer absolute immunity to non-legislator executive appointees; immunity revives only absent willful/wanton/gross negligence | GTLA (and Miller v. Wyatt) grant absolute immunity to board members for official acts | Denied dismissal; GTLA does not extend absolute immunity to non-legislators here; immunity may be lost if conduct was willful, wanton, or grossly negligent |
| Whether Wigington pleaded sufficient facts to overcome GTLA immunity and state defamation/false light (actual malice, willful/gross negligence) | Allegations identify specific false "reported behaviors," facts showing Board was informed, and claim knowledge/reckless disregard; enough to plead actual malice and willful/gross negligence | Pleadings only recite legal conclusions and fail to plausibly allege requisite mental state | Denied dismissal; complaint sufficiently alleges facts to render claims plausible at pleading stage |
| Whether MNAA’s breach-of-fiduciary-duty counterclaim is time-barred under Tenn. Code § 48-18-601 | MNAA asserted continuing misconduct up to Wigington’s removal and invoked discovery rule; alleged concealment by Wigington prevented earlier discovery | Alleged breaches occurred in Dec 2015/2016 and fall 2016 (outside 1-year window); MNAA failed to plead discovery/tolling facts | Granted dismissal with prejudice; counterclaims accrued before the 1-year period and MNAA did not plausibly plead discovery-rule tolling or continuing violation |
| Whether agent knowledge should be imputed to MNAA for accrual/discovery purposes | MNAA argues it could not reasonably discover breaches while Wigington concealed them | Wigington points to CFO and subordinate who had contemporaneous knowledge and whose knowledge imputes to MNAA | Court imputes agents’ knowledge (CFO, subordinate) to MNAA and rejects discovery-rule tolling as pleaded |
Key Cases Cited
- Ashcroft v. Iqbal, 556 U.S. 662 (pleading standard: accept well-pleaded facts; legal conclusions not assumed true)
- Bell Atl. Corp. v. Twombly, 550 U.S. 544 (plausibility pleading standard)
- New York Times Co. v. Sullivan, 376 U.S. 254 (actual malice standard for public-figure defamation)
- Bogan v. Scott-Harris, 523 U.S. 44 (legislative immunity for local legislators)
- Miller v. Wyatt, 457 S.W.3d 405 (Tenn. Ct. App. decision discussing legislative privilege and its scope)