MEMORANDUM AND ORDER ON PARTIAL MOTION TO DISMISS
This is an employment dispute about compensation for extra time worked. Plaintiff Patricia Cavallaro, on behalf of herself and all other employees similarly situated, brought suit against various re
Pending before the Court are defendants’ motions to dismiss all claims against all defendants except UMass Memorial Medical Center, Inc. and to dismiss or strike collective action allegations.
I. Background
A. Factual Background
Unless otherwise indicated, all facts are stated as set forth in the complaint.
Plaintiff Patricia Cavallaro worked at UMass Memorial Medical Center in Worcester, Massachusetts, as an hourly employee from August 2002 until December 2008. (Compl. ¶¶ 10, 101). During that time, she was employed as a registered nurse in the Cardiac Telemetry Unit. (Compl. ¶ 101). She received her paychecks from UMass Memorial Medical Center. (Id.).
Cavallaro purports to represent a class of some 13,000 similarly situated individuals who were not paid by defendants for all the hours they worked. (Compl. ¶¶ 5-6). According to the complaint, this class includes the following hourly employees:
secretaries, housekeepers, custodians, clerks, porters, registered nurses, licensed practical nurses, transport nurses, nurse aides, administrative assistants, anesthetists, clinicians, medical coders, medical underwriters, nurse case managers, nurse interns, nurse practitioners, nurse aides, practice supervisors, professional staff nurses, quality coordinators, resource pool nurses, respiratory therapists, senior research associates, operating room coordinators, surgical specialists, admissions officers, student nurse techs, trainers, transcriptionists, occupational therapists, occupational therapy assistants, physical therapists, physical therapy assistants, radiation therapists, staff therapists, angiotechnologists, x-ray technicians, CAT scan technicians, mammographers, MRI technologists, sleep technologists, surgical technologists, radiographers, phlebotomists, respiratory technicians, respiratory care specialists, respiratory care practitioners, clinical coordinators, medical assistants, home care nurses, home health aides, clinical case managers, midwives and other health care workers.
(Compl. ¶ 131).
The complaint alleges that Cavallaro worked time in addition to her scheduled shifts for which she did not receive compensation. For example, Cavallaro performed her regular duties during her meal breaks, without compensation. (Compl. ¶ 101). These duties included charting, responding to codes, answering questions from nurses or physicians, and attending in-service trainings. (Id.). She also worked for approximately 15-30 minutes before each shift, and approximately 30-45 minutes after each shift, without compensation. (Id.). Her tasks during that time included reading and creating charts and
Defendants UMass Memorial Health Care, Inc.;' UMass Memorial Hospitals, Inc.; UMass Memorial Medical Center, Inc.; HealthAUiance Hospitals, Inc.; Marlborough Hospital; Clinton Hospital Association; and Wing Memorial Hospital Association are hospitals and health-care providers. According to Cavallaro, they are related organizations with common membership, governing bodies, trustees, officers, and benefit plans. (Compl. ¶ 10).
The complaint' alleges a number of ways in which defendants operate as a cohesive system. The hospitals represent themselves in publications as an integrated health care system. (Compl. ¶ 20). They have centralized financial, payroll, and health records systems (Compl. ¶ 24); use a centralized website for job postings (Compl. ¶ 25); and maintain system-wide employee-benefit plans and human-resources policies (Compl. ¶ 28). In addition, the complaint alleges that a single Board of Trustees oversees the entire system. (Compl. ¶ 80).
According to the complaint, UMass Memorial Health Care, Inc. (“UMMHC”) is the “parent” company of all other corporate defendants. (Compl. ¶ 27). UMMHC’s Form 990 form indicates that the company owns hospital facilities including UMass Memorial Medical Center, Inc.; HealthAUiance Hospital; Marlborough Hospital; Clinton Hospital Association; and Wing Memorial Hospital Corporation. (Compl. ¶ 32).
Defendants John O’Brien and Patricia Webb are executive officers employed by one or more of the defendants. According to the complaint, O’Brien is the President and CEO of “UMass,” a term it defines as describing all corporate defendants collectively. (Compl. ¶ 40). It further alleges that O’Brien has operational control over an integrated health-care system, including all defendants, and makes decisions that concern the policies (including human-resources policies) that the different hospitals adopt and implement. (Compl. ¶¶ 41, 44). It alleges that he has authority to oversee employment decisions, including hiring and firing, and to make decisions concerning employees’ schedules, standard benefit levels, and maintenance of payroll-record systems. (Compl. ¶¶ 52, 56, 64-66).
According to the complaint, defendant Patricia Webb was an executive officer who was employed by one or more of the defendants until 2010. It alleges that Webb was the Senior Vice President and Chief Human Resources Officer of “UMass,” again defined as describing all corporate defendants collectively. (Compl. ¶ 74). It further alleges that she was responsible for and authorized to direct all aspects of human-resources functions for all defendants. (Compl. ¶ 75). It alleges that she counseled defendants on employment decisions, including hiring and firing; helped set employees’ schedules, hours, and standard benefit levels; was actively involved in drafting human-resources policies and overseeing compliance with those policies and with federal law; and had the authority to hire and fire employees. (Compl. ¶¶ 80, 81, 83, 86, 94).
The complaint alleges that defendants violated various statutory duties by faffing to compensate Cavallaro and those similarly situated for all time worked. It alleges two unlawful practices: (1) automatically deducting time from each employee’s paycheck for meal breaks, even if the employee did not actually receive such a break, and (2) faffing to compensate employees for work completed before and after their shifts.
B. Procedural Background
Plaintiff (along with a second named plaintiff, Monique Herman) filed the origi
On July 7, 2012, plaintiff Cavallaro filed a third amended complaint, focused solely on defendants’ alleged FLSA violations.
II. Standard of Review
On a motion to dismiss for failure to state a claim under Rule 12(b)(6), the Court “must assume the truth of all well-plead[ed] facts and give the plaintiff the benefit of all reasonable inferences therefrom.” Ruiz v. Bally Total Fitness Holding Corp.,
A motion to strike collective action allegations is also analyzed under the 12(b)(6) standard. See Manning v. Boston Med. Ctr. Corp.,
III. Analysis
A. Standing
Standing is a threshold question in every case; “[i]f a party lacks standing to bring a matter before the court, the court lacks jurisdiction to decide the merits of the underlying case.” United States v. AVX Corp.,
By alleging that she worked time for which she did not receive compensation, plaintiff clearly sets forth a sufficient injury-in-fact to satisfy the first requirement. However, it is less obvious that plaintiff has satisfied the second and third elements — traceability and redressability — as to all nine defendants. It is uncontested that liability in the context of the FLSA is predicated on the existence of an employer-employee relationship. Accordingly, plaintiffs injuries are only traceable to, and redressable by, those defendants who are deemed by law to have employed her.
Plaintiff does not allege that she was directly employed by any defendant other than UMMMC. Rather, she alleges that the seven corporate defendants are engaged in the operation of a health-care system as a single, integrated enterprise. She asserts that, as such, they constitute a “joint employer” as that term is understood under the FLSA, and are therefore jointly and severally liable for violations of the FLSA.
Defendants contend that plaintiffs allegations of an integrated “enterprise” is insufficient to support standing as to the defendants other than UMMMC. Even accepting the allegations as true, defendants argue that the existence of a “common enterprise” is irrelevant to the question of liability under the FLSA, and therefore cannot provide a basis for standing. They point to a district court case in which the court found allegations of defendants’ involvement in a “common enterprise” to be unrelated to the existence of an employer-employee relationship, and therefore insufficient to create standing to sue under the FLSA. See Martin v. BMS Enterprises,
Plaintiffs argument here is distinguishable from that made by the plaintiffs in Martin. There, plaintiffs argued that they had standing simply because the named defendants constituted a single enterprise, without alleging any connection between the enterprise and defendants’ status as an employer. Here, plaintiff does not suggest that the existence of a single enterprise is, by itself, sufficient. Rather, plaintiff asserts that defendants collectively constitute a “joint employer” for the purposes of the FLSA, which therefore makes them her employers as that term is understood in the FLSA context.
If plaintiff is correct, then she was “employed” by all defendants for the purposes of the FLSA, and has sufficiently alleged an injury, traceable to defendants, that would be redressed by a favorable decision. Thus, the question of plaintiffs standing turns on whether she has sufficiently alleged that she was “employed” by defendants, as that concept is interpreted in the context of the FLSA.
The FLSA provides broad and comprehensive coverage of employees. United States v. Rosenwasser,
In determining whether an employment relationship exists for the purposes of the FLSA, courts look “not to common law conceptions of that relationship, but rather to the economic reality of the totality of the circumstances bearing on whether a putative employee is economically dependent on their alleged employer.” Baystate Alt. Staffing, Inc. v. Herman,
Plaintiff contends that the rigid use of these factors in evaluating the existence of an employer-employee relationship is inappropriate. According to plaintiff, the factual circumstances in Baystate lent themselves to the application of the factors cited by the court, but those factors are poorly suited to evaluate the existence of an employer-employee relationship in all cases, and here in particular. She urges the court to focus on the totality of the circumstances, rather than a mechanical application of the Baystate factors, and proposes an additional list of factors for the court to consider: (1) whether the employers are “completely disassociated” with respect to the employment of the individuals; (2) whether one employer is controlled by another or the employers are under common control or management; (3) whether the employers maintain interrelation between operations; (4) whether there is centralized control over labor relations among the employers; (5) whether there is common ownership among the employers; (6) whether the employers share common insurance, pension, or payroll systems; and (7) whether the employers share common hiring, seniority, recordkeeping, or billing systems. (PI. Opp. Br. at 9).
Plaintiff cites to a number of authorities in support of this proposition. However, none of those references provide a persuasive reason for diverging from the First Circuit’s analysis in Baystate. Two of the authorities cited by plaintiff address the factual situation, not pleaded here, where a single employee has provided work for two or more related employers during the same workweek. See 29 C.F.R. § 791.2 (addressing the separate employment by two or more employers of one employee); U.S. Dep’t of Labor, Wage & Hour Div., Opinion No. FLSA2005-17NA, 2005 WL
Plaintiffs argument also muddles the proper method for analyzing multiple-company liability as joint employers with the separate question of whether they may constitute a single enterprise for FLSA coverage. Plaintiff cites to a Ninth Circuit case, Chao v. A-One Medical Servs.,
Finally, plaintiff cites to a Second Circuit case, Clinton’s Ditch Cooperative Co. v. National Labor Relations Bd.,
In short, plaintiff has provided no valid basis for finding that the Baystate analysis is inappropriate here. Accordingly, the Court will apply test for joint employer status as set forth in the First Circuit’s opinion in Baystate.
1. Power to Hire and Fire
The first Baystate factor is whether the alleged employer had the authority to hire and fire workers. In Baystate, it was undisputed that the company was solely responsible for hiring and firing certain workers, and had the power to keep workers off the job site if the company was not satisfied with their performance.
Here, the amended complaint makes no specific allegations that any corporate defendant other than UMMMC had the power to hire or fire her. She was employed from 2002 until 2008 as a nurse at UMMMC. (Compl. ¶ 101). She received
2. Supervision and Control of Employee Work Schedules and Conditions of Employment
The second Baystate factor is whether the alleged employer exercised control over work schedules and conditions of employment. The Baystate court noted many different ways in which the alleged employer supervised and controlled employees: it “dictated the times at which workers were to report ...; screened workers for minimum qualifications; decided which workers would be assigned to particular job sites; sometimes transported workers to job sites at client companies; instructed workers about appropriate dress and work habits; and forbade workers from contacting directly a client company about potential job opportunities.” Baystate,
Here, the complaint does not make any specific allegations that any corporate defendants other than UMMMC supervised plaintiff or exercised control over her schedule or the conditions of her employment. The complaint does make a general allegation that “[defendants jointly managed and controlled this venture as well as its employees and assets.” (Compl. ¶ 36). It also alleges that UMMHC is the “parent” company to UMMMC. (Id.). Although these assertions implicate the corporations’ control over UMMMC employees, such conclusory statements are insufficient to suggest that any other corporate employer actually exercised authority over plaintiffs work. Again, the complaint pleads no facts relevant to the second Baystate factor as to any defendant other than UMMMC.
3. Determination of the Rate and Method of Payment
The third Baystate factor is the degree of control the putative employer exercised over the economic aspects of plaintiffs employment. The Baystate court noted that the putative employer determined the worker’s hourly wages, chose a method of payment, collected time sheets, and issued worker’s paychecks.
The complaint here arguably sets forth plausible allegations concerning UMMHC’s control over the economic aspects of plaintiffs employment relationship. In particular, the complaint alleges that UMMHC is a “parent” company to all other corporate defendants; that the corporate defendants’ labor relations and human resources are centrally controlled; that this centralized control extends to system-wide policies and employee-benefit plans; and that each component entity implements the policies as a result of this centralized control (Compl. ¶¶ 27, 28, 33, 34). At this stage of the proceedings, these allegations would support a reasonable inference that UMMHC was at least partly responsible for determining how, and how much, plaintiff was paid.
The complaint does not, however, set forth any similarly plausible specific allegations as to the remaining five corporate defendants. There is no allegation that any of the other entities exercised authority in setting the system’s alleged uniform policies. There is no allegation that any of these entities determined how plaintiff would be paid, how much she would be paid, or whether she would receive overtime compensation. There is no allegation that any of these entities participated in setting benefit levels or distributing benefits to her. Absent such allegations, the
4. Maintenance of Employment Records
The final Baystate factor is whether the alleged employer maintained employment records for all employees.
5. Summary of the Baystate Factors
In sum, the complaint has not set forth any specific allegation that implicate any defendant other than UMMMC (which directly employs her) and possibly UMMHC (the parent company of UMMMC). The complaint provides no basis for finding that an employer-employee relationship existed between any of the other defendants and plaintiff. Absent such a relationship, there is no allegation that plaintiffs injuries are fairly traceable to those defendants, nor is there any allegation that a favorable decision against those defendants would redress her alleged injuries. Plaintiff therefore lacks standing to assert claims against those five defendants. Accordingly, defendants’ motion to dismiss will be granted as to UMass Memorial Hospitals, Inc.; Heal-thAlliance Hospital; Marlborough Hospital; The Clinton Hospital Association; and Wing Memorial Hospital Corporation.
The complaint does include allegations against UMMHC that are relevant to one of the Baystate factors. In particular, it alleges that UMMHC had some authority to determine the rate and method of her payment. However, based on the totality of the circumstances, that one factor is not sufficient to demonstrate that plaintiff was “economically dependent” on the alleged employer. Simply put, the complaint does not set forth a plausible claim that UMMHC exercised sufficient control over her employment conditions to be considered an employer under the FLSA. Accordingly, plaintiff also lacks standing to assert claims under the FLSA against UMMHC.
C. Employer Status of Individual Defendants
An individual corporate officer can be an employer along with a corporation, and thus can be jointly and severally liable under the FLSA. Donovan v. Agnew,
Plaintiff alleges that John O’Brien is the President and CEO of “UMass” and that Patricia Webb was the Senior Vice President and Chief Human Resources Offices of “UMass” until 2010. (Compl. ¶¶ 40, 74). “UMass” is a term used in the complaint to refer to a collective amalgamation of all seven corporate defendants. (Compl. ¶ 10). The complaint does not include any specific allegations as to which entity employed the individual defendants.
In dismissing the second amended complaint, this Court previously made clear that “[bjefore the Court can determine if an officer exerted control over employee compensation (and by extension, plaintiffs compensation) within a corporate entity, it must be possible to identify which entity employed ... the individual defendants.” Cavallaro v. UMass Mem. Health Care, Inc.,
It is possible that O’Brien and/or Webb were employed by UMMMC, the one entity against whom plaintiff has plausibly alleged FLSA violations. However, it is also possible that they were employed by one of the other six corporate defendants, or by some other entity entirely. To survive a motion to dismiss, a complaint cannot simply raise the sheer possibility that the named individual defendants were corporate officers of plaintiffs employer. Plaintiff had clear notice, based on this Court’s prior ruling, that the Court could not determine a corporate officer’s liability under the FLSA without knowing which entity employed that officer. Plaintiff nonetheless has not set forth any allegations in the complaint that identify defendants’ employer, nor any facts that support an inference that defendants were directly involved in causing UMMMC’s alleged FLSA violations. Thus, the claims against both individual defendants will be dismissed.
D. Collective Action Allegations
Section 216(b) of the FLSA permits employees to recover unpaid overtime compensation by suing an employer “on behalf of ... themselves and other employees similarly situated.” 29 U.S.C. § 216(b). There are two requirements for a representative action: first, the plaintiffs must actually be similarly situated, and second, all plaintiffs must signal in writing their affirmative consent to participate in the action. Manning v. Boston Med. Ctr. Corp.,
Defendants have moved to dismiss or strike all collective action allegations in this case. They contend that plaintiff has not adequately pleaded the collective ac
Courts generally will not conduct a full inquiry into collective action allegations at this stage, but collective action claims must nonetheless create a plausible entitlement to relief by putative class members to survive a motion to dismiss. Cf. Landry v. Peter Pan Bus Lines, Inc.,
Plaintiff alleges that the class she seeks to represent consists of hourly employees employed in more than fifty different jobs. (Compl. ¶¶ 6,131). The putative class includes persons who, like the named plaintiff, worked as registered nurses and were compensated at an hourly rate. (Compl. ¶ 131). It also includes a wide variety of other hourly employees, including technicians, secretaries, custodians, clerks, porters, and medical underwriters. (Id.). The complaint alleges that all members of the alleged class were subject to defendants’ uniform “Meal Break Deduction Policy,” whereby defendants’ timekeeping system automatically deducted time from employees’ paychecks each day for meals and other breaks. (Compl. ¶ 107). It further alleges that all members of the putative class were subject to a uniform “Unpaid Pre- and Post-Schedule Work Policy,” whereby they’were required to perform uncompensated work before and after their scheduled shifts. (Compl. ¶ 141).
The Court is skeptical that plaintiff will be able to demonstrate that such a broad group of putative class members are so similarly situated that common issues of law or fact would predominate if the collective action claims were to go forward. Indeed, the complaint itself undermines any suggestion that putative plaintiffs are similarly situated. Plaintiff sets forth specific factual allegations of the type of work she performed during her meal breaks and before and after her scheduled shifts, including charting, responding to codes, preparing medications, and caring for patients. (Compl. ¶¶ 113, 145). Even a cursory glance at the job positions that plaintiff includes in the putative class indicates that not all putative plaintiffs would be involved in this type of work. It is difficult to imagine, for example, that custodians or porters at defendants’ facilities were subject to the same policies as registered nurses concerning their responsibilities during meal breaks, and that those policies resulted in similar violations of the FLSA.
This is particularly the case because not all forms of “work” are compensable. Pruett v. Christi,
Nonetheless, the Court will not dismiss plaintiffs collective action allegations at this stage. As to those putative plaintiffs employed by UMMMC, the complaint has sufficiently alleged that members of the alleged class were subject to a uniform policy that violated the FLSA. While it seems highly doubtful that the collective action claims will survive in their current form, it is premature to resolve those issues at this stage of the litigation. See, e.g., Lang v. DirecTV, Inc.,
IV. Conclusion
For the foregoing reasons, defendants’ partial motion to dismiss is GRANTED, defendants’ motion to dismiss the collective action allegations is GRANTED as to those putative class members employed by defendants other than UMMMC and otherwise DENIED, and defendants’ motion to stay proceedings is DENIED as moot. So Ordered.
Notes
. In a letter dated August 13, 2012, and submitted to the Court as Exhibit A to plaintiff's opposition brief, plaintiff agreed to withdraw her request for injunctive relief. The Court will accordingly treat the request as withdrawn. Defendants also moved to stay discovery proceedings pending the Court’s ruling on the partial motion to dismiss. That motion will be denied as moot.
. Monique Herman, the other named plaintiff in the original complaint, is no longer named in the third amended complaint.
. In Baystate, the company touted the advantages of having the company handle paperwork and records to clients in its advertising materials.
. Several factors are relevant to the personal liability analysis. They include an individual’s (1) significant ownership interest; (2) degree of control over the corporations’ day-to-day functions, including employee compensation; and (3) personal role in business decisions that contributed to the alleged FLSA violations. Baystate,