Plaintiffs New York State Psychiatric Association, Inc. (“NYSPA”), Jonathan Denbo, and Dr. Shelly Menolascino sued UnitedHealth Group, UHC Insurance Company, United Healthcare Insurance Company of New York, and United Behavioral Health (collectively, “United”).
BACKGROUND
1. The Plaintiffs
In describing each plaintiff, we draw the following facts from the allegations in the plaintiffs’ amended complaint and documents incorporated by reference therein. See Eades v. Kennedy, PC Law Offices, No. 14-104-cv,
a. NYSPA
NYSPA is a professional organization of psychiatrists practicing in New York State. It alleges that United unlawfully imposed financial requirements and treatment limitations on mental health benefits for patients of NYSPA members. That said, NYSPA’s only specific allegations relate to an insurance plan that is not subject to ERISA, and its other allegations are generalized recitations of its members’ complaints about United.
b. Denbo
Denbo, an employee of the CBS Sports Network; has health insurance benefits through the CBS Medical Plan (the “CBS Plan”), which incorporates the requirements of ERISA and the Parity Act. As the claims administrator for the CBS Plan, United administers claims for behavioral health benefits, such as mental health benefits, and for medical health benefits. Under the terms of the CBS Plan, United has “exclusive authority and sole and absolute discretion to interpret and to apply the rules of the Plan to determine claims for Plan benefits.” Joint App’x 181. As required by ERISA, the CBS Plan has an appeals process for adverse benefits determinations, pursuant to which United decides any appeals of its benefits determinations. United’s appeal “decision[s] [are] final and binding, and no further appeal is available.”
Denbo, who suffers from dysthymic disorder and generalized anxiety disorder, submitted benefits claims to United for his weekly and, later, semiweekly outpatient psychotherapy sessions with an out-of-network psychologist. Although United initially granted Denbo’s claims, it conducted a concurrent medical necessity review while Denbo was still undergoing treatment but after he submitted claims for twelve sessions within six weeks. As a result of that review, in May 2012 United told Denbo that his treatment plan was not medically necessary and that United would no longer provide benefits for his psychotherapy sessions. United upheld its decision on appeal.
c. Dr. Menolascino
Dr. Menolascino, a psychiatrist, provides psychopharmacology “evaluation and management” services to United plan beneficiaries, who in turn assign their plan benefits to her. United denied or reduced benefits to Dr. Menolascino for these services. But the amended complaint does not specify how United treated “evaluation and management” services for medical/surgical care. Nor does it identify the health insurance plans of Dr. Menolascino’s patients (or even the terms of those plans).
2. Procedural History
On December 4, 2013, the District Court granted United’s motion to dismiss the amended complaint in its entirety, holding principally that NYSPA lacked assoeiational standing to sue on behalf of its members; as a claims administrator, United could not be sued under § 502(a)(3) for alleged violations of the Parity Act or under § 502(a)(1)(B); and relief under § 502(a)(3) would not be “appropriate” because the plaintiffs’ alleged injuries could be fully remedied under § 502(a)(1)(B). This appeal followed.
DISCUSSION
1. NYSPA’s Standing
-We first consider whether NYS-PA has properly pleaded associational standing. An association has standing to bring suit on behalf of its members when “(a) its members would otherwise have standing to sue in their own right; (b) the interests it seeks to protect are germane to the organization’s purpose; and (c) neither the claim asserted nor the relief requested requires the participation of individual members in the lawsuit.” Hunt v. Wash. State Apple Advert. Comm’n,
NYSPA alleges, and there is no serious dispute on appeal, that its members have standing to sue United in their own right as assignees of ERISA benefits. There is also no serious dispute that this action implicates interests germane to NYSPA’s purpose. The parties dispute only whether at the motion to dismiss stage NYSPA has plausibly alleged that its claims do not require individualized proof. It has. NYSPA challenges United’s systemic policies and practices insofar as they violate ERISA and the Parity Act, and it seeks only injunctive and declaratory relief. See All. for Open Soc’y Int’l,
Having dismissed NYSPA on standing grounds, the District Court did not consider whether NYSPA alleged facts sufficient to state a plausible claim for relief. See Bell Atl. Corp. v. Twombly,
2. Denbo’s Claims Under §§ 502(a)(1)(B) and 502(a)(3)
As we have previously described, Denbo claims that United breached the terms of the CBS Plan and violated its fiduciary duty to Denbo by, first, applying preauthorization and concurrent review policies to mental health claims but not to medical claims, and, second, determining the medical necessity of mental health care using guidelines that were more restrictive than those used by either the mental health community or United when it determined the medical necessity of medical claims. See Kendall v. Emps. Ret. Plan of Avon Prods.,
We ultimately reject United’s argument that it cannot be sued under § 502(a)(1)(B) in its capacity as a claims administrator. By its plain terms, § 502(a)(1)(B) does not preclude suits against claims administrators. It simply states that “[a] civil action may be brought ... by a participant or beneficiary ... to recover benefits due to him under the terms of his plan, to enforce his rights under the terms of the plan, or to clarify his rights to future benefits under the terms of the plan.” 29 U.S.C. § 1132(a)(1)(B). Indeed, when a claims administrator exercises total control over claims for benefits under the terms of the plan, that administrator is a logical defendant in the type of suit contemplated by § 502(a)(1)(B) — a suit “to recover benefits,” “to enforce ... rights,” “or to clarify ... rights to future benefits under the terms of the plan.” Id.; see Cyr v. Reliance Standard Life Ins. Co.,
Here, United appears to have exercised total control over the CBS Plan’s benefits denial process. It enjoyed “sole and absolute discretion” to deny benefits and make “final and binding” decisions as to appeals of those denials. Joint App’x 65, 181. And assuming that United’s actions violated Denbo’s rights under ERISA, United is the only entity capable of providing direct relief to Denbo. We therefore hold that where the claims administrator has “sole and absolute discretion” to deny benefits and makes “final and binding” decisions as to appeals of those denials, the claims administrator exercises total control over claims for benefits and is an appropriate defendant in a § 502(a)(1)(B) action for benefits.
Our holding is in accord with six of our sister circuits, which have held that claims administrators may be sued as defendants under § 502(a)(1)(B). See Larson v. United Healthcare Ins. Co.,
Leonelli v. Pennwalt Corp.,
b. Section 502(a)(8)
We turn, then, to § 502(a)(3). United first argues that it cannot be held liable under § 502(a)(3) for violations of the Parity Act because it is the claims administrator of a self-funded plan. The Parity Act provides as follows:
In the case of a group health plan (or health insurance coverage offered in connection with such a plan) that provides both medical and surgical benefits and mental health ... benefits, such plan or coverage shall ensure that ... the financial requirements [and treatment limitations] applicable to such mental health ... benefits are no more restrictive than the predominant financial requirements [and treatment limitations] applied to substantially all medical and surgical benefits covered by the plan (or coverage), and there are no separate cost sharing requirements [or treatment limitations] that are applicable only with respect to mental health ... benefits.
29 U.S.C. § 1185a(a)(3)(A). Based on this language, United argues that the Parity Act does not apply directly to it, because it is not a “group health plan” and did not offer health insurance coverage to Denbo. Denbo responds that United’s Parity Act obligation is imposed on it not by the Parity Act itself, but rather by § 502(a)(3). Denbo’s argument is based on Harris Trust, in which the Supreme Court interpreted § 502(a)(3) as “itself imposing] certain duties” that are not otherwise imposed by statute, such that “liability under that provision does not depend on whether ERISA’s substantive provisions impose a specific duty on the party being sued.” Harris Tr. & Sav. Bank,
United next urges us to affirm the dismissal of Denbo’s § 502(a)(3) claims on the ground that adequate relief is available under § 502(a)(1)(B). We disagree with that ground for dismissal, but only because we think that the District Court’s dismissal on this basis was premature. Section 502(a)(3) states:
A civil action may be brought ... by a participant, beneficiary, or fiduciary (A) to enjoin any act or practice which violates any provision of this subchapter or the terms of. the plan, or (B) to obtain other appropriate equitable relief (i) to redress such violations or (ii) to enforce any provisions of this subchapter or the terms of the plan.
29 U.S.C. § 1132(a)(3). As the Supreme Court explained in Varity Corp. v. Howe,
Here, Denbo’s § 502(a)(3) claims are for breach of fiduciary duty, he has not yet succeeded on his § 502(a)(1)(B) claim, and it is not clear at the motion-to-dismiss stage of the litigation that monetary benefits under § 502(a)(1)(B) alone will provide him a sufficient remedy. In other words, it is too early to tell if his claims under § 502(a)(3) are in effect repackaged claims under § 502(a)(1)(B). We therefore hold that the District Court prematurely dismissed Denbo’s claims under § 502(a)(3) on the ground that § 502(a)(1)(B) provides Denbo with adequate relief. See Varity Corp.,
We add that where, as here, a plan participant brings suit against a “plan fiduciary (whom ERISA typically treats as a trustee)” for breach of fiduciary duty relating to the terms of a plan, any resulting injunction coupled with “surcharge”— “monetary ‘compensation’ for a loss resulting from a [fiduciary’s] breach of duty, or to prevent the [fiduciary’s] unjust enrichment” — constitutes equitable relief under § 502(a)(3). CIGNA Corp. v. Amara,
Based on our review of the amended complaint, Denbo appears to request monetary compensation for any losses resulting from United’s violations of the Parity Act and ERISA, and declaratory and injunctive relief prohibiting United from violating the Parity Act and ERISA in the future. These forms of relief “closely resemble! ]” the traditional equitable remedies of injunctive relief and surcharge. Amara,
For these reasons, we vacate the District Court’s dismissal of Denbo’s claims and remand.
3. Dr. Menolascino’s Claims
By contrast, we affirm the District Court’s dismissal of Dr. Menolascino’s claims because the amended complaint’s allegations relating to those claims fail to satisfy the Twombly pleading standard. See Twombly,
CONCLUSION
We have considered the parties’ remaining arguments and conclude that they are without merit. For the foregoing reasons, we AFFIRM in part and VACATE in part
Notes
. A fourth plaintiff, Michael A. Kamins, brought claims against United pursuant to New York and California State law. Kamins has abandoned his challenge to the District Court's refusal to exercise supplemental jurisdiction over his claims.
. Although Count I of the amended complaint cites only to the Parity Act, we agree with the District Court that the plaintiffs brought Count I pursuant to § 502(a)(3).
.The plaintiffs have abandoned their appeal of the dismissal of Counts IV and V of the amended complaint. Although the plaintiffs' reply brief addresses Count IV in a footnote, "[wje do not consider an argument mentioned only in a footnote to be adequately raised or preserved for appellate review.” Dow Jones & Co. v. Int’l Sec. Exch., Inc.,
. After a participant exhausts the appeals process, an optional "external review program” is available for certain types of claim denials.
. We need not and do not decide whether a claims administrator that exercises less than total control over the benefits denial process is an appropriate defendant under § 502(a)(1)(B).