*1 PEACOCK THOMAS Argued 6, 1995 No. 94-1453. November February Decided *2 Rehnquist, Court, in which Thomas, J., delivered the opinion Ginsburg, Souter, O’Connor, Scalia, Kennedy, J., and C. post, p. 360. Stevens, J., opinion, Breyer, JJ., dissenting filed joined. With for the cause Freeman petitioner. David L. argued Phil- G. Carter J. Theodore Gentry, the briefs were him on Bernstein. Richard D. lips, With the cause respondent. New J. Kendall argued A. Chamber- Few, Margaret brief were John him on the R. Gilreath. lain, and James States for the United the cause P. Bress argued
Richard him on With respondent. Curiae support as Amicus Solicitor Days, Deputy General were Solicitor the brief Kneedler, General Thomas Williamson, Jr., Allen H. Feldman, I. Nathaniel and Edward D. Spiller, Sieger.* delivered of the Court. opinion
Justice This case the issue whether federal courts presents pos- sess over new actions in which a federal creditor seeks to for a impose liability money judg- ment on a not otherwise liable for the person hold do not. they
I is a former of Tru Jack L. Thomas employee Respondent Thomas filed an class action in Tech, Inc. *3 Tru-Tech and D. Grant Pea federal court petitioner against due Tru-Tech, of for benefits cock, an officer and shareholder Thomas al benefits the plan. under pension corporation’s their and Peacock breached that Tru-Tech leged primarily The the the class in administering plan. duties to fiduciary its had breached fidu that Tru-Tech found District Court not a On Peacock was fiduciary. but ruled that duties, ciary entered 1988, the District Court November Thomas Tru-Tech $187,628.93 only. of amount against (D. C.). 3, 1990, Inc., On Tru-Tech, 87-2243-3 April No. affirmed. Fourth Circuit for the of Appeals the Court not exe- Thomas did 2d 256. at 900 F. order reported Judgt. for the National Kenneth S. Getter filed a brief P. Davis and *Robert curiae urg- as amicus Managers Estate Investment of Real Association reversal. ing American filed for the were curiae affirmance Briefs of amici urging Zaleznick, Ellen Mary Steven S. by et al. Retired Persons of Association Dean; Lewis, Federation Ronald for the American Jeffrey and Signorille, Seitz, A. Virginia by Organizations of Industrial Congress Labor and of Gold; & Trowel Silberman, Bricklayers Laurence for David M. and Pe- Woody N. R. Mitzner and Ira Fund by Pension International Trades and Areas Health terson; States, Southwest and Central Southeast for the Craig, C. and Terrence Nyhan, Thomas Fund by and Pension Welfare Multi- for Condon; Committee Coordinating P. and for the National James L. S. Peters. Diana Plans employer during appeal on and, while the ease was
cute the many of Tru-Tech’s accounts time, Peacock settled including creditors, himself. favored Appeals affirmed the After Court unsuccessfully attempted to collect the court, sued Peacock in federal Thomas then from Tru-Tech. conspiracy claiming had entered into civil that Peacock prevent siphon satisfaction from Tru-Tech assets also claimed that Peacock judgment.1 Thomas ERISA fraudulently conveyed of South Tru-Tech’sassets violation Pennsylvania later amended law. Thomas Carolina Corporate “Piercing complaint a claim his to assert App. Applicable Law.” 49. Federal Veil Under corporate agreed pierce ultimately The District Court against in the amount Peacock veil and entered precise amount of $187,628.93 —the notwithstanding the plus fees, fact interest and Tru-Tech— no more transfers totaled fraudulent that Peacock’s holding Appeals affirmed, $80,000. than Court properly exercised the District Court (CA4 1994). granted We F. suit. 39 3d over Thomas’ Court had whether the District determine certiorari among subject-matter jurisdiction to resolve a conflict Appeals.2 now Courts *4 reverse.
II Employee Se- on Income relies Retirement (ERISA), 832, amended, 29 curity 88 Stat. as Act of 1974 1 suit, but the as a in the also named defendant attorney was Peacock’s him. claim against Court rejected District 2 (case Melrose Argento 1994) (CA4 below), 39 F. 3d Compare 493 (CA3) Park, Quigley, F. (CA71988), 810 2d 378 v. F. 2d 1483 838 Skevofilax Lines, Truck and Blackburn (en (1987), denied, banc), U. S. 1029 cert. 481 Francis, Inte Corporate (CA9 1984), with Sandlin Inc. v. v. F. 2d 730 723 McLemore, Inc., Berry (CA10 F. 1992), riors 795 2d 972 F. 2d (CA5 1986). § seq., et as the source of federal U. S. C. 1001 expressly The District did not for this suit. Court rule on subject-matter jurisdiction, prop- but found that Thomas had erly piercing corporate a claim under for stated ERISA disagree. of, We are not aware veil. We Thomas does any provision provides point to, of ERISA that for im- posing liability judgment against for an extant ERISA Mackey party. Agency third v. Lanier Collection & (1988) (“ERISA Inc., Service, 825, 486 U. S. does not provide collecting judg- an enforcement mechanism for .”). ments . . reject suggestion, Thomas’ not made the District 502(a)(3) §
Court, this suit arose under “appropriate eq- which civil actions for ERISA, authorizes uitable relief” redress violations of ERISA or the terms 1132(a)(3). § plan. anof ERISA 29 U. S. Thomas’ com- plaint in this lawsuit no violation of ERISA or of the plan. wrongdoing alleged complaint in the occurred in years 1990, 1989 and some four to five after Tru-Tech’s plan terminated, indeed, ERISA was and Tilomas did not— allege fiduciary could Peacock was to the ter- not— plan.3 minated Thomas further concedes that Peacock’s alleged wrongdoing respect “did not occur with to the admin- operation plan.” Respondent istration or Brief for 11. allege the circumstances, Under we think Thomas failed to 502(a)(3) 502(a)(3) § equitable claim under relief. Section ‘appropriate equitable not, all, “does after authorize relief’ large, only ‘appropriate equitable pur- but relief’ for the pose ‘redressing any] enforcing] any or . violations . . provisions’ plan.” of ERISA or an ERISA Mertens v. (1993) (emphasis Associates, Hewitt original). modificationsin veil-piercing
Moreover, Thomas’ claim does not state a independently sup- cause of action under and cannot 3The District Court ERISA suit ruled that Peacock was *5 not a fiduciary to Tru-Tech’s plan.
354
if
a
Even ERISA
federal jurisdiction.
permits
plaintiff
port
to reach a defendant not other-
to
veil
corporate
pierce
ERISA,
could invoke the
to suit under
wise subject
of the federal courts only by independently alleg-
jurisdiction
or term of the
a
of an ERISA
plan.4
violation
provision
ing
is
veil
not
itself an
independent
corporate
Piercing
of
action,
rather is a means
cause of
“but
imposing
1
&
cause of action.”
C.
on an
Keating
underlying
of Law of Private
Fletcher
O’Gradney,
Corpo-
G.
Cyclopedia
1990).
Thomas al-
ed.
Because
§41,
603
rations
p.
(perm.
of
of ERISA
violation
no
any provision
“underlying”
leged
or an ERISA
neither ERISA’s jurisdictional provision,
plan,
§ 1331
the Dis-
1132(e)(1),
§
nor 28 U. S. C.
supplied
U. S. C.
over this suit.
trict Court
jurisdiction
subject-matter
Ill
that this lawsuit
ancillary
Thomas also contends
that a federal
have
ERISA suit.5 We
recognized
“(1) to
court
exercise
jurisdiction
permit dispo-
may
ancillary
are,
that
respects
sition
court
claims
varying
by single
(2)
to enable
interdependent;
factually
degrees,
is,
its
court to function
successfully,
proceed-
manage
its
effectuate its decrees.”
vindicate
ings,
authority,
Co.,
Ins.
379-380
Kokkonen Guardian
U. S.
Life
omitted).
(1994) (citations
his bur-
Thomas has
carried
this suit falls within either cate-
den
demonstrating
Abbott,
(1944),
Anderson
like
355 (burden gory. party asserting id., at 377 rests on See jurisdiction).
A “[Ajncillaryjurisdiction typically by involves claims a de fending party will, haled into court his or another person rights might irretrievably whose be lost unless he ongoing could assert them in an in action a federal court.” Equipment Kroger, Owen & Erection Co.v. 365, 376 U. S. (1978). Ancillary jurisdiction may having extend to claims logical dependence primary factual and on “the lawsuit,” primary independent ibid., but that lawsuit must contain an jurisdiction. jurisdic basis for federal The court must have may controversy jurisdic tion over a ease or before it assert ancillary Gibbs, tion over claims. Mine Workers v. See subsequent involving U. S. In a lawsuit 715, jurisdiction, independent claims with no basis for a federal jurisdictional power court lacks the threshold that exists ancillary proceeding when claims in are asserted the same as conferring jurisdiction. the claims Kokkonen, federal supra, at 380-381; Beecher, H. Cook Co. v. (1910). Consequently, factually
498-499 claims to be interdependent brought and, hence, to claims support jurisdic in an earlier federal will lawsuit tion over lawsuit. The basis of the doctrine of practical protect legal is the need “to rights effectively logically or entire, resolve an entwined Kroger, S., lawsuit.” But once U. 377. ability
was entered in the suit, ERISA to resolve simultaneously factually intertwined issues vanished. As in Kroger, litigants “neither the convenience of nor considera judicial economy” justify tions of can the extension of ancil lary jurisdiction subsequent pro over Thomas’ in this claims ceeding. Ibid. any dependence event, there is insufficient factual be-
tween the claims raised in Thomas’ first and second suits justify ancillary jurisdiction. the extension of Thomas’
factual this suit are from allegations those independent asserted in the which suit, involved Peacock’s and as Tru-Tech’s status fiduciaries and their alleged plan wrong- administration The facts relevant plan. doing to this are limited to that Peacock complaint allegations shielded Tru-Tech’s assets from the ERISA judgment long *7 had after Tru-Tech’s been terminated. claims in plan or factual these cases have little no or logical interdepend- no ence, and, circumstances, under these efficiencies greater of created the exercise federal over would be by jurisdiction supra, at Kokkonen, 380. them.
B suit to is that his extend The focus of Thomas’ argument from Tru-Tech of the ERISA judgment payment enforce ancillary to fell under the District Court’s Peacock the use of have reserved ment jurisdiction. for the exercise of in subsequent proceedings jurisdiction its to enforce inherent judgments. a federal court’s power a fed a entered to enforce by Without en would be court, incomplete “the eral judicial power was conferred for which it to the tirely purposes inadequate County, Riggs 6 Wall. v. Johnson 166, the Constitution.” have we (1868). approved In 187 defining power, broad range over exercise to assist third involving parties supplementary proceedings federal enforcement judgments— the protection mandamus, pre attachment, garnishment, including e.g., See, of fraudulent conveyances. avoidance Agency Service, Inc., Mackey & Lanier Collection Packers v. & Co. 834, n. S.,U. (garnishment); Swift Caribe, A., Del Compania S. Colombiana 684, 690- Dewey v. (1950) attachment property); (prejudgment Co., (1887) Fairmont Gas Coal West 329, 332-333 S. U. transfers); Labette of fraudulent voidance (prejudgment Moulton, 112 U. S. rel. ex County States Comm’rs United v. (1884) (mandamus 217, 221-225 to officials in compel public their official to tax to enforce capacity levy judgment against 110 U. township); Krippendorf Hyde, 282-285 (1884) over attached (prejudgment dispute property); Riggs, (mandamus at 187-188 supra, officials in compel public their official tax to enforce capacity levy against county).6
Our
of these
recognition
has
supplementary proceedings
not, however, extended
to execute, or
beyond
attempts
of,
eventual
a federal
guarantee
executability
judgment.
We have never authorized the exercise of ancillary jurisdic-
tion in a
lawsuit to
an
impose
obligation
pay
an
on a
liable
existing
person
already
Indeed, we
an
for that
to do
rejected
attempt
Beecher,
in H.
Co. v.
thorized sales ingly permitted corporation to become insolvent. We agreed with the characterization of suit Circuit Court’s attempt make the defendants answerable for the as “an to already the court’s decision obtained” and affirmed “ancillary judgment in former to the
that the suit was not governs per- Id., this case and at 498-499. Beecher suit.” attempt to Peacock answerable us that Thomas’ make suades ancillary judgment. is not for Riggs County are not to the con- Labette Comm’rs trary. permitted we creditor cases, In those levy county tax to force them mandamus officials County payment existing of an Labette for Riggs, supra, supra, at Comm’rs, 221-225; 187-188. merely required compliance with the ex- case order each authority comply. isting judgment by persons shifting payment not did authorize county to the offi- debtor from the attempts cials, to do here. as Thomas determining the of the federal courts’ reach juris- jurisdiction, we the exercise have cautioned “ ‘entirely origi- proceedings new and that are diction over Hyde, supra, (quoting Krippendorf at 285 Minne- v. nal,”’ (1865)), or where Co., sota Co. St. Paul Wall. is] [sought kind or on a different “the relief of different prior Dugas principle” v. American than that of the decree. principles sug- Surety Co., 414, These 300 U. S. properly be gest could not exer- only upon dif- cised in this case. This action founded entirely upon *9 new suit, also ferent facts than the ERISA but liability. civil con- suit, In this theories assets, as spiracy but, of Tru-Tech’s and fraudulent transfer al- violation. The noted, we have no substantive ERISA leged wrongdoing in after the ERISA this case occurred conspiracy, judgment was and Thomas’claims—civil entered, conveyance, piercing” new and “veil involved fraudulent —all liability theories not asserted in the ERISA suit. Other judgment than the existence of the ERISA itself, this suit has little connection to the ERISA case. This is a new ac- tion based on theories of relief that did not exist, and could at judgment existed, not have the time the court entered case. Ancillary enforcement is, at its core, a creature necessity. Kokkonen, Riggs, atS., 380; U. 6 Wall., party at 187. When a has obtained judg- a valid federal only extraordinary any, ment, justify circumstances, if can ancillary jurisdiction over a suit like this. To protect and aid the collectionof a federal the Fed- provide eral Rules of Civil Procedure fast and effective stay mechanisms for execution.7 In the event a is entered pending appeal, require the Rules the district court to en- judgment position sure that the creditor’s is secured, ordi- narily by supersedeas guarantee bond.8 The Rules cannot payment every long they But as as protect judgment ability judg- creditor’s to execute on a authority adequately preserved, the district ment, court’s justified is not over a new lawsuit impose party. for a on a third Con- trary suggestion pro- otherwise, to Thomas’ we think these safeguards prevent cedural are sufficient to wholesale fraud upon the courts of district the United States. 69(a), instance, any Rule creditors to use execu permits judgment with the of the State in practice procedure
tion method consistent 62(a) Rule further credi protects judgment which the district court sits. any days execution on a time more than by permitting tors after the is entered. court execution of the may only stay pending district if appeal provides of certain motions or the court disposition post-trial 62(b) Rule security (stay pending post- for the of the creditor. trial “on as security party motions such conditions for the adverse 62(d) “by proper”); (stay pending appeal giving supersedeas are Rule bond”).
IV reasons, we hold that the For these District Court lacked Thomas’ over suit. the jurisdiction Accordingly, of the Court of judgment Appeals
Reversed. Stevens, Justice dissenting. between the views of the on the
The conflict Court judges the District on the Court, hand, one and those Appeals other, on the that demonstrates this colleagues, my eight I be believe its outcome should deter- is not an case. easy first an- mined a application principle, by proper Marshall, a court’s that ju- nounced Chief Justice by the rendition of its “is not exhausted by judgment, risdiction Way- until that shall be satisfied.” but continues Southard, man v. (1825). In that 1,23 10 Wheat. my opinion that creditor a claim by judgment encompasses has debtor fraudulently control of party satisfaction of the control to defeat exercised that Riggs Johnson so held in the Court In substance County Comm’rs County, (1868), and in Labette 6 Wall. Moulton, ex rel. States United was unsat- county cases each of those a tax refused to commissioners levy isfied because county each and in needed to to raise the funds pay court had jurisdiction that the federal held this Court necessary to take the action the commissioners compel as the true, It is the judgment. to satisfy enable the county re- case in each merely the “order notes today, Court persons with existing compliance quired Ante, fails the Court But at 358. comply.” authority had not have would juris- District Court why explain in this case —one order to enter a diction comparable to the to restore petitioner would have directed *11 debtor the assets that he transferred to himself allegedly to satisfaction of the prevent judgment.* It is true that the order that was entered actually against did more than that —it ordered him to the petitioner satisfy in full, rather than to original restore the merely fraudulent For that I reason, transfers. that the relief agree was excessive and be should modified. Nevertheless, the the Court’s central that District Court no had holding power relief is inconsistent with grant any against petitioner and Labette. Riggs
I am also that Court’s reliance on H. C. Cook persuaded Beecher, (1910), Co. v. is misplaced. theory of the the directors of debtor complaint against in that case was that were they “joint trespassers,” equally liable for the That was infringement. theory patent compa- this that was rable to the claim asserted against petitioner in the ERISA action. It on and rejected depended that the directors’ conduct should proof prejudgment subject id., them to the same as debtor. See *Both the Court of and the District Court that Appeals acknowledged Employee this action to the initial Retire- respondent brought preserve (ERISA) ment Act of 1974 See 39 F. 3d Security judgment. Income (CA4 1994) satisfy action as “an (describing equitable attempt fiduciary”); entered Civ. Action No. 7:91- previous judgment (“[T]he (D. C., 24, 1992), 5,p. App. 3843-21 June to Pet. for Cert. 57a an a former ren- present attempt satisfy judgment properly action is Court”). recognized dered the District Petitioner the same. See (“Plaintiff (CA4), 15 . .. consist- p. Brief for in No. 92-2524 has Appellant judg- this as an action for the collection of a ently characterized lawsuit ment”). brief to this Court respondent’s sug- one Although passage action, is clear that respondent that the suit was not a collection it gests wholly was only proceeding independ- meant to rebut the notion that lower The remainder of the brief confirms the ent the earlier suit. action, Respondent see Brief for understanding courts’ of the nature 17-24, argument. same at oral expressly stated the respondent the District Court’s statement (agreeing Tr. of Oral 26-27 Arg. former satisfy judgment”). the action it was “an attempt before petition- however, is now, is at issue whether at 498. What postjudgment which frustrated satisfaction of conduct er’s continuing jurisdiction subject to the was question To that entered that the court speak. Beecher does persuaded reasoning Riggs that it I am sum, Beecher, Labette, that should resolve the rather than Accordingly, respectfully
jurisdictional issue. I dissent.