This appeal raises three questions: (1) Did the district court lose jurisdiction to award attorneys’ fees after the complaint had been dismissed and a notice of appeal filed?; (2) Was the defendants’ motion for attorneys’ fees timely?; and (3) Was the complaint so utterly lacking in merit as to be frivolous thereby justifying an award of attorneys’ fees to the defendants?
Plaintiffs, holders of insurance policies, appeal from a judgment of the United States District Court for the Southern District of New York (Kaplan, J.), granting attorneys’ fees to the prevailing defendants, the Metropolitan Life Insurance Company and MetLife, Inc. (together, “MetLife”).
Plaintiffs sued MetLife under 42 U.S.C. § 1983, arguing that the conversion of MetLife from a mutual to a stock life insurance company in accordance with New York Insurance Law violated numerous constitutional rights. The district court dismissed the case for failure to state a claim, and this Court affirmed the dismissal.
Tancredi v. Metro. Life Ins. Co.,
We hold that the district court properly exercised jurisdiction to award attorneys’ fees. Although we cannot resolve on the record whether the district court properly considered MetLife’s untimely motion for attorneys’ fees, we conclude that the district court misinterpreted the standard for extending the time to make a fee motion. *223 On the merits, we conclude that the court abused its discretion by granting attorneys’ fees because the allegation of state action, although indeed meritless, was not frivolous. Thus, we reverse the judgment granting attorneys’ fees to MetLife.
BACKGROUND
I. Facts
Familiarity with the facts of this case, as set forth in our prior decision,
Tancredi v. Metropolitan Life Insurance Co.,
In April 2000, Metropolitan Life Insurance Company converted from an old-fashioned mutual to a modern stock insurance company pursuant to New York Insurance Law § 7312. The plan obviously affected policyholders’ interests in MetLife, converting them to cash, policy credits, or stock in the new publicly-traded MetLife, Inc., a Delaware holding company.
The conversion was initiated by Met-Life’s Board of Directors, and it received the required approval of two-thirds of the voting policyholders. It was also approved by the New York Superintendent of Insurance who found, after conducting a hearing, that the reorganization plan was fair and equitable to policyholders. Indeed, ninety-three percent of voting policyholders supported the plan. Upon the Superintendent’s approval, the conversion became effective in April 2000.
II. Procedural History
Plaintiff policyholders bottomed their § 1983 claim against MetLife on the contention that the conversion violated their rights under the United States Constitution’s Takings Clause, Due Process Clause, and Commerce and Contracts Clauses of Article I. The complaint alleged that Met-Life acted under color of state law by receiving the official sanction of the Superintendent of Insurance and by reorganizing pursuant to New York Insurance Law § 7312.
MetLife moved to dismiss under Fed. R.Civ.P. 12(b)(6) for failure to state a claim. The district court granted the motion, holding that Tancredi and Speidel failed to allege state action and, in the alternative, that their substantive constitutional claims lacked merit.
Tancredi,
As the prevailing party, MetLife moved on August 2, 2001 for attorneys’ fees in the district court pursuant to 42 U.S.C. § 1988(b). This was seven days beyond the fourteen-day deadline set by Fed. R.Civ.P. 54(d)(2)(B). MetLife did not make a formal showing of “excusable neglect” under Fed.R.Civ.P. 6(b)(2) to justify the extension of time. On October 15, 2001, the district court denied the fee motion without prejudice to renewing the motion after the disposition of the then-pending appeal on the merits. The court conceded that MetLife’s motion was untimely, but directed that “[a]ny such renewed motion shall be filed no later than fourteen calendar days following the entry of the appellate mandate on this Court’s [i.e., the district court’s] docket.”
On January 21, 2003, a panel of this Court affirmed the district court’s dismissal, holding that MetLife was not a state actor because “ ‘mere approval or acquiescence’ ” of a state official does not sufficiently intertwine the official with corporate management to cloak the entire enterprise with state actor status.
Tancredi,
In opposing MetLife’s renewed fee motion, plaintiffs argued that: (1) the district court lost jurisdiction over the initial fee motion when plaintiffs filed a notice of appeal; (2) even if there were jurisdiction, the initial motion was untimely, and Met-Life did not qualify for an extension of time; and (3) their complaint was not frivolous and thus did not justify an award of attorneys’ fees.
Rejecting plaintiffs’ contentions, the district court granted MetLife’s motion for attorneys’ fees.
Tancredi,
On the substantive issue, Judge Kaplan observed that while he had never before granted attorneys’ fees to a prevailing defendant under § 1988, the frivolity of plaintiffs’ action was so patent that it abused the litigation system and warranted an award of fees. Id. at 202. The court found the action to be frivolous “[i]n view of the fact that proof of state action was an indispensable prerequisite to success and that there was no colorable basis for supposing that this prerequisite could be satisfied.” Id.
The precise calculation of fees was referred to Magistrate Judge Francis. Although MetLife asked for $258,770.75, it was awarded only $30,000, based on plaintiffs’ ability to pay.
Tancredi and Speidel now appeal the judgment awarding $30,000 to MetLife. They raise the same arguments made in the district court.
DISCUSSION
I. Subject Matter Jurisdiction
Plaintiffs first argue that the district court lacked subject matter jurisdiction over MetLife’s attorneys’ fees motion because: (1) the underlying § 1983 action failed under the so-called “substantiality doctrine”; and alternatively (2) even if the district court had subject matter jurisdiction over the § 1983 claims, it lost jurisdiction after the dismissal of the complaint and the filing of a notice of appeal. We disagree. The district court properly exercised jurisdiction over MetLife’s motion for attorneys’ fees.
A. Substantiality Doctrine
Under the substantiality doctrine, “federal courts are without power to entertain 'claims otherwise within their jurisdiction if they are ‘so attenuated and unsubstantial as to be absolutely devoid of merit.’ ”
Hagans v. Lavine,
Turning this doctrine on its head — and to their own advantage — plaintiffs contend that if the complaint was as frivolous as *225 the district court found it, then the court lacked subject matter jurisdiction to entertain the motion for attorneys’ fees. Met-Life responds that there is nothing in Ha-gans to suggest that the Supreme Court intended to preclude an award of attorneys’ fees in cases where the district court dismissed for lack of subject matter jurisdiction.
We reject plaintiffs’ argument. The district court and a prior panel of this Court properly exercised jurisdiction over plaintiffs’ underlying § 1983 complaint.
Tancredi v. Metro. Life Ins. Co.,
B. Dismissal and Notice of Appeal
Plaintiffs maintain that even if the district court had jurisdiction over the underlying § 1983 action, the court was divested of jurisdiction over the motion for attorneys’ fees, presumably after it dismissed the complaint and surely after plaintiffs filed a notice of appeal. We find both arguments meritless.
We have consistently held that “[wjhenever a district court has federal jurisdiction over a case, it retains ancillary jurisdiction after dismissal to adjudicate collateral matters such as attorney’s fees.”
In re Austrian & German Bank Holocaust Litig.,
With respect to the appeal, it is true, as plaintiffs point out, that the filing of a notice of appeal has jurisdictional implications.
Griggs v. Provident Consumer Disc. Co.,
The 1993 Advisory Committee’s notes to Rule 54(d) are enlightening. They state that “[i]f an appeal on the *226 merits of the case is taken, the [district] court may rule on the claim for fees, may defer its ruling on the motion, or may deny the motion without prejudice, directing under subdivision (d)(2)(B) a new period for filing after the appeal has been resolved.” Fed.R.Civ.P. 54(d) advisory committee’s note (emphasis added). The procedures followed here by the district court were completely in accord with these notes.
II. Extension of Time
Next, plaintiffs contend that the district court abused its discretion by allowing MetLife extra time to renew its already untimely motion for attorneys’ fees.
Without requesting an extension of time, MetLife made its initial motion for attorneys’ fees seven days after the expiration of the fourteen-day deadline imposed by Rule 54(d)(2)(B). Noting that the motion was untimely, the district court denied the motion without prejudice to renewal after the disposition of the then-pending appeal. Relying on the district court’s order, Met-Life then renewed its motion for attorneys’ fees within fourteen days after the entry of this Court’s mandate.
We review a district court’s extension of time for abuse of discretion.
See Davidson v. Keenan,
Rule 54(d)(2)(B) states that “[ujnless otherwise provided by statute or order of the court, [a] motion [for attorneys’ fees] must be filed and served no later than 14 days after entry of judgment.” Fed. R.Civ.P. 54(d)(2)(B) (emphasis added). According to Rule 6(b)(2), however, a district court may extend certain deadlines “upon motion made after expiration of the specified period .... where the failure to act was the result of excusable neglect.” Fed.R.Civ.P. (6)(b)(2) (emphasis added). Although Rule 6(b)(2) lists several rules to which the “excusable neglect” standard does not apply, Rule 54 is not among them. See id.
Parsing these two provisions of the Federal Rules of Civil Procedure, the district court held that the “excusable neglect” standard of Rule 6(b)(2) does not limit a court’s power under Rule 54(d)(2)(B) to extend the time to move for attorneys’ fees even after the expiration of the fourteen-day deadline. To hold otherwise, the district court reasoned, would render superfluous Rule 54(d)(2)(B)’s introductory phrase, “[u]nless otherwise provided by statute or order of the court.” In any event, the court found that MetLife’s motion did satisfy Rule 6(b)(2)’s “excusable neglect-” standard.
Plaintiffs contend that: (1) the “excusable neglect” standard of Rule 6 qualifies a court’s Rule 54 power to extend the time for filing an attorneys’ fee motion after the deadline expires; and (2) the district court abused its discretion in finding “excusable neglect” here. We accept plaintiffs’ first contention but find the second issue unre-viewable on the record before us. In so holding, we expressly reject MetLife’s argument that Rule 54’s introductory clause, “[u]nless otherwise provided by statute or order of the court,” gives district courts carte blanche to extend the time to move for attorneys’ fees after the deadline expires without having to find “excusable neglect” under Rule 6.
It is no surprise that the Law Reporters bristle with decisions routinely applying the “excusable neglect” standard to untimely motions for attorneys’ fees.
See, e.g., Allen v. Murph,
We see no reason to deviate from the practice of these courts. Indeed, by its very terms, the fourteen-day deadline of Rule 54 is not a fatal jurisdictional deadline.
See, e.g., Schering Corp.,
Many jurisdictions have local rules that preempt Rule 54 by allowing fee motions thirty or more days after entry of judgment. (The Southern District of New York has no such rule.) Where such rules have been adopted, every circuit that has considered the question has held that such local rules qualify as “order[s] of the court,” and hence are an exception to the limitations period in Rule 54.
Planned Parenthood of Cent. N.J. v. Attorney Gen.,
None of these cases, however, suggest that “order of the court” confers on district courts untrammeled discretion to extend the time to file a fee motion. Based on the reasoning of these cases and the text of Rule 54 itself, we are persuaded that reading “order of the court” to mean an individual judge’s order extending the deadline, as MetLife urges, would threaten the concept of a uniform deadline — even at the local district level — and fly in the face of the rationales underlying the deadline.
Congress’s reasons for its 1993 addition to Rule 54(d)(2)(B) (the fourteen-day deadline) were three-fold: (1) to provide notice of the fee motion to the non-movant before the time to appeal expires; (2) to encourage a prompt ruling on fees to facilitate a consolidated appeal on both the merits and the attorneys’ fee issue; and (3) to resolve fee disputes efficiently, “while the services performed are freshly in mind.” Fed. R.Civ.P. 54 advisory committee’s notes (1993);
see Weyant v. Okst,
Reading Rule 54(d)(2)(B) together with Rule 6(b)(2), as we must,
see Nasser v. Isthmian Lines,
We turn now to plaintiffs’ claim that the district court abused its discretion in finding that MetLife demonstrated “excusable neglect.” To determine whether a party’s neglect is excusable, a district court should take into account: “[l][t]he danger of prejudice to the [opposing party], [2] the length of the delay and its potential impact on judicial proceedings, [3] the reason for the delay, including whether it was in the reasonable control of the movant, and [4] whether the movant acted in good faith.”
Pioneer Inv. Servs. Co. v. Brunswick
Assocs.
Ltd. P’ship,
Although MetLife’s seven-day delay was minimal and it seems unlikely that plaintiffs suffered any prejudice, we are unable to review the district court’s finding of “excusable neglect” because of the paucity of the record. Indeed, the reason for the delay is entirely unclear.
See Canfield v. Van Atta Buick/GMC Truck, Inc.,
III. State Action
On the merits, plaintiffs contend that the district court abused its discretion by finding the allegation of state action “frivolous, unreasonable, or groundless,” and thereby granting attorneys’ fees to MetLife. For the reasons set forth below, we hold that the § 1983 complaint, while meritless, did not justify an award of attorneys’ fees.
We review an award of attorneys’ fees for abuse of discretion.
Green v. Torres,
The statute governing the award
of
attorneys’ fees in § 1983 actions, 42 U.S.C. § 1988(b), provides that “the court, in its discretion, may allow the prevailing party, other than the United States, a reasonable attorney’s fee as part of the costs.” 42 U.S.C. § 1988(b). When the prevailing party is the defendant, as here, attorneys’ fees may be recovered if the underlying action was “frivolous, unreasonable, or groundless, or ... the plaintiff continued to litigate after it clearly became so.”
Davidson,
To prevail on their § 1983 claim, plaintiffs had to demonstrate that MetLife was a “state actor” when it converted to a stock life insurance company pursuant to
*229
N.Y. Insurance Law § 7312. The district court found that plaintiffs’ state action theory “was inconsistent with controlling decisions of the United States Supreme Court, and there was no responsible basis for seeking a change in the law.”
Tancredi v. Metro. Life Ins. Co.,
To state a claim under § 1983, a plaintiff must demonstrate that the defendant acted “under color of’ state law. 42 U.S.C. § 1983. If a defendant’s conduct satisfies the state action requirement under the Fourteenth Amendment, then that conduct also constitutes action “under color of’ state law for purposes of § 1983.
Brentwood Acad. v. Tenn. Secondary Sch. Athletic Ass’n,
The district court discussed in great detail the failure to allege state action.
Tancredi,
Significantly, the court also relegated to a footnote a citation to
Lovell v. Peoples Heritage Sav. Bank,
When we earlier affirmed the district court we agreed that there was not sufficient state action to support a § 1983 claim.
See Tancredi,
An expansive view of state action is suggested by
Brentwood Academy,
where the Supreme Court held that the Tennessee Secondary School Athletic Association qualified as a state actor because its actions were so “entwined” with the state
*230
function of operating public schools.
Brentwood Acad.,
As the Supreme Court cautioned in
Christiansburg Garment Co. v. Equal Employment Opportunity Comm’n,
CONCLUSION
For the foregoing reasons, we ReveRse the judgment granting attorneys’ fees to MetLife.