Schena v. Metropolitan Life Retirement Plan for United States Employees , 244 F. App'x 281 ( 2007 )

[DO NOT PUBLISH]
IN THE UNITED STATES COURT OF APPEALS
FILED
FOR THE ELEVENTH CIRCUIT U.S. COURT OF APPEALS
________________________ ELEVENTH CIRCUIT
JUNE 29, 2007
No. 06-16623 THOMAS K. KAHN
________________________ CLERK
D. C. Docket No. 05-00249-CV-FTM-29-SPC
KENNETH R. SCHENA,
Plaintiff-Appellant,
versus
METROPOLITAN LIFE RETIREMENT PLAN FOR
UNITED STATES EMPLOYEES,
METROPOLITAN LIFE INSURANCE COMPANY,
as Plan Administrator of the Metropolitan Life
Retirement Plan for United States Employees,
as the Plan Administrator of the New England
Life Insurance Trust,
d.b.a. New England Life Insurance Company,
NEW ENGLAND LIFE INSURANCE COMPANY RETIREMENT PLAN
AND TRUST,
Defendants-Appellees.
________________________
Appeal from the United States District Court
for the Middle District of Florida
_________________________
(June 29, 2007)
Before CARNES and WILSON, Circuit Judges, and WALTER,* District Judge.
PER CURIAM:
Kenneth R. Schena appeals the district court’s entry of summary judgment
against him in his lawsuit against his former employer, Metropolitan Life
Insurance Company, and related defendants over the correct amount of his
monthly pension. The dispositive question is whether certain written documents
Schena received when transferring to MetLife count as official documents of that
company’s retirement plan under the Employee Retirement Income Security Act of
1974, 29 U.S.C. §§ 1001 et seq. For reasons we explain below, we conclude that
they do not.
I.
The material facts are undisputed. In 1982 Schena began working as a sales
agent in the Naples, Florida office of New England Life Insurance Company.
MetLife acquired New England Life in 1996, but the two companies continued to
operate separately during all periods relevant to this litigation.
Two years after the New England Life buyout, MetLife officials and Schena
began discussing the possibility of him transferring between the companies, and
*
Honorable Donald E. Walter, United States District Judge for the Western District of
Louisiana, sitting by designation.
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during those conversations several MetLife officials told Schena that he would
receive credit for all of his years at New England Life for retirement calculation
purposes. Schena relied on these assurances when, on December 20, 1998, he
signed an “Intra-Company Transfer Memorandum of Understanding,” and again in
February 1999, when he accepted MetLife’s offer to become Agency Manager in
its Naples office.
The transfer memorandum, which was the only document Schena signed to
initiate his transfer, purported to “set[] forth several important considerations”
affecting New England Life agents who wanted to transfer to MetLife. It
addressed a long list of topics like transferees’ compensation, insurance benefits,
and licensing implications, but for present purposes the most important
“consideration” was the one addressing Schena’s years of service. On this subject,
it said that Schena would “be given full credit at MetLife for all of [his] years of
New England Life service.” That was all it said on the matter. The memorandum
also contained a disclaimer, set out in all capital letters and situated just above the
signature line, which read:
I HAVE READ THIS INTRA-COMPANY TRANSFER
MEMORANDUM OF UNDERSTANDING. I ACKNOWLEDGE
AND ACCEPT THAT CHANGES (OUTLINED IN GENERAL
TERMS IN THIS DOCUMENT) WILL APPLY TO ME IF MY
REQUEST FOR AN INTRA-COMPANY TRANSFER IS
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GRANTED BY METLIFE AND NEW ENGLAND LIFE. IF
THERE IS ANY CONFLICT BETWEEN INFORMATION
PROVIDED IN THIS MEMORANDUM ABOUT METLIFE OR
NEW ENGLAND LIFE POLICIES, COMPENSATION
ARRANGEMENTS OR BENEFITS, AND ANY PUBLICATIONS
ISSUED BY THOSE COMPANIES DESCRIBING THE POLICIES,
COMPENSATION ARRANGEMENTS OR PLANS, I
UNDERSTAND THAT THE TERMS AND CONDITIONS
OUTLINED IN THE PUBLICATIONS ISSUED BY THE
COMPANIES WILL BE CONTROLLING, AND WILL NOT BE
DEEMED MODIFIED BY ANY INFORMATION SET FORTH IN
THIS MEMORANDUM.
The only other document MetLife provided Schena around the time of his
transfer covered more or less the same ground. It was entitled “Procedures for
Intracompany Transfers,” and like the transfer memorandum, it touched on a wide
array of topics, including the transfer of an employee’s years of service from his
former employer to his new one. A chart comparing employment at MetLife and
New England Life promised transferees to MetLife that they would “receive full
credit for their [New England Life] years of service for purposes of determining
eligibility, payments, etc. of certain elements of MetLife’s benefit plan.”
However, it too contained disclaimers. For instance, a note on the last page of the
comparison chart pointed out that:
This comparison is not meant to be a complete analysis of the
similarities and differences between the MetLife and New England
Life organizations, benefits plans, compensation arrangements and
job descriptions. For further information, you should consult with
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your management, the MetLife Law Department, Field Compensation
Planning and the Human Resources Department for additional details
on significant differences between the two organizations.
And a summary at the end of the main text instructed prospective transferees to
“take particular care to ensure that they appreciate the impact of the transfer on
their benefits and other non-cash compensation” and “[c]ontact your regional
office for more information.”
The first hint of trouble for Schena came in a letter from MetLife dated
December 3, 2001 informing him that he could expect a monthly pension of
$919.33—an amount far smaller than the almost $3,000 a month MetLife had
estimated in a letter it sent earlier in 2001. The disparity between the two amounts
arose because the December 2001 estimate did not give Schena credit for his time
at New England Life. In response to the lower figure, Schena began a seven-
month-long campaign of faxes, letters, and e-mails to MetLife attempting to secure
the pension amount to which he believed he was entitled.
Schena’s effort proved unsuccessful. In late July 2002 MetLife’s plan
administrator wrote to inform him of the company’s “final determination” that he
was not entitled to the larger pension amount. By this time, Schena had already
retired (he did that at the end of May 2002), and due to an earlier-than-planned
retirement date, the final estimated pension amount worked out to be only
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$492.19. He also received an annuity from New England Life. The bottom line,
according to the plan administrator’s “final determination” letter, was that the
MetLife Plan recognized Schena’s New England Life service time for vesting and
eligibility purposes, but not for calculating the pension amount.
On the basis of these events, Schena’s amended complaint alleged four
claims, all of which the district court ultimately deemed unable to survive
summary judgment. Here, Schena presses arguments only as to one of these
claims—the one asserting that he was entitled to a pension amount based on
calculations that gave credit for the years he worked at New England Life. With
respect to that claim, the district court concluded that neither of the documents
promising Schena full credit for his New England Life service years counted as
“plan descriptions, summary plan descriptions, or ‘other documents’” under which
the plan was established or operated, so that under ERISA there was no basis for
his alleged entitlement to the larger pension amount.
II.
Schena advances two separate, but overlapping, arguments. One is that
MetLife’s promises of “full credit” for Schena’s New England Life service found
in the transfer documents he received should be treated as provisions of the
MetLife Retirement Plan and enforced, given his reliance on them. The other is
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that MetLife’s verbal promises of “full credit” during the conversations leading up
to his transfer should estop the company from denying him that credit on the basis
of its written plan.
The starting point for our analysis is ERISA’s express requirement that
“[e]very employee benefit plan shall be established and maintained pursuant to a
written instrument,” 29 U.S.C. § 1102(a)(1), and that requirement’s logical
corollary that a “retiree’s right to . . . benefits . . . can only be found if it is
established . . . under the terms of the ERISA-governed benefit plan document,”
Alday v. Container Corp. of Am., 906 F.2d 660, 665 (11th Cir. 1990) (citing
Moore v. Metro. Life Ins. Co., 856 F.2d 488, 492 (2d Cir. 1988)).
This rigorously enforced rule that we not look outside formal plan
documents can have harsh results in some cases, but it serves important purposes.
In Moore, the Second Circuit explained the “sound rationale” for the rule:
Were all communications between an employer and plan beneficiaries
to be considered along with the SPDs as establishing the terms of a
welfare plan, the plan documents and the SPDs would establish
merely a floor for an employer’s future obligations. Predictability as
to the extent of future obligations would be lost, and, consequently,
substantial disincentives for even offering such plans would be
created.
856 F.2d at 492.
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A.
Here, Schena does not question MetLife’s interpretation of its formal,
written plan document, which undisputedly denies Schena pension-calculation
credit for his New England Life years. Instead, he cites Heffner v. Blue Cross &
Blue Shield of Ala., Inc., 443 F.3d 1330 (11th Cir. 2006), where we reiterated the
long-standing ERISA principle that a plan participant may enforce the provisions
of a contradictory summary plan description so long as he has relied on those
provisions. See id. at 1340. We also noted in Heffner that “the [summary plan
description] is not the only ERISA plan document that counts,” id. at 1341, and
held that the group health applications in that case should have been considered
because they were part of the contract under which the plan at issue in that case
was administered, id. at 1343. Since there is no question that Schena relied on the
transfer documents he received from MetLife, he argues that we should treat those
documents either as a summary plan description or as other controlling documents
and reverse the summary judgment against him.
Unfortunately for Schena, neither of these theories carry the day. First,
whether considered separately or collectively, the transfer documents do not
qualify as a summary plan description under either of the two approaches we
identified in Cotton v. Massachusetts Mutual Life Insurance Co., 402 F.3d 1267
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(11th Cir. 2005). They do not, because they contain neither: (a) “all or
substantially all categories of information required [of summary plan descriptions]
under 29 U.S.C. § 1022(b),” id. at 1274 n.8 (quoting Hicks v. Fleming Cos., 961
F.2d 537, 542 (5th Cir. 1992)), nor (b) “all or substantially all of the information
the average participant would deem crucial to a knowledgeable understanding of
his benefits under the plan,” id. (citing Kochendorfer v. Rockdale Sash & Trim
Co., 653 F. Supp. 612, 615 (N.D. Ill. 1987)). Instead, the documents’ treatment of
information relating to retirement plan issues is cursory at best.
Not only do the documents fall short of a summary plan description, but
they also do not amount to “documents other than the SPD which control the
operation of the plan.” Heffner, 443 F.3d at 1341. Our decisions have never
attempted to set forth a comprehensive description of these other controlling
documents, but in Heffner, we looked to the list of documents ERISA requires
plan administrators to furnish to plan participants. Id. at 1341–43. That list
includes “the latest annual report and the bargaining agreement, trust agreement,
contract, or other instruments under which the plan was established or is
operated.” 29 U.S.C. § 1024(b)(2). The documents here are not of that type.
They deal with a wide range of transfer-related topics and only touch on retirement
plan issues. They are not contracts or instruments under which the plan “was
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established or is operated.” Id.
Not only that, but the documents in question explicitly discount their own
significance. Each contains prominent language warning readers to look
elsewhere to determine the precise details of their new benefit programs. One of
the documents, the transfer memorandum, even states that the “publications issued
by [MetLife] describing the policies, compensation arrangements or plans” control
in the event of any conflict between it and them.
For these reasons, we agree with the district court that the transfer
documents on which Schena relied do not count for ERISA purposes, either as a
summary plan description or as other controlling documents. That means
Schena’s claim to a larger pension amount cannot be “established . . . under the
terms of [an] ERISA-governed benefit plan document.” Alday, 906 F.2d at 665.
B.
Schena has something of a fallback argument. He says that the verbal
promises of MetLife officials should estop the company from denying him the
larger pension. Although generally “oral modifications of employee benefit plans
are impermissible,” Nachwalter v. Christie, 805 F.2d 956, 960 (11th Cir. 1986),
we have recognized a “very narrow” equitable estoppel doctrine that applies if the
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plaintiff can show that “(1) the relevant provisions of the plan at issue are
ambiguous, and (2) the plan provider or administrator has made representations to
the plaintiff that constitute an informal interpretation of the ambiguity.” Jones v.
Am. Gen. Life & Acc. Ins. Co., 370 F.3d 1065, 1069 (11th Cir. 2004) (citing Kane
v. Aetna Life Ins. Co., 893 F.2d 1283, 1285–86 (11th Cir. 1990)).
The narrow equitable estoppel exception does not help Schena. As he
acknowledges in his brief, his argument based on it depends on the transfer
documents being considered a part of the MetLife Plan. Otherwise, MetLife’s
plan is unambiguous. In light of our conclusion that the transfer documents are
not part of the Plan, we agree with the district court that “the terms of the Plan
were not ambiguous.”
AFFIRMED.
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