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Peabody v. Davis

April 5, 2010

JONATHAN F. PEABODY, PLAINTIFF,
v.
ANDREW A. DAVIS, ROBYN E. KOLE, ROCK ISLAND SECURITIES, INC., THE ROCK ISLAND COMPANY OF CHICAGO, AND THE ROCK ISLAND SECURITIES, INC. SALARY SAVINGS PLAN, LIBERTY MUTUAL SURETY, AND THE HANOVER INSURANCE CO., DEFENDANT.



The opinion of the court was delivered by: Honorable David H. Coar

MEMORANDUM OPINION AND ORDER

Plaintiff Jonathan F. Peabody ("Peabody") brought an action against Defendants Andrew A. Davis ("Davis"), Robyn E. Kole ("Kole"), Rock Island Securities, Inc. ("RIS"), The Rock Island Company of Chicago ("RIC"), and the Rock Island Securities, Inc. Salary Savings Plan ("the Plan"), according to rights and duties created by Employee Retirement Income Security Act ("ERISA") and common law. Peabody also named Defendants Hanover Insurance Company and Liberty Mutual Surety as defendants (collectively the "Insurers") in claims regarding two fidelity bonds issued to the Plan. The instant matter proceeded to bench trial on July 23, 24, and 25, 2007.

After carefully reviewing the evidence in this case, this Court entered judgment on Counts III, IV, VI, VII, VIII, XI, XII, XIV, XV, XVI, XVII, XVIII, and XIX in favor of Plaintiff. All other Counts were decided in favor of the Defendants. The Court decided all claims against the Insurers in their favor because Peabody lacked standing to pursue a claim against them. Judgment in the amount of $506,601.82 was entered in favor of Peabody and against Defendants RIS, Kole, and Davis.

Before the Court is Plaintiff's Motion for Specific Relief under Rule 59(e). For the reasons stated below, Peabody's motion is GRANTED in part and DENIED in part. To the extent that Peabody seeks to alter the Court's September 2, 2009 judgment with regard to Counts XXII, XXVI, and XXVII, his motion is denied. Insofar as Peabody seeks clarification of the relief awarded by the Court, his motion is granted.

DISCUSSION

Plaintiff requests that the Court: (1) order the transfer of the Plan account assets of Davis and Kole to Peabody's Plan account; (2) direct that all amounts recovered in connection with Defendants' breach of fiduciary duty be paid to Peabody's Plan account; (3) grant Peabody's claim for distribution of his Plan account; (4) find the Plan's insurer liable to the Plan under the fidelity bonds; and (5) retain jurisdiction of the case until the Court's orders are implemented.

I. Transfer of Plan Assets (Requests #1 and #2)

ERISA generally prohibits the re-assignment or alienation of benefits provided under covered pension plans. 29 U.S.C. § 1056(d)(1). However, ERISA's anti-assignment and anti- alienation provisions "shall not apply to any offset of a participant's benefits provided under an employee pension benefit plan against an amount that the participant is ordered or required to pay to the plan if... the order or requirement to pay arises... under a civil judgment... entered by a court in an action brought in connection with a violation... of part 4 of this subtitle[.]" 29 U.S.C. § 1056(d)(4)(A). Such a judgment or order must "expressly provide[ ] for the offset of all or part of the amount ordered or required to be paid to the plan against the participant's benefits provided under the plan...." 29 U.S.C. § 1056(d)(4)(B).

Davis and Kole breached fiduciary obligations defined in § 409(a) of ERISA, 29 U.S.C. § 1104(a). Those breaches had an adverse impact on the value of Plan assets in Peabody's individual account. Section 502(a)(2) of ERISA authorizes plan participants or beneficiaries like Peabody to bring actions on behalf of a plan to recover for violations of the obligations defined in § 409(a). 29 U.S.C. § 1132(a)(2). This is so even if, as in the instant case, the fiduciary breaches at issue impair the value of plan assets in a single participant's account only. LaRue v. DeWolff, Boberg & Associates, Inc., 552 U.S. 248, 256 (2008).

Because Davis and Kole's benefits may only offset judgments favoring the Plan, Defendants seek to characterize the damages awarded by the Court as recovery for Peabody's individual injuries, as opposed to injuries to the Plan's assets. Davis and Kole argue that "the Court did not grant relief in favor of the Plan and Peabody has not shown any basis for modifying or reconsidering the decision in that respect." (Def. Resp. at 2.)

Defendants misapprehend the nature of Peabody's claim. Section 502(a)(2) authorized Peabody to bring the instant action only on behalf of the Plan, to recover damages caused to the Plan by Defendants' fiduciary breach of duties. As such, the damages awarded by the Court go to the Plan account that incurred losses as a result of their breach of fiduciary duties, namely, Peabody's. See 29 U.S.C. § 1009 ("Any person who is a fiduciary with respect to a plan who breaches any of the responsibilities, obligations, or duties... shall be personally liable to make good to such plan any losses to the plan resulting from each such breach."); Peabody v. Davis, No. 08-CV-593, Mem. Op. and Order, at *33 (Sept. 2, 2009) ("[U]nder 29 U.S.C. § 1109, [Davis, Kole, and RIS] are found personally liable to restore the damages award to Plaintiff's Plan account.").*fn1

As such, under 29 U.S.C. § 1056(d)(4), the Court may offset Davis and Kole's pension benefits against the damages awarded against them. In accordance with its September 2, 2009 Memorandum Opinion and Order, the Court orders that the Plan assets held in the accounts of Davis and Kole be transferred to Peabody's Plan account as an offset against the Court's award of $506,601.82.

II. Peabody's Benefit Claim (Request #3)

The Court awarded Peabody $506,601.82, or the 2001 fair market value of 835 shares of RIC stock, plus prejudgment interest. After calculating the award, the Court determined that all other claims related to damages were moot. Peabody, Mem. Op. and Order, at *32-33. Among the mooted claims was Count XXII, Peabody's benefit claim, in which he demanded immediate payment of his benefits under the Plan, plus appreciation, interest, dividends, and other applicable growth, in the sum of $311,721.30. The Court considered the claim moot because, for all intents and purposes, its request for distribution of benefits was contemplated by the Court's more generous award. Under the Court's ...


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