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Hakim v. Accenture United States Pension Plan

August 16, 2010

OMAR HAKIM, PLAINTIFF,
v.
ACCENTURE UNITED STATES PENSION PLAN, ACCENTURE LLP, ACCENTURE INC., ACCENTURE LLC, AND ACCENTURE LTD., DEFENDANTS.



The opinion of the court was delivered by: Robert M. Dow, Jr. United States District Judge

Judge Robert M. Dow, Jr.

MEMORANDUM OPINION AND ORDER

Currently before the Court are Defendants' motion for summary judgment [72] and Plaintiff's motion for partial summary judgment on Count IV [87].*fn1 For the reasons stated below, Defendants' motion for summary judgment [72] is granted in part and denied in part, and Plaintiff's motion for partial summary judgment on Count IV [87] is denied.

I. Background

A. Procedural Background

Plaintiff filed this putative class action against Accenture United States Pension Plan (the "Plan"), Accenture LLP, Accenture Inc., Accenture LLC, and Accenture Ltd. (collectively "Defendants") alleging violations of the Employee Retirement Income Security Act of 1974, 29 U.S.C. §§ 1101 et seq. ("ERISA"). On September 3, 2009, the Court dismissed three of Plaintiff's five claims against Defendants. Plaintiff's remaining claims are set forth in Counts IV and V of the first amended class action complaint [29]. Count IV states a claim for benefits under ERISA § 502(a)(1)(B), 29 U.S.C. §1132(a)(1)(B), based on Defendants' failure to provide proper notice of a plan amendment which significantly reduced Plaintiff's benefit as required by 29 U.S.C. § 1054(h) (1996) (a "204(h) notice"). Count V seeks statutory damages pursuant to ERISA § 502(c)(1), 29 U.S.C. §1132(c)(1), for Defendants' alleged failure, upon written request, to provide Plaintiff with Summary Plan Descriptions ("SPDs") that complied with ERISA § 104.

Following the dismissal of Counts I-III, Defendants filed a motion for summary judgment [72] as to the remaining counts. Plaintiff responded by filing a Rule 56(f) motion to deny or stay Defendants' Motion for Summary Judgment [78], arguing, among other things, that he needed to conduct limited discovery in order to respond to certain arguments raised in Defendants' summary judgment motion. Plaintiff also filed a motion for summary judgment as to Count IV. Because Plaintiff's request for discovery related to only some of the grounds raised in Defendants' summary judgment motion, the Court ordered that briefing go forward on those aspects of the cross-motions for summary judgment as to which the parties agreed that no further discovery was required. See [91].*fn2 In particular, the Court directed the parties to brief the following issues: (1) as to Count IV, whether e-mail notice satisfied ERISA § 204(h) in 1996, and, even if Plaintiff did not receive timely notice, whether Plaintiff suffered prejudice; (2) whether the release Plaintiff signed when he left Accenture in 2003 bars his claims in Count IV; (3) whether Plaintiff is entitled to the statutory penalties he seeks in Count V; and (4) whether all Defendants are proper defendants as to each count.

B. Factual Background

The Court takes the relevant facts primarily from the parties' Local Rule ("L.R.") 56.1 statements*fn3 Defendants' Statement of Facts ("Def. SOF") [74], Plaintiffs' Response to Defendants' Statement of Facts and Statement of Additional Facts ("Pl. SOAF") [99], Defendants' Response to Plaintiffs' Statement of Additional Facts ("Def. Resp.") [108], Plaintiff's Statement of Facts ("Pl. SOF") [89], Defendants' Response to Plaintiffs' Statement of Facts ("Def. SOAF") [101], Plaintiff's Response to Defendants' Statement of Additional Facts ("Pl. Resp.") [106].

Plaintiff was an employee of Accenture LLP between October 4, 1993 and May 16, 2003. Def. SOF ¶¶ 9, 35. When he was hired in the Las Colinas office, Plaintiff participated in the Plan. Def. SOF ¶¶ 9, 11. The Plan is a "defined benefit plan" within the meaning of ERISA.

Def. SOF ¶ 4. Accenture LLP is an Illinois limited liability partnership with a total of two partners: Accenture Inc. and Accenture LLC. Def. SOF ¶ 5. Accenture LLP is the "Plan administrator." Def. SOF ¶ 6. The Plan provides that, as the Plan administrator, Accenture LLP has the sole and exclusive discretion to determine the eligibility of employees for and the amount of benefits under the terms of the Plan. Def. SOF ¶ 7. The Plan also authorizes Accenture LLP to amend the Plan at any time. Def. SOF ¶ 8.

At the time that Plaintiff was hired, the Plan provided that all associate partners were considered to be eligible employees, regardless of the service line in which they were employed, and that all other employees were considered to be eligible employees unless they worked in the following service lines: (i) Strategic Services; (ii) Change Management Services; and (iii) Systems Integration. Def. SOF ¶ 13. Plaintiff was an eligible employee when he was hired. On June 13, 1996, Accenture LLP (then operating as Andersen Consulting LLP) adopted an amendment to the Plan, to be effective on July 1, 1996 (the "1996 Amendment"), which altered the Plan's eligibility rule. Def. SOF ¶ 14. The 1996 Amendment amended Section 2.2(b) of the Plan to provide that only certain categories of employees in would be considered to be eligible employees. Def. SOF ¶ 15. The amended Section 2.2(b) further provided that each employee who was employed prior to July 1, 1996 and was an eligible employee under the prior Plan would remain an eligible employee after July 1, 1996, so long as that employee did not transfer service lines. Id. However, the amended eligibility rule provided that if an employee transferred to an ineligible service line, that employee would cease to be an eligible employee on the later of

(A) July 1, 1996, or (B) the date of the employee's transfer. Id.

On June 13, 1996 at 4:57 p.m., Jeanette Harris, Executive Assistant to Julianne Grace, sent an e-mail directing all US Office Human Resources ("HR") Leads to:

Please distribute the following memo and attachment to all personnel in your location. The memo notifies employees of the changes in retirement eligibility and is similar to the memo distributed earlier to all of HR. The attachment is a legally required document that must be delivered no later than Friday afternoon, June 14, 1996.

Def. SOF ¶ 16. On June 14, 1996, Vickie Lee, the HR Lead for the Dallas, Infomart and Las Colinas office locations in the Dallas Metro Area, directed Rene Edwards, People Values Culture ("PVC") manager for the Dallas Metro offices, to provide the June 13, 1996 Notice of Change in Benefit Accruals memorandum and attachment regarding the July 1, 1996 Amendment to the Plan to all Dallas, Infomart, and Las Colinas personnel. Def. SOF ¶ 17. At approximately 4:30 p.m. on July 14, 1996, Rene Edwards distributed the June 13, 1996 memorandum and attachment via e-mail to all Dallas, Infomart, and Las Colinas personnel. Def. SOF ¶ 18. The e-mail indicates that it was sent to various distribution lists, including one labeled "LasColinas.Personnell.All.AC." Ex. A to Ex. 3 to [74]. Plaintiff was an employee in the Los Colinas office at that time. However, he denies ever receiving the memorandum and attachment via e-mail from Rene Edwards. At least two other employees in the Las Colinas office did receive the notice. Def.'s SOAF ¶ 11.

The memorandum stated, in relevant part: If, at any time, a retirement eligible employee transfers to a non-eligible group, as described above, s/he will remain a plan member but will become inactive. Only those years accrued as an active member qualify as benefit service for the employee. (Employees continue to accrue vesting service even as inactive members.) * * * If an employee transfers from the service line of Andersen Consulting LLP in which the employee was employed on June 30, 1995, to an ineligible category, the employee will cease accruing benefits as of the later of (a)

July 1, 1996, or (b) the date of transfer to the ineligible category. Only those years accrued as an active member qualify as benefit service for the employee. (Employees continue to accrue vesting service even as inactive members.)

Def. SOF ¶¶ 19-20. Attached to the memorandum was the "Notice of Change in Benefit Accruals," which summarized the amendment and stated that "The Plan amendment is effective July 1, 1996. This notice is being provided to you pursuant to the requirements of Section 204(h) of the Employee Retirement Income Security Act of 1974 (ERISA)." Def. SOF ¶ 21.

In 1997, Andersen Consulting LLP issued a 1997 SPD for the Plan. Def. SOF ¶ 23. At that time, Andersen's benefits department sent out packets to all personnel summarizing the changes to the SPD. Def. SOF ¶ 27. In 1999, Andersen created a Benefits Information database and sent an e-mail to all personnel telling them how to view the SPDs electronically. Def. SOF ¶

28. That year's SPD is dated October 1999. Pl. SOAF ¶ 63.

In 1999, Plaintiff was promoted into a new service line within Andersen Consulting LLP.

Def. SOF ¶ 29. Plaintiff testified that he began negotiating with Andre Hughes about a promotion and transfer in the summer of 1999, and that he began performing his job duties for his new position in September of 1999. Pl. SOAF ¶¶ 49-50. Accenture denies that it negotiates the terms of individual transfers and promotions with employees at Plaintiff's level. Plaintiff's promotion officially took effect on December 16, 1999. Def. SOF ¶ 29. Plaintiff requested a retroactive pay raise for the time he spent working in his new position prior to December 16, 1999. Pl. SOAF ¶ 54. Accenture's Human Resources Department paid Plaintiff retroactive pay for the period October 1, 1999 through December 16, 1999. Pl. SOAF ¶ 55; see also Ex. 1 to Ex. B to [99] (HR employee transfer form stating that Plaintiff "was approved for a transfer to C&HT LoB-NT with a salary increase reflective of his eCommerce premium, effective 10/1/99").

Plaintiff's new service line was an ineligible service line under the 1996 Amendment. Def. SOF ΒΆ 32. Therefore, Plaintiff stopped accruing additional benefit service in December 1999. On June 30, 2000, ...


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