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Estate of Joseph Malecki, Anne Malecki v. Anheuser-Busch Deferred Income

June 5, 2012


The opinion of the court was delivered by: Blanche M. Manning


Joseph Malecki, an employee of Anheuser-Busch, was a participant in a company-sponsored retirement plan. Over the years, he filed two beneficiary designation forms with respect to this retirement account, one in 1987 and one in 1991. The 1987 form designated Kristin Rose Villa, Malecki's niece, as the beneficiary of his retirement account. The 1991 designation named his then-wife, Anne Malecki, as the primary beneficiary and Kristin as the contingent beneficiary. Anne Malecki and Joseph Malecki divorced in 2003 and Joseph Malecki died in July 2008. Upon his death, Anheuser-Busch received three claims for the funds in Malecki's retirement account: (1) from Malecki's Estate; (2) from Sophia, Malecki's daughter; and (3) from his ex-wife, Anne. Anheuser-Busch denied all of these and determined that Malecki's niece, Kristin Rose Villa, is entitled to the proceeds. The plaintiffs (the Estate and Anne Malecki) filed the instant lawsuit challenging Anheuser-Busch's decision. Kristin Rose Villa, the plaintiffs, and Anheuser-Busch have each moved for summary judgment on various counts.

For the reasons stated below, the plaintiffs' motion for summary judgment is granted in part and denied in part, Kristin Rose Villa's motion is denied, and Anheuser-Busch's motion is granted. Pursuant to the terms of the Plan, the Estate of Joseph Malecki is entitled to the funds at issue.


Joseph Malecki ("Malecki") is a former employee of Anheuser-Busch and participated in the Anheuser-Busch Deferred Income Stock Purchase and Savings Plan (the "Plan"). Plaintiff Anne Malecki ("Anne") is Malecki's ex-wife. The Defendant Plan is an employee pension benefit plan within the meaning of Section 3(2) of the Employee Retirement Income Security Act ("ERISA"), 29 U.S.C. § 1002(2). Anheuser-Busch established the Plan for the purpose of providing retirement benefits for employee plan participants and their beneficiaries. The Defendant Plan Administrator ("Anheuser-Busch") is the named administrator of the Plan within the meaning of ERISA, 29 U.S.C. § 1002(16)(A).

1987 beneficiary designation. Counter-defendant Kristin Rose Villa is Malecki's niece. Kristin was not originally a named party to this action, but has been joined as a counterdefendant. On January 8, 1987, as a participant in Anheuser-Busch's retirement Plan, Malecki completed a beneficiary designation that named Kristin as the primary beneficiary of the proceeds in his retirement account. He named a friend, a non-party, as the contingent beneficiary. At all relevant times, the Plan document states that each Participant shall specifically designate, by name, on forms provided by the Company, any beneficiaries and that the designation of a beneficiary may be changed or revoked without the consent of the beneficiary by the filing of a new beneficiary designation form.

1991 beneficiary designation. In January 1991, Malecki married Anne. On February 17, 1991, Malecki completed another beneficiary designation naming Anne as the primary beneficiary of the proceeds in his retirement account. He named Kristin as the contingent beneficiary. The 1991 beneficiary designation stated just above the signature line: "I hereby revoke any previous beneficiary designations I may have filed." At the time Malecki designated Anne as his primary beneficiary, the Plan did not provide that a beneficiary designation naming a spouse became ineffective if a participant named his spouse and was thereafter divorced. According to Anheuser-Busch, this divorce provision became effective on January 1, 1998.*fn1 The plaintiffs, however, assert that the Plan was not properly amended with the divorce provision until July 2000.

Malecki terminated his employment with Anheuser-Busch in or around March 1993. He did not complete another beneficiary designation. On January 2, 2003, Malecki and Anne divorced and he never remarried.

Malecki died on July 26, 2008. At the time of his death, Malecki was entitled to benefits under the Plan.

On October 28, 2008, while addressing issues of the Estate, representatives from U.S. Bank received a proxy indicating that Malecki owned over 4,000 shares of stock in Anheuser-Busch worth at that time over $200,000. Representatives of Sophia Malecki sent a claim for the money on December 4, 2008, which Anheuser-Busch denied on February 6, 2008. Sophia had 60 days to appeal the decision, but did not do so.

Claims by the Estate and Anne. On November 12, 2008, the State of Wisconsin appointed Robert Villa ("Mr. Villa"), Malecki's nephew, the executor and personal representative of Malecki's estate with all general powers and duties. On March 13, 2009, Mr. Villa informed Anheuser-Busch of his appointment and, as the court-appointed representative of Mr. Malecki's estate, requested "as much information as possible." He followed-up with a request on March 31, 2009, asking for the "complete plan documents." Anheuser-Busch produced to Mr. Villa the beneficiary designations, the Plan documents and all amendments thereto.*fn2

On April 2, 2009, Mr. Villa submitted a formal claim to Anheuser-Busch on behalf of the Estate of Joseph J. Malecki. The same day, on April 2, 2009, then-counsel for Anne Malecki, Julia Santullano, wrote a letter to Anheuser-Busch enclosing a formal claim by Anne.

On April 8, 2009, the attorneys of Martin & Bonnett P.L.L.C. sent a letter to Anheuser-Busch in which it advised the plan administrator the firm had been recently retained to represent the Estate. Martin & Bonnett asked that Anheuser-Busch provide the Estate with 45 days to review plan documents and supplement its claim. It also requested that Anheuser-Busch produce certain documents.

On May 8, 2009, Anheuser-Busch sent three different communications to the parties involved. In the first communication, Anheuser-Busch notified Mr. Villa that it had received the claim for benefits he had submitted on behalf of the Estate. The letter also indicated that Anheuser-Busch had also been contacted by Susan Martin of Martin & Bonnett, who indicated that she had been retained as counsel to the Estate. Anheuser-Busch informed Mr. Villa that on April 8, 2009, Martin had requested certain plan documents and asked that the Plan defer ruling on Estate's claim until she had time to review the documents and submit supplemental information. Therefore, Anheuser-Busch indicated in its May 8, 2009, letter that it expected to make a determination within 45 days after receiving the supplemental arguments from Martin but "in no event later than 180 days after receipt of your claim."

Anheuser-Busch also sent an e-mail to Susan Martin on May 8, 2009, and enclosed "the Plan document and all amendments for the Anheuser-Busch Deferred Income Stock Purchase and Savings Plan (401(k) Plan)," as Martin & Bonnett requested in its letter of April 8, 2009. The plaintiffs deny that Susan Martin received that email or the attachments thereto.

Finally, in the third communication of May 8, 2009, Anheuser-Busch issued a letter to counsel for Anne denying Anne's claim. Anheuser Busch provided an explanation, with citations to relevant Plan provisions and a copy of Article XVI of the Plan, which Anheuser-Busch relied upon when making its determination. The denial letter stated that Anne or her representative "may file an appeal and request a review by the [Plan] Committee not later than 60 days after receipt of this letter." The plaintiffs note that the excerpt of Article XVI that Anheuser-Busch enclosed with the denial letter was undated.

On May 28, 2009, Anheuser-Busch sent to Martin & Bonnett, the Estate's counsel, information that it had requested regarding the Estate's claim and Malecki's beneficiaries. In that e-mail, Nancy Diebold of Anheuser Busch stated that other information the Estate had sought had been sent previously and that "[t]his should be the last request that needs to be sent to you." A representative of Martin & Bonnett responded that this was the first information that Anheuser-Busch had sent regarding Martin & Bonnett's April 8, 2009, request. The plaintiffs admit that Anheuser-Busch sent the front and back of the beneficiary designation forms by email dated May 28, 2009, but contend that no other documents or information were provided to them.

On June 1, 2009, Anheuser-Busch contends that it resent to Susan Martin the e-mail of May 8, 2009, and that Anheuser-Busch made an additional production of documents on June 12, 2009. While the plaintiffs deny that they ever received an email dated May 8, 2009, or the attachments thereto, it is not clear whether they received the June 1, 2009, e-mail. The plaintiffs further state that they received an email dated June 8, 2009, attaching the Plan document as Amended and Restated as of August 1, 2001, and amendments thereto. The plaintiffs state that on June 12, 2009, they received the latest Summary Plan Description, the 2008 Summary Plan Description and the December 2004 Summary Plan Description. The plaintiffs also state that on June 12, 2009, Anheuser Busch provided Malecki's 401(k) statements through December 2004.

On June 18, 2009, Martin & Bonnett submitted to Anheuser-Busch a supplement to the claim on behalf of the Estate.

On July 7, 2009, Anne wrote a letter to Anheuser-Busch in which she acknowledged the denial of her claim but requested that Anheuser-Busch provide her with Plan documents she had previously requested and defer deciding her original claim until she had time to supplement her claim after she had received the documents she requested.

On August 19, 2009, Anheuser-Busch pulled together all of the superseded plans and summary plan descriptions for Susan Martin, attorney for the Estate. They were provided to Susan Martin on October 1, 2009.

On November 13, 2009, Martin & Bonnett wrote another letter to Anheuser-Busch, this time stating that it represented both Anne Malecki and the Estate. The letter expressly represented that "[Anne] Malecki has not received any response to her claim." The letter did not reference an appeal and did not indicate that Anne's claim had been denied. Nevertheless, the plaintiffs contend that the letter sought to supplement Anne's appeal because it explicitly references Anne's July 7, 2009, letter in which Anne stated: "I request that the Plan Administrator review my claim." and asked for time to supplement her claim. The November 13, 2009, letter also supplemented the Estate's claim.

On January 28, 2010, Anheuser-Busch denied the Estate's claim. With respect to any argument on behalf of Anne, Anheuser-Busch stated: "[A] claim on behalf of Anne Malecki was previously denied and a copy of the letter denying that claim is enclosed." In its letter, Anheuser Busch offered an explanation for the denial, with citations to relevant Plan provisions, and an undated copy of Article XVI of the Plan, which Anheuser-Busch relied upon when making its determination. The January 28, 2010, letter states : "If you disagree with this decision, your or your representative may file an appeal and request a review by the Stock Plans Appeals Committee not later than 60 days after receipt of this letter."

On February 4, 2010, Martin & Bonnett sent an e-mail to Anheuser-Busch stating that although Anheuser Busch had left a message with Martin & Bonnett on January 28, 2010, advising that Anheuser-Busch was sending a letter responding to the Estate and Anne Malecki's claim, Martin & Bonnett had not received the letter. Martin & Bonnett asked that Anheuser Busch e-mail the letter to them.

On April 2, 2010, Martin & Bonnett appealed Anheuser-Busch's decision denying the Estate's claim. In the same letter, Martin & Bonnett, now acting also on behalf of Anne, asserted that Anne had submitted an appeal on July 7, 2009, which she supplemented on November 13, 2009, and contended that Anne's appeal was never ruled on by Anheuser-Busch. Regardless of the dispute about whether Anne had appealed on July 7, 2009, Anheuser-Busch has admitted that the plaintiffs exhausted their administrative remedies. It has also admitted that Anne requested that the Plan review the denial of her claim for benefits, and that the letters dated November 13, 2009, and April 2, 2010, supplemented Anne's appeal.

On June 15, 2010, Martin & Bonnett inquired as to the status of the Estate's appeal. Anheuser-Busch notified Martin & Bonnett on July 20, 2010 that the appeal letter was sent to Anheuser-Busch's appeals committee for review and decision.

A few weeks later, on August 12, 2010, before receiving Anheuser-Busch's decision on the appeals, Anne and the Estate initiated this action. The plaintiffs do not dispute this statement but note in response that the deadline to decide the appeals had long since passed. See 29 C.F.R. ยง 2560.503-1 ("In the case of the failure of a plan to establish or follow claims procedures consistent with the requirements of this section, a claimant shall be deemed to have exhausted the administrative remedies available under the plan and shall be entitled to pursue any available remedies under section ...

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