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Wooley v. Bridgeview Bank Mortgage Company, LLC

United States District Court, N.D. Illinois, Eastern Division

January 23, 2015

David Wooley, et al., Plaintiffs,
Bridgeview Bank Mortgage Company, LLC, Defendant.


VIRGINIA M. KENDALL, District Judge.

Plaintiffs David Wooley, Brian Leonard, and Dana Self, on behalf of themselves and all others similarly situated, instituted this action against Defendant Bridgeview Bank Mortgage Company, alleging that Bridgeview failed to properly pay its Mortgage Loan Officers ("MLOs") straight and overtime pay. Specifically, the Plaintiffs three-count Amended Complaint alleges violations of the Kansas Wage Payment Act ("KWPA"), K.S.A. § 44-313, et seq., the Illinois Minimum Wage Law ("IMWL"), 820 ILCS 105/1, et seq., and the Fair Labor Standards Act ("FLSA"), 29 U.S.C. § 201 et seq., stemming from Bridgeview's failure to pay its MLOs for hours worked in excess of forty per week. Bridgeview now moves to dismiss the Plaintiffs' IMWL claim for failure to state a claim pursuant to Fed.R.Civ.P. 12(b)(6), arguing that the IMWL does not apply to the Plaintiffs because they worked exclusively in Kansas. Because the IMWL does not apply extraterritorially, the Court grants Bridgeview's motion (Dkt. No. 48) and dismisses the Plaintiff's IMWL claim without prejudice.


The Court takes the following allegations from the Amended Complaint and treats them as true for purposes of this motion. See Welton v. Anderson, 770 F.3d 670, 672 (7th Cir. 2014). Plaintiffs Wooley, Leonard, and Self worked as MLOs for Bridgeview in Overland Park, Kansas from 2013 to 2014. (Dkt. No. 47, Am. Compl. ¶¶ 6, 11-13). The Plaintiffs reside in either Kansas or Missouri. ( Id. at ¶¶ 11-13). Bridgeview is a mortgage lending and banking company formed under Delaware law with its principal place of business in Illinois. ( Id. at ¶ 14). Bridgeview conducts its business throughout the United States, but the Plaintiffs signed employment agreements with Bridgeview designating Illinois law as the law of choice between them. ( Id. at ¶¶ 2, 8 n.1). The Plaintiffs allege that Bridgeview refuses to allow its MLOs to report all hours worked in excess of forty per week. ( Id. at ¶ 3).

MLOs in the Kansas City office received supervision from Branch Manager Dustin Lentz, Midwest Regional Director of Sales Pablo Cortes, and President of Retail Mortgage Production Todd Jones. ( Id. at ¶ 28). Lentz worked in Kansas while Cortes and Jones operated out of Bridgeview's corporate office in Illinois. (Am. Compl. Ex. A). Lentz informed the Kansas City MLOs that all policies regarding compensation and record keeping were passed down from Bridgeview's corporate location. (Am. Compl. ¶ 29). MLOs had to work at least eight office hours each day but were not permitted to submit timesheets documenting more than forty hours worked in a week. ( Id. at ¶¶ 30, 33, 38). Bridgeview also required the MLOs to work evenings and weekends, even though hours worked over forty would not be credited. ( Id. at ¶¶ 35-37). Specifically, the Plaintiffs' supervisors encouraged them to "invest 2 late nights a week at a minimum, along with a couple of weekend hours Saturday and Sunday." ( Id. at ¶ 38).


A motion to dismiss pursuant to Federal Rule of Civil Procedure 12(b)(6) challenges the viability of a complaint by arguing that it fails to state a claim upon which relief may be granted. Fed.R.Civ.P. 12(b)(6); Camasta v. Jos. A. Bank Clothiers, Inc., 761 F.3d 732, 736 (7th Cir. 2014). To survive a motion to dismiss under Rule 12(b)(6), the complaint must provide enough factual information to "state a claim to relief that is plausible on its face" and "raise a right to relief above the speculative level." Bell Atl. Corp. v. Twombly, 550 U.S. 544, 555 (2007). All well-pled facts are taken as true and viewed in the light most favorable to the plaintiff, Hatmaker v. Mem'l Med. Ctr., 619 F.3d 741, 742-43 (7th Cir. 2010), but "[t]hreadbare recitals of the elements of a cause of action, supported by mere conclusory statements, do not suffice." Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009).


Bridgeview moves to dismiss the Plaintiffs' IMWL claim for unpaid and overtime wages, contending that the alleged activity took place in Kansas and that the IMWL therefore does not apply. When analyzing a claim under Illinois law, this Court must "take [Illinois law] as it exists." Bridewell v. Eberle, 730 F.3d 672, 677 (7th Cir. 2013). Here, because the IMWL contains no indication that it applies beyond Illinois and the choice of law provision does not extend the IMWL's application, the Court grants Bridgeview's motion and dismisses Count II of the Plaintiffs' Amended Complaint without prejudice.

I. The IMWL Does Not Apply Extraterritorially

In Illinois, a "statute is without extraterritorial effect unless a clear intent in this respect appears from the express provisions of the statute." Avery v. State Farm Mut. Auto. Ins. Co., 216 Ill.2d 100, 184-85 (2005) (the Illinois Consumer Fraud and Deceptive Business Practices Act did not apply extraterritorially because of the "long-standing rule of construction in Illinois" that a statute has no extraterritorial effect unless explicitly stated); see also Kiobel v. Royal Dutch Petroleum Co., 133 S.Ct. 1659, 1664 (2013) (presumption against extraterritorial application applies to every statute Congress enacts, unless there is a "clear indication of an extraterritorial application.") (internal citations omitted).

Here, having read the "express provisions of the statute, " the Court detects no "clear intent" that the IMWL have extraterritorial effect, particularly because the IMWL applies to "places of employment in the State of Illinois." See 820 ILCS 105/2. Instead, the Court concludes that the purpose of the IMWL is to guard employees in Illinois and not elsewhere. See Glass v. Kemper Corp., 133 F.3d 999, 1000 (7th Cir. 1998) (finding it "inconceivable" that the Illinois Wage Payment and Collection Act had an extraterritorial reach because its "evident purpose is to protect employees in Illinois from being stiffed by their employers"). Because the IMWL is designed to protect employees within the State of Illinois only, it does not apply extraterritorially.

II. The Choice of Law Provision Does Not Expand the Reach of the IMWL

The Plaintiffs argue that even though the IMWL does not apply extraterritorially without evidence of such intent within the statute's language, the IMWL should nevertheless apply to this case because Bridgeview requires its employees to sign employment agreements with a choice of law provision selecting Illinois law. In essence, the Plaintiffs seek to apply the substantive portions of the IMWL but not the limitations related to territorial scope. While the parties do not dispute that the choice of law provision found in the Plaintiffs' employment agreements with Bridgeview is enforceable and designates Illinois law as the law to apply in the event of a dispute, this choice of law provision is ultimately irrelevant to the Court's analysis of whether the IMWL applies extraterritorially. ...

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