United States District Court, N.D. Illinois, Eastern Division
Stephen E. Csajaghy Condit Csajaghy LLC., Christina D.
Hatzidakis Hatzidakis Law, Attorneys for Defendants/ Third
MOTION FOR JUDGMENT ON THE PLEADINGS AND FOR
DISMISSAL OF PLAINTIFF’S COMPLAINT
M. DURKIN JUDGE.
Daniel J. Abrams and Ashwini Sharan
(“Defendants”), through their undersigned counsel
and pursuant to Fed.R.Civ.P. 12(c), file this Motion for
Judgment on the Pleadings and for Dismissal of
Plaintiff’s Complaint and in support thereof, state as
Rita Hoke’s claim against the Defendants is based on
her allegation that she did not receive certain wages and
other compensation from Integrated Care Pharmacy, LLC
(“ICP”). She has sued the individual Defendants,
Daniel Abrams and Ashwini Sharan, members of ICP, for alleged
violations of the Illinois Wage Payment and Collection Act
(“Wage Act”). Defendants Abrams and Sharan - also
members of the limited liability company - asserted a
counterclaim for breach of fiduciary duty against Plaintiff
which has been dismissed by this Court. The basis for the
Court’s decision was that Delaware law applied to the
relationship between the members of ICP and Delaware law
permits members of a limited liability company to modify or
completely eliminate fiduciary duties between members in the
company’s Operating Agreement.
on the Court’s ruling, Defendants Abrams and Sharan now
move for judgment on the pleadings pursuant to Fed.R.Civ.P.
12(c) to dismiss Plaintiff’s claims asserted against
them because: (a) the very same Operating Agreement that
Plaintiff relied upon in her Motion also bars the claims she
has asserted against the two individuals defendants; and (b)
the relationship between the members of ICP is governed by
Delaware law pursuant to the Operating Agreement and Delaware
law does not recognize the wage claim Plaintiff has asserted
against the two individuals.
motion for judgment on the pleadings pursuant to Fed.R.Civ.P.
12(c) permits a party to move for judgment after the parties
have filed the complaint and answer. N. Indiana Gun &
Outdoor Shows, Inc. v. City of S. Bend, 163 F.3d 449,
452 (7th Cir. 1998). Courts review Rule 12(c) motions under
the same standard as a motion to dismiss under Rule 12(b).
Id.; Frey v. Bank One, 91 F.3d 45, 46 (7th
Cir.1996). Like Rule 12(b) motions, courts grant a Rule 12(c)
motion only if “it appears beyond doubt that the
plaintiff cannot prove any facts that would support his claim
for relief.” Craigs, Inc. v. General Elec. Capital
Corp., 12 F.3d 686, 688 (7th Cir.1993) (quoting
Thomason v. Nachtrieb, 888 F.2d 1202, 1204 (7th
Cir.1989)). The court views the facts in the complaint in the
light most favorable to the non-moving party. Id.
order to survive a Rule 12(b)(6) motion, and a Rule 12(c)
motion, the complaint must provide the defendant with fair
notice of a claim’s basis and must contain sufficient
factual matter, that, when accepted as true, is plausible on
its face. Bonte v. U.S. Bank, N.A., 624 F.3d 461,
463 (7th Cir. 2010); see also Ashcroft v. Iqbal, 556
U.S. 662, 678 (2009); Bell Atlantic Corp. v.
Twombly, 550. U.S. 544, 555 (2007). Plaintiff has failed
to meet this standard. “A claim has facial plausibility
when the plaintiff pleads factual content that allows the
court to draw the reasonable inference that the defendant is
liable for the misconduct alleged.” Iqbal, 556
U.S. at 678. In this case, Plaintiff has failed to meet this
standard and the Court should grant Defendants’ motion
for judgment on the pleadings and dismiss the complaint.
Delaware law applies to the relationship between the parties,
thus barring the claims Plaintiff has asserted against
The Language of the Operating Agreement Bars
Plaintiff’s Claims Against Defendants Abrams and
sued Defendants Abrams and Sharan for alleged violations of
the Illinois Wage Act and seeks to impose personal liability
against her co-members in the limited liability company for
allegedly failing to pay salary and other benefits. Putting
aside the factual inaccuracies of that claim (which will be
raised, if necessary, in subsequent pleadings), her claim
fails as a matter of law.
Wage Act provides that officers of a corporation or agents of
an employer may be deemed to be the “employers”
of the employees of the company if they “knowingly
permit” violations of the Act, such as failing to pay
wages. See 820 ILCS 115/13. Thus, rather than sue
ICP, Plaintiff has instead sued the individual Defendants
(her fellow members in the limited liability company) as if
they were her “employer” and seeks to impose
liability upon them individually. Plaintiff seeks this
recovery against the Defendants by attempting to have them
deemed “employers” under the Wage Act.
See Complaint at § 27.
Amended and Restated Operating Agreement, signed by the
members of ICP, bars Plaintiff’s claims. ...