United States District Court, N.D. Illinois
FREDERICK J. KAPALA District Judge.
motion to dismiss  is granted in part and denied in part.
Counts II through IV are dismissed as to Kelsey Mechanical
and it is terminated from this case. Counts III and IV are
dismissed in their entirety.
Plumbers & Pipe Fitters, Local 23, U.A.
(“Union”); Rockford Pipe Trades Industry Pension
Fund; Plumbers & Pipe Fitters, Local 23, U.A. Health
& Welfare Fund; Plumbers & Pipe Fitters, Local 23,
U.A. Journeyman and Apprentice Training Fund; Piping Industry
Council of the Rockford Area (“PICRA”); and
Rockford Pipe Trades Labor Management Cooperative Council
(“RPT-LMCC”), have filed a first amended
complaint against defendants, Kelsey Excavating, Inc.
(“Kelsey Excavating”) and Kelsey Mechanical, Inc.
(“Kelsey Mechanical”), to enforce an arbitration
award entered against Kelsey Excavating. Currently before the
court is defendants' motion to dismiss pursuant to
Federal Rule of Civil Procedure Rule 12(b)(6) in which they
contend that plaintiffs have failed to state a claim on which
relief can be granted. For the reasons that follow, the
motion to dismiss is granted in part and denied in part.
original complaint filed in this case, plaintiffs sought to
enforce an October 2, 2015 arbitration award finding that
Kelsey Excavating violated the Labor Agreement between the
Union and PICRA, effective June 1, 2014 through May 31, 2017.
Plaintiffs alleged that Kelsey Excavating was bound by the
Labor Agreement because it had singed off on a September 12,
2001 Memorandum Agreement between the Union and three former
trade associations, as well as the trade associations'
successors and assigns. In its previous order dismissing the
complaint without prejudice to refiling, this court
determined that there were no plausible allegations that
PICRA was the successor to the three former trade
their first amended complaint, plaintiffs have added Kelsey
Mechanical as a defendant. It is alleged that Kelsey
Mechanical was incorporated in March 2010 and dissolved in
August 2011, and had agreed to be bound by the terms of the
Labor Agreement through its execution of an April 13, 2010
Subscription Agreement. The first amended complaint also now
includes the following allegations:
8. PICRA is an employer association with its principal place
of business located in Rockford, Illinois and is the
successor to the Rockford Association of Plumbing, Heating
and Cooling Contractors, Inc., the Mechanical Contractors-
Rockford Association, and the Northern Illinois Refrigeration
Air Conditioning Contractors Association, Inc. (hereinafter
referred to as the “Predecessor Associations”).
9. As the successor to the Predecessor Associations, PICRA
assumed the obligations of the Agreements entered into by the
. . . .
12. KELSEY EXCAVATING is an employer engaged in an industry
affecting commerce which agreed to be bound by the terms of
the Labor Agreement between the UNION and the Predecessor
Associations via the terms of the September 12, 2001
Memorandum of Agreement. Because PICRA assumed all agreements
of the Predecessor Associations, KELSEY EXCAVATING became
bound by the Labor Agreement between the UNION and PICRA.
Count I of the first amended complaint, plaintiffs seek,
among other relief, enforcement of the arbitration award
against Kelsey Excavating. In Counts II-IV, plaintiffs seek
the same relief against Kelsey Excavating and Kelsey
Mechanical jointly and severally alleging respectively that
Kelsey Excavating is the alter ego of Kelsey Mechanical, that
Kelsey Mechanical and Kelsey Excavating are a “single
employer, ” and that Kelsey Excavating is currently
operating as the successor of Kelsey Mechanical.
deciding a defendant's motion to dismiss pursuant to
Federal Rule of Civil Procedure 12(b)(6), the court accepts
all of the well-pleaded factual allegations of the complaint
as true, and draws all reasonable inferences in favor of the
plaintiff. Bell Atl. Corp. v. Twombly, 550 U.S. 544,
555 (2007). To state a claim under the Federal Rules, a
complaint need only contain “a short and plain
statement of the claim showing that the pleader is entitled
to relief.” Fed.R.Civ.P. 8(a)(2). “[D]etailed
factual allegations” are not required, but the
plaintiff must ...