Ardoin v. Williams, et al

UNITED STATES DISTRICT COURT
MIDDLE DISTRICT OF LOUISIANA
MARSHA ARDOIN
VERSUS
RUSSIA WILLIAMS, ET AL.
CIVIL ACTION
NO. 22-865-JWD-SDJ
RULING AND ORDER
This matter comes before the Court on the Motion for Summary Judgment (Doc. 29) filed
by Defendant Southern National Life Insurance Company, Inc. (“Defendant” or “SNLIC”).
Plaintiff Marsha Ardoin (“Plaintiff” or “Ardoin”) has filed a Memorandum in Opposition to Motion
for Summary Judgment (“Opposition”) (Doc. 32), and Defendant has filed a Reply Memorandum
in Support of Motion for Summary Judgment (“Reply”) (Doc. 33). Oral argument is not necessary.
The Court has carefully considered the law, the facts in the record, and the arguments and
submissions of the parties and is prepared to rule. For the following reasons, SNLIC’s Motion for
Summary Judgment is denied, although SNLIC will have the opportunity to re-urge its motion.
I. RELEVANT BACKGROUND
A. Factual Background
At all relevant times, Plaintiff was employed by Industrial Fabrics, Inc. (Doc. 1-1 at 2, ¶ 2.)
Through her employer, Plaintiff sought to obtain life insurance for her spouse, John Ardoin (“Mr.
Ardoin”). (Id. at 2, ¶ 3.) She requested a policy from Russia Williams (“Williams”), “who was a
licensed insurance producer” for HUB International Midwest Limited d/b/a HUB International
Gulf South (“HUB”). (Id. at 2, ¶¶ 1, 3.) According to Plaintiff, “HUB was a licensed insurance
broker for [SNLIC].” (Id. at 2, ¶ 4.)
On December 14, 2021, Williams informed Plaintiff via e-mail “that [Plaintiff] had
correctly completed all of the necessary steps to update her insurance coverage, which included
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the requested coverage insuring [Mr. Ardoin’s] life.” (Id. at 3, ¶ 5.) The coverage was supposed to
go into effect January 1, 2022. (Id. at 3, ¶ 6.) And Plaintiff avers that, “[b]eginning in January
2022, premiums for the ‘Voluntary Spouse Life’ insurance coverage began to be deducted from
[Plaintiff’s] paycheck by Industrial Fabrics, Inc., and paid to [SNLIC].” (Id. at 3, ¶ 7.)
On January 25, 2022, Mr. Ardoin passed away unexpectedly. (Id. at 3, ¶ 8.) Then, in an e-
mail dated February 1, 2022, Williams instructed Plaintiff to complete an Evidence of Insurability
(“EOI”) form, “despite Williams’[s] previous representations that [Plaintiff] had already
completed everything necessary to obtain the requested insurance coverage.” (Id. at 3, ¶ 10.) When
Plaintiff contacted Williams for clarification, Williams instructed Plaintiff to backdate the form
and “advised [Plaintiff] that coverage would still be effective January 1, 2022.” (Id. at 3, ¶ 12.)
Plaintiff completed the EOI form as instructed, and on February 9, 2022, Williams notified
Plaintiff via e-mail that Plaintiff “had been approved for Eighty Thousand and 0/100 Dollars
($80,000.00) in spousal life insurance coverage,” effective March 1, 2022. (Id. at 4, ¶ 14.) When
Plaintiff filed a life insurance claim, SNLIC denied the claim “for the stated reason that [Plaintiff]
had not timely submitted the EOI form.” (Id. at 4, ¶¶ 15–16.)
B. Procedural Background
Plaintiff filed suit in the Nineteenth Judicial District Court on September 26, 2022. (Id. at
2.) The petition alleges that Williams “failed to use reasonable diligence to procure the spousal life
insurance policy as requested by [Plaintiff].” (Id. at 4–5, ¶¶ 21–23, 25–26.) Relatedly, Plaintiff
claims that HUB is vicariously liable for Williams’s negligent acts and omissions, pursuant to
Louisiana Civil Code Articles 2317 and 2320. (Id. at 5, ¶¶ 28–29.) Likewise, Plaintiff alleges that
SNLIC “is liable for the negligent acts and/or omissions of its broker, HUB and/or Williams.” (Id.
at 6, ¶ 35.) Further, SNLIC breached its duty under Louisiana Revised Statutes § 22:1973 and is
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liable for the amount of the insurance policy, pursuant to Louisiana Revised Statutes § 22:1811.
(Id. at 6, ¶¶ 32–34.) Finally, Plaintiff brings a detrimental reliance claim against all three
Defendants. (See id. at 7, ¶ 38 (citing La. Civ. Code art. 1967).) Plaintiff seeks the value of the life
insurance coverage, plus interest and penalties, as well as “all costs of these proceedings” and any
additional relief “as the Court deems proper under the circumstances.” (Id. at 7, ¶ 39.)
SNLIC filed a notice of removal in the Middle District of Louisiana on November 4, 2022.
(Doc. 1.) It avers that the Group Term Life Insurance Policy of Industrial Fabrics, Inc. (“the
Policy”) is an employee welfare benefit plan within the meaning of 29 U.S.C. § 1002(1). (Id. at 3,
¶¶ 6–8.) In addition, SNLIC argues that Plaintiff’s claim for benefits arises under 29 U.S.C.
§ 1132(a)(1)(B) and is therefore completely preempted by the Employee Retirement Income
Security Act (“ERISA”). (Id. at 4, ¶ 9–11.) Plaintiff has not moved for remand.
During a Scheduling Conference on March 23, 2023, the parties were ordered to submit
briefs “proposing a plan for how best to proceed procedurally . . . , with each party specifically
addressing the issue of whether the ERISA claim should be severed from the state law claims.”
(Doc. 19 at 1.) In their respective briefs, Defendants Williams/HUB and SNLIC argued that ERISA
preempts all of Plaintiff’s state law claims. (See, e.g., Doc. 21 at 3.) In the alternative, Defendants
contended that ERISA preempts Plaintiff’s state law claims against SNLIC, and that this Court
should exercise supplemental jurisdiction over the remaining state law claims, pursuant to 28
U.S.C. § 1367. (See, e.g., id. at 3, 5–11.) “Plaintiff d[id] not dispute that her claims against [SNLIC]
arise under [ERISA] and are therefore necessarily federal.” (Doc. 22 at 3.) But Plaintiff maintained
that ERISA does not preempt her state law claims against Williams and HUB. (Id. at 3–5.) She
also denied that this Court has supplemental jurisdiction over these state law claims or,
alternatively, urged the Court to decline to exercise such jurisdiction. (Id. at 5–8.)
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At a subsequent Scheduling Conference—held on October 17, 2024—the parties “agreed
that a schedule allowing for simultaneous litigation of ERISA and non-ERISA claims would be
most efficient.” (Doc. 26 at 1.) The parties then filed a Joint Proposed Scheduling Order, which
provided that, on or before December 23, 2024, the parties would file a joint stipulation or a motion
for summary judgment as to “whether the plan vests the administrator with discretionary authority
to determine eligibility for benefits and/or construe and interpret the terms of the plan,” and
“whether ERISA preempts all state law claims related to the [Policy].” (Doc. 27 at 3.) On
December 23, 2024, SNLIC moved for summary judgment on these issues. (Doc. 29 at 1.)
II. SUMMARY JUDGMENT STANDARD
“The court shall grant summary judgment if the movant shows that there is no genuine
dispute as to any material fact and the movant is entitled to judgment as a matter of law.” Fed. R.
Civ. P. 56(a). “A party asserting that a fact cannot be or is genuinely disputed must support the
assertion by . . . citing to particular parts of materials in the record” or by “showing that the
materials cited do not establish the absence or presence of a genuine dispute, or that an adverse
party cannot produce admissible evidence to support the fact.” Fed. R. Civ. P. 56(c)(1). “The
movant bears the initial burden and must identify ‘those portions of the pleadings, depositions,
answers to interrogatories, and admissions on file, together with the affidavits, if any, which it
believes demonstrate the absence of a genuine issue of material fact.’” Pioneer Expl., L.L.C. v.
Steadfast Ins. Co., 767 F.3d 503, 511 (5th Cir. 2014) (quoting Celotex Corp. v. Catrett, 477 U.S.
317, 323 (1986) (internal quotation marks omitted)).
“A movant for summary judgment need not set forth evidence when the nonmovant bears
the burden of persuasion at trial.” Wease v. Ocwen Loan Servicing, L.L.C., 915 F.3d 987, 997 (5th
Cir. 2019) (citing Celotex, 477 U.S. at 323 (“[W]e find no express or implied requirement in Rule
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56 that the moving party support its motion with affidavits or other similar materials negating the
opponent’s claim.” (emphasis in original))). “The moving party may meet its burden to
demonstrate the absence of a genuine issue of material fact by pointing out that the record contains
no support for the non-moving party’s claim.” Id. (quoting Stahl v. Novartis Pharm. Corp., 283
F.3d 254, 263 (5th Cir. 2002)).
If the movant bears its burden of showing that there is no genuine issue of material fact,
“its opponent must do more than simply show that there is some metaphysical doubt as to the
material facts. . . . [T]he nonmoving party must come forward with ‘specific facts showing that
there is a genuine issue for trial.’” Matsushita Elec. Indus. Co. v. Zenith Radio Corp., 475 U.S.
574, 586–87 (1986) (internal citations omitted) (quoting Fed. R. Civ. P. 56(e)). The nonmovant’s
burden is not satisfied by “conclusory allegations, by unsubstantiated assertions, or by only a
scintilla of evidence.” Little v. Liquid Air Corp., 37 F.3d 1069, 1075 (5th Cir. 1994) (en banc) (per
curiam) (cleaned up).
Ultimately, “where the record taken as a whole could not lead a rational trier of fact to find
for the non-moving party, there is no genuine issue for trial.” Matsushita Elec. Indus. Co., 475
U.S. at 587 (cleaned up). Additionally:
In resolving the motion, the court may not undertake to evaluate the credibility of
the witnesses, weigh the evidence, or resolve factual disputes; so long as the
evidence in the record is such that a reasonable jury drawing all inferences in favor
of the nonmoving party could arrive at a verdict in that party’s favor, the court must
deny the motion.
Int’l Shortstop, Inc. v. Rally’s, Inc., 939 F.2d 1257, 1263 (5th Cir. 1991) (citations omitted).
III. PARTIES’ ARGUMENTS
A. Defendant’s Motion for Summary Judgment (Doc. 29)
Defendant SNLIC moves for summary judgment on two issues: (1) whether the Policy
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“vests the administrator with discretionary authority to determine eligibility for benefits and/or
construe and interpret the terms” of the Policy, and (2) “whether ERISA preempts all state law
claims related to the [Policy].” (Doc. 29-1 at 3.) First, SNLIC points to Policy Article IV
(“Additional General Provisions”), specifically to the sub-section entitled “Policy Interpretation:
Who interprets policy terms and conditions?” (Id. at 4 (citing Doc. 28-1 at 43).) This sub-section
provides: “We [i.e., SNLIC] have full discretion and authority to determine eligibility for benefits
and to construe and interpret all terms and provisions of this Certificate and The Policy.” (Id.
(quoting Doc. 28-1 at 43).) Given this clear language, SNLIC argues that it had discretionary
authority to determine eligibility for benefits and/or to construe the Policy’s terms. (Id.)
Second, SNLIC contends that “[t]here is no genuine issue of material fact that Plaintiff’s
claims against SNLIC are claims for dependent life benefits under the Policy.” (Id. at 5.) Because
such claims arise under ERISA § 502(a)(1)(B) (i.e., 29 U.S.C. § 1132(a)(1)(B)), they are
completely preempted. (Id. (citing, inter alia, Pilot Life Ins. Co. v. Dedeaux, 481 U.S. 41, 45, 55–
57 (1987)).) Quoting Aetna Health Inc. v. Davila at length, SNLIC explains that “any state-law
cause of action that . . . supplants the ERISA civil enforcement remedy conflicts with the clear
congressional intent to make the ERISA remedy exclusive and is therefore pre-empted.” (Id. at 5–
6 (emphasis omitted) (quoting Aetna Health Inc. v. Davila, 542 U.S. 200, 208–09 (2004) (citing
Pilot Life Ins., 481 U.S. at 54–56)).) According to SNLIC “[t]here is no genuine issue of material
fact that Plaintiff’s state-law cause of action . . . ‘supplants the ERISA civil enforcement remedy.’”
(Id. at 6 (emphasis omitted) (quoting Davila, 542 U.S. at 209).)
B. Plaintiff’s Opposition (Doc. 32)
Plaintiff does not dispute SNLIC’s argument that the Policy vested SNLIC with
discretionary authority. (See Doc. 32.) Rather, Plaintiff focuses on SNLIC’s contention that ERISA
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preempts Plaintiff’s state law claims. (See id. at 4–7.) According to Plaintiff, “laws which ‘regulate
insurance’ are excluded from ERISA preemption in accordance with 29 U.S.C. § 1144(b)(2)(A).”
(Id. at 5.) Further, the Fifth Circuit “has ‘explicitly rejected the proposition that ERISA preempts
state law causes of action based on misrepresentations regarding the extent of an insured’s
coverage.’” (Id. (quoting Access Mediquip L.L.C. v. UnitedHealthcare Ins. Co., 662 F.3d 376, 383
(5th Cir. 2011), adhered to on reh’g en banc, 698 F.3d 229 (5th Cir. 2012)).) Plaintiff avers that
her state law claims concern “representations made to her by [SNLIC] and/or its brokers/agents,”
and thus her state law claims do not seek to “regulate” the ERISA plan. (Id.)
Plaintiff notes that courts “have consistently held” that state law claims of breach of
contract and detrimental reliance “implicate independent legal duties” and therefore are not
necessarily preempted by ERISA. (Id. (citing, inter alia, Omega Hosp., LLC v. Blue Cross Blue
Shield of Ala., No. 8-1530, 2008 WL 2510125, at *4 (E.D. La. June 19, 2008)).) Similarly, in
Access Mediquip L.L.C. v. UnitedHealthcare Insurance Co., the Fifth Circuit held that ERISA did
not preempt a state law negligent misrepresentation claim where evaluation of the alleged
misrepresentations did not require “[c]onsultation of the plans’ terms.” (Id. at 6 (quoting Access
Mediquip, 662 F.3d at 385).) Here, Plaintiff says, Defendants falsely represented that the Policy
was effective prior to the death of Plaintiff’s husband. (Id.) Plaintiff denies that her state law claims
“focus on whether or what she is owed under an ERISA plan.” (Id. at 7.)
Lastly, Plaintiff analogizes the instant case to Hospice of Metro Denver, Inc. v. Group
Health Insurance of Oklahoma, Inc., where the Tenth Circuit determined that ERISA did not
preempt a state law promissory estoppel claim. (Id. (citing Hospice of Metro Denv., Inc. v. Grp.
Health Ins. of Okla., Inc., 944 F.2d 752, 754–55 (10th Cir. 1991) (per curiam)).) The court reasoned
that, where an insurance company has misrepresented whether a patient is covered, the provider’s
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state law action does not “arise due to the patient’s coverage under an ERISA plan, but precisely
because there is no ERISA plan coverage.” (Id. (emphasis omitted) (quoting Hospice of Metro
Denv., 944 F.2d at 754–55 (quoting Mem’l Hosp. Sys. v. Northbrook Life Ins. Co., 904 F.2d 236,
246 (5th Cir. 1990))).) Thus, Plaintiff argues, ERISA does not preempt her state law claims. (Id.)
C. Defendant’s Reply (Doc. 33)
SNLIC responds that, because Plaintiff has not addressed whether the Policy vests SNLIC
with discretionary authority to determine eligibility for benefits and/or to construe and interpret
the terms of the plan, the Court should grant summary judgment on that issue. (Doc. 33 at 1.) Next,
SNLIC argues that Plaintiff’s state law claims “involve principal ERISA entities” and “require
interpretation of the Policy’s provisions.” (Id. at 3.) Relatedly, SNLIC reiterates that Plaintiff is
really “making a claim for dependent death benefits” under the Policy. (Id.) According to SNLIC,
Access Mediquip and the other cases which Plaintiff cites are inapposite because they involved
“third-party, non-ERISA” entities who brought claims against plan administrators. (Id. at 4.) And
here, Plaintiff’s state law claims—and the relief sought—amount to “a claim for benefits.” (Id.)
Thus, SNLIC says, the Court should grant summary judgment on the issue of whether ERISA
preempts Plaintiff’s state law claims. (Id. at 5.)
IV. DISCUSSION
A. Whether the Policy Is an ERISA Plan
1. Applicable Law
ERISA § 502(a)(1)(B) authorizes an employee welfare benefit plan participant or
beneficiary to bring civil suit in order to “recover benefits due to h[er] under the terms of h[er]
plan, to enforce h[er] rights under the terms of the plan, or to clarify h[er] rights under the terms
of the plan.” 29 U.S.C. § 1132(a)(1)(B). The term “employee welfare benefit plan” includes “any
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plan, fund, or program . . . established or maintained by an employer . . . for the purpose of
providing for its participants or their beneficiaries, through the purchase of insurance or otherwise,
. . . benefits in the event of sickness, accident, disability, death or unemployment.” Id. § 1002(1).
“ERISA protection and coverage turns on whether the [relevant plan] satisfies the statutory
definition.” Meredith v. Time Ins. Co., 980 F.2d 352, 354 (5th Cir. 1993) (quoting MDPhysicians
& Assocs., Inc. v. State Bd. of Ins., 957 F.2d 178, 183 n.7 (5th Cir. 1992)). And “[w]hether a
particular plan falls within the statutory definition is a question of fact.” Id. at 353 (citing Gahn v.
Allstate Life Ins. Co., 926 F.2d 1449 (5th Cir. 1991)). Courts are not concerned with “whether the
‘entity that established and maintained the plan intended ERISA to govern.’” Id. at 354 (emphasis
added) (quoting MDPhysicians, 957 F.2d at 183 n.7).
A life insurance policy can “fit[] comfortably within the customary meaning of employee
welfare benefit plan.” Id. at 355 (referencing 29 U.S.C. § 1002(1)). But whether a particular life
insurance policy is an ERISA plan “requires a more probing inquiry.” See id. The Fifth Circuit has
devised a comprehensive test for determining whether a particular plan qualifies as
an “employee welfare benefit plan”; [courts] ask whether a plan: (1) exists; (2) falls
within the safe-harbor provision established by the Department of Labor; and
(3) satisfies the primary elements of an ERISA “employee benefit plan”—
establishment or maintenance by an employer intending to benefit employees. If
any part of the inquiry is answered in the negative, the [plan] is not an ERISA plan.
Id.; accord Martin v. Trend Pers. Servs., 656 F. App’x 34, 36–37 (5th Cir. 2016) (per curiam).
Whether a plan exists is a question of whether, “from the surrounding circumstances[,] a
reasonable person could ascertain the intended benefits, beneficiaries, source of financing, and
procedures for receiving benefits.” Id. (quoting Donovan v. Dillingham, 688 F.2d 1367, 1373 (11th
Cir. 1982)). As for the “safe harbor” provision: “[A] plan is not an ERISA plan if (1) the employer
does not contribute to the plan; (2) participation is voluntary; (3) the employer’s role is limited to
collecting premiums and remitting them to the insurer; and (4) the employer received no profit
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from the plan.” Id. (emphasis in original) (citing 29 C.F.R. § 2510.3–1(j)(1)–(4) (1992)); accord
29 C.F.R. § 2510.3–1(j)(1)–(4) (2026). “The plan must meet all four criteria to be exempt.”
Meredith, 980 F.2d at 355. Finally, step three of the Fifth Circuit’s test is itself a two-part inquiry:
(1) Did the employer “establish[] or maintain[] the plan,” and (2) did the employer “intend[] to
provide benefits to its employees”? Id. (quoting MDPhysicians, 957 F.2d at 183); see also Martin,
656 F. App’x at 36 (focusing “on the employer” and its “involvement with the administration of
the plan” (quoting Gahn, 926 F.2d at 1452)). Merely purchasing insurance for employees does not
establish an ERISA plan. See Martin, 656 F. App’x at 36–37.
2. Analysis
Whether the Policy is an ERISA plan affects this Court’s exercise of jurisdiction. (See Doc.
1 at 4, ¶¶ 10–12 (citing, inter alia, 29 U.S.C. § 1332(e); Metro. Life Ins. Co. v. Taylor, 481 U.S.
58, 62–67 (1987); 28 U.S.C. §§ 1331, 1441(a)).) The Court “must address jurisdictional questions
sua sponte when the parties’ briefs do not bring the issue [of federal question jurisdiction] to the
[C]ourt’s attention.” See Kidd v. S.W. Airlines, Co., 891 F.2d 540, 546 (5th Cir. 1990) (citing, inter
alia, Bender v. Williamsport Area Sch. Dist., 475 U.S. 534, 541–42 (1986)); see also Smith v. Tex.
Children’s Hosp., 172 F.3d 923, 925 (5th Cir. 1999) (“We are obliged to examine the basis for our
jurisdiction, sua sponte, if necessary.”); 28 U.S.C. § 1447(c) (“If at any time before final judgment
it appears that the district court lacks subject matter jurisdiction, the case shall be remanded.”).
Here, SNLIC asserts that the Policy is an ERISA plan. (See Doc. 29-1 at 3 (referencing
Doc. 1 at 3–4, ¶¶ 7–8) (rehashing arguments); see also Doc. 21 at 6 n.9 (“The HUB Defendants
pretermit an analysis of the Plan’s status as an ERISA plan, as Plaintiff has not, to the HUB
Defendants’ knowledge, disputed SNLIC’s characterization of the Plan as such.”).) Seemingly,
Plaintiff does not challenge whether the Policy is an ERISA plan. (See, e.g., Doc. 32 at 4 (launching
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into discussion of preemption); Doc. 22 at 3 (“Plaintiff does not dispute that her claims against
[SNLIC] arise under [ERISA] and are therefore necessarily federal.”).) But neither party has
asserted, as an undisputed fact, that the Policy is an “employee welfare benefit plan” within the
meaning of 29 U.S.C. § 1002(1). (See Doc. 29-2 at 1–2; Doc. 32 at 9–10.) More importantly,
neither party has cited any evidence tending to establish this fact. (See Docs. 29-1, 32, 33); see
also Fed. R. Civ. P. 56(c)(1) (“A party asserting that a fact cannot be or is genuinely disputed must
support the assertion by . . . citing to particular parts of materials in the record . . . .”); Fed. R. Civ.
P. 56(c)(3) (“The court need consider only the cited materials . . . .”); cf. United States v. Dunkel,
927 F.2d 955, 956 (7th Cir. 1991) (“Judges are not like pigs, hunting for truffles buried in briefs.”).
Given the posture, it is preliminarily SNLIC’s burden “to demonstrate the absence of a
genuine issue of material fact.” Wease, 915 F.3d at 997 (citing Stahl, 283 F.3d at 263). From the
parties’ submissions, the Court gleans only that the Policy is voluntary and that Industrial Fabrics,
Inc. collected premiums and remitted them to SNLIC. (See, e.g., Doc. 32 at 1–3, 11–13.) The Court
cannot—from these facts alone—ascertain whether the Policy falls outside the “safe harbor”
provision,1 see 29 C.F.R. § 2510.3–1(j)(1)–(4), or whether the Policy “satisfies the primary
elements” of an ERISA plan, see Meredith, 980 F.2d at 355. And SNLIC cannot fill in these gaps
with bare assertions. (See, e.g., Doc. 29-1 at 3.) Thus, there remains a genuine issue whether the
Policy is an ERISA plan. Consequently, there is a lingering but essential question: Does this Court
have subject matter jurisdiction?
1 From the parties’ submissions, it is unclear, for example, whether Industrial Fabrics, Inc. contributed to the Policy or
received any consideration in connection with the Policy. See 29 C.F.R. § 2510.3–1(j)(1)–(4). Perhaps such
information appears in the Administrative Record (Doc. 28), but it is the responsibility of the parties—particularly
SNLIC—to direct this Court to relevant materials. See Fed. R. Civ. P. 56(c)(1), (3); cf. Dunkel, 927 F.2d at 956. The
Court re-emphasizes that SNLIC’s briefs are missing necessary record citations. (See Docs. 29-1, 33.) Nor has SNLIC
otherwise demonstrated (e.g., via attachments) that the Policy is an ERISA plan. (See Doc. 29-1 at 3.) Before the Court
will decide the issues presented, the parties must establish that the Policy is an ERISA plan. See Meredith, 980 F.2d at
353–55 (discussing the relevant test at length).
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The Court will therefore deny the Motion for Summary Judgment but will allow SNLIC to
re-urge the motion. At this time, the Court will not decide whether the Policy vests SNLIC with
discretionary authority or whether ERISA preempts any/all of Plaintiff’s state law claims. Cf.
Meredith, 980 F.2d at 353 n.1 (citing 29 U.S.C. § 1144(a)) (“Because we determine that the plan
in question is not an employee benefit plan[,] we need not consider whether [the plaintiff’s] claims
. . . fall within the preemptive scope of ERISA . . . .”). For the benefit of the parties on re-briefing,
however, the Court discusses the preemption issue at some length below—and, in the process,
identifies at least one additional basis for denying the instant motion without prejudice.
B. Whether ERISA Preempts Plaintiff’s State Law Claims
1. Applicable Law
“Congress enacted ERISA to ‘protect . . . the interests of participants in employee benefit
plans and their beneficiaries’ by setting out substantive regulatory requirements for employee
benefit plans and to ‘provid[e] for appropriate remedies, sanctions, and ready access to the Federal
courts.’” Davila, 542 U.S. at 208 (quoting 29 U.S.C. § 1001(b)). The statutory scheme is designed
“to provide a uniform regulatory regime over employee benefit plans.” Id. “To this end, ERISA
includes expansive pre-emption provisions, which are intended to ensure that employee benefit
plan regulation [is] ‘exclusively a federal concern.’” Id. (internal citation omitted) (quoting Alessi
v. Raybestos-Manhattan, Inc., 451 U.S. 504, 523 (1981)). Given the language of ERISA
§ 502(a)(1)(B), “[i]t follows that”:
[I]f an individual brings suit complaining of a denial of coverage . . . , where the
individual is entitled to such coverage only because of the terms of an ERISA-
regulated employee benefit plan, and where no legal duty (state or federal)
independent of ERISA or the plan terms is violated, then the suit falls “within the
scope of” ERISA § 502(a)(1)(B). [Taylor, 481 U.S. at 66.] In other words, if an
individual, at some point in time, could have brought h[er] claim under ERISA
§ 502(a)(1)(B), and where there is no other independent legal duty that is implicated
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by a defendant’s actions, then the individual’s cause of action is completely pre-
empted by ERISA § 502(a)(1)(B).
Id. at 210. Davila has generated a two-part test:
First, we must ask whether the plaintiff “could have brought h[er] claim under
ERISA § 502(a)(1)(B).” We answer that question by identifying what the plaintiff
is truly “complain[ing] . . . about.” If the “only action complained of” is the
“denial[ ] of coverage promised under the terms of [an] ERISA-regulated employee
benefit plan[ ],” Davila’s first requirement is satisfied. Second, we must ask
whether the plaintiff’s suit implicates a “legal duty . . . independent of ERISA or
the plan terms.” We answer that question by reviewing the plaintiff’s allegations
alongside the state law on which they are based. If “interpretation of the terms of
[a] benefit plan[ ] forms an essential part” of the plaintiff’s claim, Davila’s second
requirement is satisfied.
Advanced Physicians, S.C. v. Nat’l Football League, 859 F. App’x 695, 696 (5th Cir. 2021) (per
curiam) (internal citations omitted) (quoting Davila, 542 U.S. at 210–13).
“ERISA only preempts those claims that relate to employee benefit plans.” Lain v. UNUM
Life Ins. Co. of Am., 27 F. Supp. 2d 926, 929 (S.D. Tex. 1998) (citing 29 U.S.C. § 1144(a)). The
phrase “relate to” is “given its broad common-sense meaning, such that a state law ‘relate[s] to’ a
benefit plan ‘in the normal sense of the phrase, if it has a connection with or reference to such a
plan.’” Pilot Life Ins., 481 U.S. at 47 (quoting Metro. Life Ins. Co. v. Massachusetts, 471 U.S. 724,
739 (1985)). The Supreme Court has “emphasized that the pre-emption clause is not limited to
‘state laws specifically designed to affect employee benefit plans.’” Id. at 47–48 (quoting Shaw v.
Delta Air Lines, Inc., 463 U.S. 85, 98 (1983)); see also Bank of La. v. Aetna U.S. Healthcare, Inc.,
468 F.3d 237, 241 (5th Cir. 2006) (explaining that courts have “declined to apply an ‘uncritical
literalism’ to the phrase [‘relate to’] and instead take[] ‘the objectives of the ERISA statute as a
guide to the scope of the state law that Congress understood would survive, as well as to the nature
of the effect of the state law on ERISA plans” (quoting Egelhoff v. Egelhoff ex rel. Breiner, 532
U.S. 141, 147 (2001))). But “some state actions may affect employee benefit plans in too tenuous,
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remote, or peripheral a manner to warrant a finding that the law ‘relates to’ the plan.” Smith v. Tex.
Children’s Hosp., 84 F.3d 152, 155 (5th Cir. 1996) (quoting Shaw, 463 U.S. at 100 n.21).
When the defendant asserts preemption, the defendant bears the burden of overcoming the
presumption against preemption. Lain, 27 F. Supp. 2d at 929 (citing Cal. Div. of Lab. Standards
Enf’t v. Dillingham Constr., N.A., Inc., 519 U.S. 316, 325–26 (1997)). Specifically, “[a] defendant
pleading preemption must prove that: (1) the claim ‘addresses an area of exclusive federal concern,
such as the right to receive benefits under the terms of the Plan; and (2) the claim directly affects
the relationship among traditional ERISA entities—the employer, the plan and its fiduciaries, and
the participants and beneficiaries.’” Bank of La., 468 F.3d at 242 (quoting Mayeaux v. La. Health
Serv. & Indem. Co., 376 F.3d 420, 432 (5th Cir. 2004)). Concerning the second element:
[T]he critical distinction is not whether the parties to a claim are traditional ERISA
entities in some capacity, but instead whether the relevant state law affects an aspect
of the relationship that is comprehensively regulated by ERISA. As [the Fifth
Circuit] ha[s] noted, ERISA may preempt some claims between traditional ERISA
entities but not others. . . .The critical determination is whether the claim itself
created a relationship between the plaintiff and defendant that is so intertwined with
an ERISA plan that it cannot be separated.
Id. at 243 (cleaned up); accord Access Mediquip, 662 F.3d at 385.
2. Analysis
Both parties at times purport to limit the issue at hand to whether ERISA preempts
Plaintiff’s state law claims against SNLIC. (See Doc. 29-1 at 4–5; Doc. 32 at 8.) But
simultaneously, SNLIC argues that “this suit is governed by and subject to the provisions of
[ERISA] and that all state law claims and remedies are preempted thereby.” (Doc. 29-1 at 4
(emphasis added); accord Doc. 33 at 5 (“ERISA preempts all state law claims made by Plaintiffs.”
(emphasis added)).) Likewise, Plaintiff’s Opposition blurs the boundaries between state law claims
by treating Defendants as a collective. (See Doc. 32 at 5–6 (characterizing Williams and HUB as
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SNLIC’s brokers/agents/employees); see also id. at 5 (“Because [Plaintiff] is asserting claims
based on Defendants’ actions independent of an ERISA plan, [Plaintiff’s] state law claims are not
preempted by ERISA.” (emphasis added)).) This confusion bespeaks another issue: The parties’
“preemption” arguments are, by and large, non-specific. (See, e.g., Doc. 29-1 at 5–6 (insisting,
without explanation, that Plaintiff’s state law claims “supplant[]” ERISA (emphasis omitted)
(quoting Davila, 542 U.S. at 209)).)
SNLIC bears the burden of establishing that ERISA preempts Plaintiff’s state law claims.
See, e.g., Lain, 27 F. Supp. 2d at 929 (citing Cal. Div. of Lab. Standards Enf’t, 519 U.S. at 325–
26); Access Mediquip, 662 F.3d at 378 (“ERISA preemption is an affirmative defense which must
be proven by the defendant at trial.”); see also id. (“[I]f the movant bears the burden of proof on
an issue because as a defendant [it] is asserting an affirmative defense, [it] must establish beyond
peradventure all of the essential elements of the defense to warrant judgment in [its] favor.”
(cleaned up)). Specifically, SNLIC must prove that Plaintiff’s state law claims (1) “address[] an
area of exclusive federal concern, such as the right to receive benefits under the terms of the Plan”
and (2) “directly affect[] the relationship among traditional ERISA entities.” Bank of La., 468 F.3d
at 242; see also Access Mediquip, 662 F.3d at 385 (“The critical distinction . . . is not whether the
parties to a claim are traditional ERISA entities but whether the claims affect an aspect of a
relationship that is comprehensively regulated by ERISA.” (emphasis in original)).
SNLIC insists that Plaintiff’s state law claims “involve principal ERISA entities” and
“require interpretation of the Policy’s provisions.” (See Doc. 33 at 3–5.) But beyond such
assertions, SNLIC has not addressed whether or how (or how closely) Plaintiff’s state law claims
“relate to” an ERISA plan. See Tex. Children’s Hosp., 84 F.3d at 155 (“[S]ome state actions may
affect employee benefit plans in too tenuous, remote, or peripheral a manner to warrant a finding
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JUDGE JOHN W. deGRAVELLES
UNITED STATES DISTRICT COURT
MIDDLE DISTRICT OF LOUISIANA
that the law ‘relates to’ the plan.” (quoting Shaw, 463 U.S. at 100 n.21)). More fundamentally,
SNLIC has not indicated which of Plaintiff’s state law claims “involve principal ERISA entities”
and “require interpretation of the Policy’s provisions.” (See Doc. 33 at 3); see, e.g., Bank of La.,
468 F.3d at 242 (“The Bank has asserted . . . several other claims that do not require inquiry into
Aetna’s processing of benefit claims or administration of the Plan.”). In the event that SNLIC re-
urges its motion, it will be incumbent upon SNLIC to specify which state law claims are preempted
and why—that is, “to put flesh on [the] bones” of its arguments. See El-Moussa v. Holder, 569
F.3d 250, 257 (6th Cir. 2009) (quoting McPherson v. Kelsey, 125 F.3d 989, 995–96 (6th Cir. 1997)).
V. CONCLUSION
Accordingly,
IT IS ORDERED that the Motion for Summary Judgment (Doc. 29) filed by Defendant
Southern National Life Insurance Company, Inc., is DENIED WITHOUT PREJUDICE. The
Court will allow SNLIC to re-urge its motion within 28 days of the date of this Ruling and Order.
Signed in Baton Rouge, Louisiana, on February 27, 2026.
S
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