The opinion of the court was delivered by: Terrence F. McVerry United States District Court Judge
Pending before the Court is the RULE 12(c) MOTION FOR JUDGMENT ON THE PLEADINGS (Doc. No. 17), with brief in support (Doc. No. 18), filed by Defendant Richard A. Klingman ("Klingman"). Plaintiff, Carpenters Combined Funds (the "Funds"), has filed a brief in opposition to the motion (Doc. No. 20). Accordingly, the issues have been fully briefed and the matter is ripe for disposition.
On January 15, 2010, Plaintiff filed a Complaint against Klingman that asserts two causes of action: (1) breach of fiduciary duty under the Employment Retirement Income Security Act ("ERISA"); and (2) conversion under Pennsylvania common law. In Count I, Plaintiff claims that Klingman, as owner and corporate principal of R.K. Millwork, failed to submit payment of fringe benefit contributions to the Funds. In Count II, Plaintiff avers that Klingman failed to forward employee wage withholdings to the funds.
Defendant responded with a Rule 12 Motion for More Definite Statement and a Motion to Dismiss. The Court denied the Motion for More Definite Statement in a Memorandum Order, dated March 15, 2010, and rejected Klingman‟s concerns regarding the alleged failure to attach certain documents, as those documents could easily be obtained in discovery. Likewise, the Court also denied the Rule 12(b)(6) Motion to Dismiss for failure to state a claim. Klingman filed an Answer on March 29, 2010 and an Amended Answer on June 21, 2010.
Thereafter, on July 30, 2010, Klingman filed the pending Rule 12(c) Motion for Judgment on the Pleadings, in which he asks the Court to dismiss the ERISA claim prior to discovery.
When confronted with a Rule 12(c) motion for judgment on the pleadings, a court applies the same standards that govern a Rule 12(b)(6) motion to dismiss for failure to state a claim. Revell v. Port Authority of New York and New Jersey, 598 F.3d 128, 134 (3d Cir. 2010); Bangura v. City of Phila., 338 Fed. Appx. 261 (3d Cir. 2009) (unpublished). That is, courts will apply the Twombly, Iqbal, and Fowler paradigm to a Rule 12(c) analysis in deciding whether to grant judgment on the pleadings. Id. The Court discussed this standard of review in its prior Memorandum Order when it denied the Rule 12(b)(6) motion filed by Defendant in this case and need not repeat it here.
Documents To Be Considered
The parties disagree as to the documents that may be considered by the Court in ruling on the pending motion. Defendant has attached the contractual agreement between Greater Pennsylvania Regional Council of Carpenters and Northeastern Pennsylvania Contractor‟s Association to his motion ("Labor Agreement") (Doc. No 17-1), and contends that the Court should consider only the Labor Agreement in resolving this matter. Plaintiff contends that the Court may also consider the underlying Agreement and Declaration of Trust Documents ("Trust Agreement"). Plaintiff notes that the Trust Agreement is referenced in its Complaint (Doc. No. 1 at 1, ¶ 1) and is expressly incorporated into the Labor Agreement. Plaintiff attached the relevant portions of the Trust Agreement to its brief in opposition (Doc. Nos. 20-1, 20-2, 20-3).
Generally, "to the extent that [a] court considers evidence beyond the complaint in deciding a 12(b)(6) motion, it is converted to a motion for summary judgment." Anjelino v. New York Times Co., 200 F.3d 73, 88 (3d Cir. 1999). However, in resolving a Rule 12(b)(6) or 12(c) motion, a court may look beyond the complaint to matters of public record, including court files and records, decisions of government agencies and administrative bodies, and documents referenced in the complaint or essential to a plaintiff‟s claim which are attached to a defendant‟s motion. Pension Benefit Guar. Corp. v. White Consol. Indus., 998 F.2d 1192, 1196 (3d Cir. 1993).
There is no dispute as to the authenticity of the Agreements. The Trust Agreements are referenced in the Complaint, incorporated into the Labor Agreement that Klingman asks the Court to consider, and are essential to the claim of the Plaintiff. Accordingly, the Court will consider the Trust Agreement in ruling on the instant motion.
Defendant asserts that the Plaintiff has failed to state a valid ERISA breach of fiduciary duty claim. In essence, Defendant contends that although the Labor Agreement specifies when employer contributions, delinquent contributions, or unpaid contributions become "due" and "delinquent," it fails to state when funds become "vested" or whether or when they become "plan assets," over which Klingman may be deemed a "fiduciary" under ERISA. (Doc. No. 18 at 7). As noted above, Defendant also argues that the Court ...