from the United States District Court for the Northern
District of Georgia D.C. Docket No. 1:15-cv-03505-CC
WILSON and ANDERSON, Circuit Judges, and ROTHSTEIN, ∗
WILSON, Circuit Judge:
an employer contributing to the Pace Industry
Union-Management Pension Fund (Fund), is challenging an
action taken by the Fund's Board of Trustees (Board).
WestRock alleges it has a cause of action to challenge the
Board's action under two sections of the Employee
Retirement Income Security Act (ERISA). The district court
ruled that WestRock does not have a valid cause of action. We
affirm that ruling.
Fund is a multiemployer pension plan, see 29 U.S.C.
§ 1002(37) (defining multiemployer plan), administered
by the Board. Half of the Board's members are appointed
by participating employers, and the other half are appointed
by the sponsoring labor union. See 29 U.S.C. §
186(c)(5)(B) (stating that employers must be "equally
represented in the administration" of a pension fund).
The Board is the Fund's sponsor, meaning it is tasked
with administering the Fund. See 29 U.S.C. §
1002(16)(B) (defining plan sponsor). WestRock is an employer
that has been a long-time contributor to the Fund. The Fund
is in "critical status, " which means it is in dire financial
condition. Because of its "critical status, "
special funding rules required the Board to adopt a
rehabilitation plan for the Fund. A rehabilitation plan
consists of actions, such as reductions in plan expenditures,
reductions in future benefit accruals, and increases in
contribution rates, designed to improve the Fund's
financial outlook. See 29 U.S.C. §
Board adopted a rehabilitation plan in 2010. Two years later,
the Board amended the Fund's rehabilitation plan
(Amendment) to include a provision requiring an employer that
withdraws from the Fund to pay a portion of the Fund's
accumulated funding deficiency. WestRock brought a declaratory judgment
action against the Fund, seeking a declaration that the
Amendment violates ERISA. WestRock argued it could bring the
cause of action under 29 U.S.C. §§ 1132(a)(10) or
1451(a). The Fund argued that the Amendment was valid and
that those two sections of ERISA do not provide WestRock with
a cause of action for declaratory relief. The district court
agreed with the Fund that ERISA provides no cause of action
and granted the Fund's motion to dismiss the complaint.
STANDARD OF REVIEW
review questions of statutory interpretation and the district
court's dismissal of a complaint pursuant to Rule
12(b)(6) de novo. See McNutt ex rel. United States v.
Haleyville Med. Supplies, Inc., 423 F.3d 1256, 1259
(11th Cir. 2005).
case is one of first impression and turns on statutory
interpretation. ERISA "sets forth those parties who may
bring civil actions under ERISA and specifies the types of
actions each of those parties may pursue." Gulf Life
Ins. v. Arnold, 809 F.2d 1520, 1524 (11th Cir. 1987).
Thus, "civil actions under ERISA are limited only to
those parties and actions Congress specifically
enumerated." Id. WestRock believes that it has
a valid cause of action under 29 U.S.C. §§
1132(a)(10) or 1451(a). With respect to the former section,
WestRock argues that § 1132(a)(10) gives it a broad
cause of action to raise procedural and substantive
challenges to the Board's action when adopting or
updating the rehabilitation plan, while the Board argues that
§ 1132(a)(10) is a narrow cause of action that only
permits a suit when the Board has not followed specific
statutorily required procedures. With respect to the latter
section, WestRock asserts that § 1451(a), which allows
employers to sue over any act under Subtitle E, provides a
cause of action because the Amendment, according to WestRock,
was an act under Subtitle E. The Board disagrees. We begin
with § 1132.
U.S.C. § 1132(a)(10)
the original § 1132-titled "civil
enforcement"-there was no cause of action for an
employer. See Pub. L. No. 93-406, 88 Stat. 829
(1974). Section 1132 authorized various causes of action
primarily for participants in or beneficiaries of a pension
plan. For much of ERISA's history, § 1132(a) did
"not authorize contributing employers to bring any kind
of civil suit at all." See Dime Coal Co., Inc. v.
Combs, 796 F.2d 394, 397 (11th Cir. 1986). Congress
limited employers' rights because ERISA was enacted to
protect employees' retirement income. See Aetna
Health Inc. v. Davila, 542 U.S. 200, 208, 124 S.Ct.
2488, 2495 (2004) (Thomas, J.) ("Congress enacted ERISA
to protect the interests of participants in employee benefit
plans and their beneficiaries . . . ." (internal
quotation marks omitted)).
in 2006, Congress passed the Pension Protection Act (PPA),
which amended § 1132 and provided employers a cause of
action. Pub. L. No. 109-280, 120 Stat. 780 (2006). The PPA
amended ERISA to create special funding rules for funds that
were at risk of not being able to meet their distribution
commitments. See 29 U.S.C. § 1085 (laying out
rules for plans that are in "endangered" or
"critical" status). One of those rules was that a
plan in "critical status" had to adopt a
rehabilitation plan, which forces the plan sponsor,
employers, and employees to take action to improve the
financial outlook of the fund. 29 U.S.C. § 1085(e). As
part of the PPA, Congress amended ...