GAUDENCIO GARCIA-CELESTINO, individually and on behalf of all other persons similarly situated, RAYMUNDO CRUZ-VICENCIO, individually and on behalf of all other persons similarly situated, RAUL ISMAEL ESTRADA-GABRIEL, individually and on behalf of all other persons similarly situated, DANIEL FERRO-NIEVES, individually and on behalf of all other persons similarly situated, JOSE MANUEL FERRO-NIEVES, individually and on behalf of all other persons similarly situated, et al., Plaintiffs-Appellees,
RUIZ HARVESTING, INC., Defendant, CONSOLIDATED CITRUS LIMITED PARTNERSHIP, Defendant-Appellant.
from the United States District Court No.
2:10-cv-00542-MEA-MRM for the Middle District of Florida
TJOFLAT and ROSENBAUM, Circuit Judges, and UNGARO, [*] District Judge.
ROSENBAUM, CIRCUIT JUDGE.
English language contains many examples of
homonyms-"words that have the same sound and often the
same spelling but differ in meaning . . . ." The
American Heritage Dictionary of the English Language 843 (5th
ed. 2011). The words "letter" (a symbol in the
alphabet or a note) and "bark" (a dog's cry or
the outside covering of a tree trunk), for example, both fit
the bill (as does "bill," for that matter).
language of the law has its share of homonyms, too, and in
this case we confront a couple of subtle ones. Specifically,
this case turns on the difference in meaning between the term
"employer" under the Fair Labor Standards Act, 29
U.S.C. § 203(d) ("FLSA"), and that same term
under the general common law. Both definitions require us to
ask how much "control" Defendant-Appellant Citrus
Consolidated Limited Partnership ("Consolidated
Citrus" or "the company") exerted over a group
of farm workers who performed labor on Consolidated
Citrus's groves. But the answer to that question depends,
in turn, on the meaning of "control," which is also
a legal homonym. Like "employer," it also has
different meanings under the FLSA and the common law.
are migrant workers in the United States under the federal
government's H-2A visa program. Ruiz Harvesting, Inc.
("Ruiz Harvesting")-a farm-labor contractor and a
separate entity from Defendant-Appellant Consolidated
Citrus-hired Plaintiffs to pick fruit at Consolidated
Citrus's groves. Then, apparently without Consolidated
Citrus's knowledge, Ruiz Harvesting forced Plaintiffs to
kick back a portion of their paychecks under threat of
on these circumstances, Plaintiffs sued Ruiz Harvesting,
Basiliso Ruiz (the owner of Ruiz Harvesting), and
Consolidated Citrus for violations of the FLSA and for breach
of contract. Both Ruiz Harvesting and Ruiz settled with
Plaintiffs and ceased to be parties to this lawsuit. As for
Consolidated Citrus, the district court held a bench trial
and found it liable for both causes of action.
this case made its first appearance before us.
Garcia-Celestino v. Ruiz Harvesting, Inc., 843 F.3d
1276 (11th Cir. 2016) ("Garcia-Celestino
I"). We upheld Consolidated Citrus's liability
on the FLSA claim, but we remanded the matter to the district
court on the breach-of-contract claim. We explained that the
district court had mistakenly applied the definition of
"employer" from the FLSA in determining whether
Consolidated Citrus was a "joint employer" for
purposes of resolving the breach-of-contract claim. See
id. at 1284. Instead, we noted, that claim depends on
the definition of "employer" under general
common-law principles. See id. at 1289-90. So we
remanded the case to the district court to determine whether
Consolidated Citrus was an "employer" under the
common-law definition of the term. Id. at 1293.
remand, the district court again concluded that Consolidated
Citrus was an "employer" for purposes of the
breach-of-contract claim. Consolidated Citrus challenges that
review of this case reveals that some confusion appears to
exist concerning the practical ways in which the definitions
of "employer" under the FLSA and of that same term
under general common-law principles differ. So we take this
opportunity to clarify that area of the law. And once we
apply the common-law definition here, we conclude that
Consolidated Citrus is not a joint employer for purposes of
Plaintiffs' breach-of-contract claim since the company is
not an "employer" under the common-law definition
of that term. We therefore vacate the judgment of the
start with the relevant factual background, which we take
from the district court's factual findings entered after
a bench trial.
2007 and 2009, Plaintiffs worked as manual laborers picking
fruit at Consolidated Citrus's Florida groves, though, as
we have noted, Consolidated Citrus did not hire
Plaintiffs. Rather, Ruiz Harvesting did.
pause to explain how that situation arose. As Mexican
nationals, Plaintiffs received clearance to work in the
United States through the federal government's H-2A visa
program, which allows employers to hire foreign agricultural
workers on a temporary basis. Under the program, employers
must submit to the Department of Labor an application
commonly referred to as a "clearance order"
detailing the terms and conditions of their prospective
workers' employment. By federal regulation, the clearance
order becomes the employees' work contract by default if
the employer does not draw up a separate contract for them.
See 20 C.F.R. § 655.122(q)
Consolidated Citrus hired some of its laborers directly, it
also engaged contractors to hire others. Ruiz Harvesting was
one such contractor. Ruiz Harvesting recruited Plaintiffs,
submitted clearance orders to the Department of Labor on
their behalves, and ultimately hired them for work in
Consolidated Citrus's groves. For work contracts, Ruiz
Harvesting and Plaintiffs relied on only their clearance
orders for each year at issue.
Consolidated Citrus, it had no role in deciding how much Ruiz
Harvesting's workers would be paid. Rather, Consolidated
Citrus simply paid Ruiz Harvesting for its total fruit
production, and Ruiz Harvesting then determined payments to
because Consolidated Citrus required all workers to be hired
through the H-2A program, Ruiz Harvesting had to comply with
a number of federal regulations governing the minimum pay its
workers would receive. As relevant here, even though Ruiz
Harvesting chose to pay its workers on a
"piece-rate" basis, meaning a fixed rate for every
container of fruit they picked, federal regulations still
required each worker to receive a minimum amount each pay
period. So if a worker's piece-rate earnings fell below
the federally mandated minimum, Ruiz Harvesting had to pay
that minimum amount, anyway.
2010, Plaintiffs brought suit alleging, among other things,
violations of the FLSA and breach of contract. For starters,
Plaintiffs sued Ruiz Harvesting and Ruiz, asserting that they
forced the workers to pay them illegal kickbacks that
impermissibly reduced the workers' take-home
More specifically, Plaintiffs averred, whenever a
worker's piece-rate earnings fell below the federal
minimum, Ruiz Harvesting paid the worker in full but then
demanded repayment of the portion it had supplemented. To
extract the cash kickback payments, Plaintiffs alleged, Ruiz
Harvesting officials often threatened the workers with
occurred despite the fact that Consolidated Citrus
established a thorough auditing process to monitor Ruiz
on the theory that Consolidated Citrus and Ruiz Harvesting
were "joint employers" under the law, Plaintiffs
also named Consolidated Citrus as a defendant in their
lawsuit, contending the company was equally liable for Ruiz
Harvesting's kickback scheme. Plaintiffs eventually
settled with both Ruiz Harvesting and Ruiz.
they proceeded to trial against only Consolidated Citrus. The
district court issued findings of fact and conclusions of law
following a six-day bench trial. Ultimately, the court
determined that Consolidated Citrus was a joint employer for
purposes of both the breach-of-contract and FLSA claims.
Based on these conclusions, the court found Consolidated
Citrus liable for both claims.
Citrus appealed, and a panel of this court affirmed in part
and reversed in part. Garcia-Celestino I, 843 F.3d
at 1295. We affirmed the district court's conclusion that
Consolidated Citrus was a joint employer under the FLSA and
therefore upheld Consolidated Citrus's liability under
that statute. Id. at 1294-95. But we concluded that
the district court used the wrong legal standard to determine
whether Consolidated Citrus was a joint employer for purposes
of the breach-of-contract claim. Rather than the FLSA's
"economic dependency" test, we explained that the
district court should have applied the definition of
"employer" found in the common law of agency.
Id. at 1295.
remand, the district court analyzed its prior factual
findings under the common-law definition of
"employer" and once again determined that
Consolidated Citrus was a joint employer for purposes of the
breach-of-contract claim. Consolidated Citrus now appeals.
STANDARD OF REVIEW
review after a bench trial, we accept all of the district
court's factual findings unless they are clearly
erroneous, but we consider legal issues de novo.
Id. at 1284 n.4 (citing Tartell v. S. Fla. Sinus
& Allergy Ctr., Inc., 790 F.3d 1253, 1257 (11th Cir.
2015)). Whether a company is a joint employer raises a
question of law. Id. (citing Aimable v. Long
& Scott Farms, 20 F.3d 434, 440 (11th Cir. 1994)).
have noted, the contracts at the center of Plaintiffs'
breach-of-contract claims are Plaintiffs' clearance
orders issued under the H-2A visa program, which, in turn,
require compliance with the H-2A statutory and regulatory
framework. That framework uses the term "employer."
So we begin by reviewing the meaning of that term under the
Immigration and Nationality Act ("INA"), as amended
by the Immigration Reform and Control Act of 1986
("IRCA"), which governs the H-2A visa program.
See 8 U.S.C. § 1188.
although the INA and several federal regulations set out
requirements for employers who take on H-2A workers, neither
the statute nor any relevant regulation expressly defines the
word "employer" does have a particular meaning in
the common law. And as we explained in Garcia-Celestino
I, where a federal statute contains a term with settled
meaning under the common law, courts must presume Congress
meant to import that meaning unless the statute says
otherwise. 843 F.3d at 1289-90 (citing NLRB v. Amax Coal
Co., 453 U.S. 322, 329 (1981)). Since the INA does not
define "employer," we concluded that Congress
intended the statute to carry the definition of that term
from the common law of agency. Id. Consequently, we
reasoned, whether Plaintiffs' work contract makes
Consolidated Citrus a "joint employer" under the
relevant portions of the INA depends on the definition of
"employer" taken from the general common law of
agency. Id. at 1290.
that definition, we looked chiefly to Nationwide Mutual
Insurance Company v. Darden, in which the Supreme Court
articulated several factors relevant to determining whether
an employer-employee relationship exists at common law.
See 503 U.S. 318, 323-24 (1992) (citing Cmty.
for Creative NonViolence v. Reid, 490 U.S. 730, 751-52
(1989)). Foremost among those factors, we observed, is
"the hiring entity's 'right to control the
manner and means by which the product is
accomplished.'" Garcia-Celestino I, 843
F.3d at 1292-93 (quoting Darden, 503 U.S. at 323).
See also Restatement (Second) of Agency §
220(1) (1958) (defining "servant" as someone
"employed to perform services in the affairs of another
and who with respect to the physical conduct in the
performance of the services is subject to the other's
control or right to control"); Clackamas
Gastroenterology Assoc., P.C. v. Wells, 538 U.S. 440,
448 (2003) (designating "the common-law element of
control" as "the principal guidepost that should be
followed" in determining joint-employer status);
Crew One Prod., Inc. v. N.L.R.B., 811 F.3d 1305,
1311 (11th Cir. 2016) (citing N.L.R.B. v. Associated
Diamond Cabs, Inc., 702 F.2d 912, 919 (11th
Cir. 1983)) (observing that among the common-law factors,
control over employees should receive "special
attention" in determining employer status).
while the right to control is indispensable to our analysis
and bears more weight than any other single factor, that
consideration alone "is not dispositive."
Reid, 490 U.S. at 752. Rather, we must also account
for other aspects of the relationship between the putative
employer and the worker. Among those, we noted in
Garcia-Celestino I, the Supreme Court has identified
for possible consideration the following: (1) "the skill
required [for the work]"; (2) "the source of the
instrumentalities and tools"; (3) "the location of
the work"; (4) "the duration of the relationship
between the parties"; (5) "whether the hiring party
has the right to assign additional projects to the hired
party"; (6) "the extent of the hired party's
discretion over when and how long to work"; (7)
"the method of payment"; (8) "the hired
party's role in hiring and paying assistants"; (9)
"whether the work is part of the regular business of the
hiring party"; (10) "whether the hiring party is in
business"; (11) "the provision of employee
benefits"; and (12) "the tax treatment of the hired
party." Garcia-Celestino I, 843 F.3d at 1293
(internal quotation marks omitted) (quoting Darden,
503 U.S. at 323-34).
we emphasized that "[t]hough these factors may be
instructive, 'there is no shorthand formula or magic
phrase that can be applied to find the answer' [to
whether a party is an "employer"] under the common
law approach." Id. (quoting NLRB v. United
Ins. Co. of Am., 390 U.S. 254, 258 (1968)). Rather,
courts must assess what is relevant in a given case. And
because Darden involved the question of whether the
plaintiff there was an independent contractor or an employee
(as did Reid, from which the Darden Court
adopted its analytical framework), the Darden
factors do not always apply easily to cases concerning other
work relationships. Sometimes some-or even most-of the usual
factors will not shed light on a particular set of facts. In
those cases, courts have focused on other considerations more
relevant to the specific facts before them.
instance, in Clackamas, the Supreme Court addressed
whether four physician shareholders who jointly owned a
practice and comprised its board of directors also counted as
"employees" of the practice under the common law.
538 U.S. at 442. The Supreme Court observed that the entity
at issue, a "professional corporation," had
"no exact precedent in the common law" and found
the Darden factors unhelpful to answering the
question of whether the physicians were
"employees." Id. at 445-47. So the Court
set about identifying relevant factors for the lower courts
to use to analyze whether the professional corporation was
the physicians' "employer" under the common
Court began by reaffirming that "the common-law element
of control is the principal guidepost" for any analysis.
Id. at 447-48. But the factors it held to be
relevant, which it drew from an Equal Employment Opportunity
Commission compliance manual, focused on the very specific
question of "whether a shareholder-director is an
employee." Id. at 449. Those factors included
"[w]hether the organization can hire or fire the
individual or set the rules and regulations of the
individual's work"; "[w]hether and, if so, to
what extent the organization supervises the individual's
work," "[w]hether the individual reports to someone
higher in the organization"; "[w]hether and, if so,
to what extent the individual is able to influence the
organization"; "[w]hether the parties intended that
the individual be an employee, as expressed in written