Matthews v. syncreon.US, Inc.

IN THE UNITED STATES DISTRICT COURT FOR THE

WESTERN DISTRICT OF MISSOURI

WESTERN DIVISION

EMANUAL MATTHEWS, et. al., )

)

Plaintiffs, )

)

v. ) Case No. 20-CV-6140-SRB

)

SYNCREON.US, INC., et al., )

)

Defendants. )

ORDER

Before this Court is Plaintiffs’ Motion to Remand. (Doc. # 20.) For the reasons discussed

below, the motion is GRANTED. The case is hereby remanded to the Circuit Court of Platte

County, Missouri. The Clerk of the Court is directed to mail a certified copy of this Order to the

Clerk of the Circuit Court of Platte County, Missouri, as required by 28 U.S.C. § 1447(c).

I. BACKGROUND

On July 29, 2020, eighteen Plaintiffs sued Defendants syncreon.US, Inc. (“Syncreon”),

Harley Davidson Motor Company Operations, Inc. (“Harley Davidson”), and John Soulis

(“Soulis”) in the Circuit Court of Platte County, Missouri. Plaintiffs consist of Kansas, Georgia,

and Missouri citizens.1 Defendant Syncreon is a Michigan corporation with its principal place of

business in Michigan. Defendant Harley Davidson is a Wisconsin corporation with its principal

place of business in Wisconsin. Defendant Soulis is a resident of Missouri.

Plaintiffs assert fifty-seven counts for violations of the Missouri Human Rights Act

(“MHRA”) against Defendants Harley Davidson and Syncreon as employers, including race

1 This Court recognizes that the term “resident” is not the same as “citizen” for purposes of diversity jurisdiction.

Dubach v. Weitzel, 135 F.3d 590, 593 (8th Cir. 1998). The parties only allege that each individual is a resident of a

state. However, no party has challenged the citizenship of any individual. Absent any facts to the contrary, the Court

finds that each individual is a citizen of the state in which he or she is a resident.

discrimination, hostile work environment, and aiding and abetting such discriminatory practices.

Plaintiff Emmanuel Matthews also asserts one count of battery and one count of assault against

Defendant Soulis. Relevant to the instant motion to remand, Plaintiff Matthews and Defendant

Soulis were co-employees at the time of the alleged battery and assault. The battery and assault

occurred while Plaintiff Matthews and Defendant Soulis were working at Defendant Harley

Davidson’s plant in Kansas City, MO. Plaintiff Matthews asserts that Defendants Syncreon and

Harley Davidson are, as joint employers of Defendant Soulis, vicariously liable for the assault

and battery.

On September 25, 2020, Defendants Harley Davidson and Syncreon, with the consent of

Defendant Soulis, removed this case to federal court on the basis of diversity jurisdiction.

Plaintiffs’ Motion to Remand was timely filed on October 9, 2020, requesting the Court remand

this case back to state court and award Plaintiffs fees and costs incurred in bringing this motion.

Plaintiffs contend, and Defendants do not dispute, that the presence of Defendant Soulis destroys

complete diversity. Defendants instead argue that Defendant Soulis was fraudulently joined and

that his citizenship should be disregarded for purposes of assessing diversity.

II. LEGAL STANDARD

A defendant may remove to federal court “any civil action brought in a State court of

which the district courts of the United States have original jurisdiction[.]” 28 U.S.C. § 1441(a).

A plaintiff may challenge that removal by filing a motion to remand. See 28 U.S.C. § 1447(c).

The removing party bears the burden of establishing subject matter jurisdiction. See In re Bus.

Men’s Assurance Co. of Am., 992 F.2d 181, 183 (8th Cir. 1993). Under 28 U.S.C. § 1332(a)(1),

“district courts shall have original jurisdiction of all civil actions where the matter in controversy

exceeds the sum or value of $75,000, exclusive of interest and costs, and is between citizens of

different states[.]” Section 1332(a)(1) requires complete diversity, which means “each defendant

is a citizen of a different State from each plaintiff.” Owen Equip. & Erection Co. v. Kroger, 437

U.S. 365, 373 (1978) (emphasis in original). “[A] district court is required to resolve all doubts

about federal jurisdiction in favor of remand.” Transit Cas. Co. v. Certain Underwriters at

Lloyd’s of London, 119 F.3d 619, 625 (8th Cir. 1997) (citation omitted).

“The doctrine of fraudulent joinder allows a district court to assume jurisdiction over a

facially nondiverse case temporarily and, if there is no reasonable basis for the imposition of

liability under state law, dismiss the nondiverse party from the case and retain subject matter

jurisdiction over the remaining claims.” Murphy v. Aurora Loan Svcs., LLC, 699 F.3d 1027,

1031 (8th Cir. 2012). The Eighth Circuit has articulated the fraudulent joinder standard:

Where applicable state precedent precludes the existence of a cause of action

against a defendant, joinder is fraudulent. It is well established that if it is clear

under governing state law that the complaint does not state a cause of action against

the non-diverse defendant, the joinder is fraudulent and federal jurisdiction of the

case should be retained. However, if there is a “colorable” cause of action—that

is, if the state law might impose liability on the resident defendant under the facts

alleged—then there is no fraudulent joinder . . . joinder is fraudulent when there

exists no reasonable basis in fact and law supporting a claim against the resident

defendants. . . . Conversely, if there is a reasonable basis in fact and law supporting

the claim, the joinder is not fraudulent.

Filla v. Norfolk S. Ry. Co., 336 F.3d 806, 810 (8th Cir. 2003) (citations, quotations, and

alterations omitted) (emphasis in original).

The Filla standard for determining fraudulent joinder is distinct from the standard under

Federal Rule of Civil Procedure 12(b)(6) for determining failure to state a claim. A district

court’s fraudulent-joinder analysis under Filla is “limited to determining whether there is

arguably a reasonable basis for predicting that the state law might impose liability based upon

the facts involved.” Junk v. Terminix Int’l Co., 628 F.3d 439, 445 (8th Cir. 2010) (internal

quotations omitted) (quoting Filla, 336 F.3d at 811). To survive a Rule 12(b)(6) motion to

dismiss, on the other hand, “a complaint must contain sufficient factual matter, accepted as true,

to state a claim to relief that is plausible on its face.” Junk, 628 F.3d at 445 (internal quotations

omitted) (quoting Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009)). Thus, the Filla standard is less

“demanding” on a plaintiff than is the 12(b)(6) standard. Knudson v. Sys. Painters, Inc., 634

F.3d 968, 980 (8th Cir. 2011) (citing Junk, 628 F.3d at 445) (“By requiring the defendant to

prove that the plaintiff’s claim against the non-diverse defendant has no reasonable basis in law

and fact, we require the defendant to do more than merely prove that the plaintiff’s claim should

be dismissed pursuant to a Rule 12(b)(6) motion.”).

III. DISCUSSION

Defendants argue Defendant Soulis was fraudulently joined because Plaintiff Matthews’s

tort claims against Defendant Soulis are (1) preempted by the MHRA and (2) are preempted by

the Missouri Workers’ Compensation Law (“MWCL”).2 Plaintiffs argue no preemption exists if

Defendant Soulis was acting outside the scope of his employment when he allegedly battered and

assaulted Plaintiff Matthews, which Plaintiffs state they have sufficiently pled in the alternative.

Plaintiffs additionally argue that neither the MHRA nor the MWCL preempts intentional tort

claims made against a co-employee. These arguments are addressed below.

A. Plaintiff Matthews’s Alternative Theories of Liability

The MHRA, as amended, provides in relevant part that it and the MWCL “shall provide

the exclusive remedy for any and all claims for injury or damages arising out of an employment

relationship.” Mo. Rev. Stat. § 213.070.2. Plaintiffs argue the complaint has two theories of

liability against Defendant Soulis for both the battery and assault claims: Defendant Soulis acted

2 Defendants Soulis, Harley Davidson, and Syncreon have filed motions to dismiss under Federal Rule of Civil

Procedure 12(b)(6). (Doc. #10, Doc. #11, Doc. #13.) The Court has considered those arguments in resolving the

pending motion to remand.

within the scope of his employment or, alternatively, Defendant Soulis acted in his individual

capacity. Defendants disagree, arguing Plaintiffs do not plead any facts showing Defendant

Soulis acted in his individual capacity and that the claims against Defendant Soulis underlie

Plaintiffs’ MHRA claims. The Court agrees with Plaintiffs and finds the complaint asserts at

least one theory of liability against Defendant Soulis that does not arise out of an employment

relationship and, thus, is not preempted by the MHRA or MWCL.

As a preliminary matter, Defendants contend that Plaintiffs’ alternative theory of liability

is contradicted by other allegations in the complaint, Plaintiffs’ administrative charges of

discrimination filed with the Missouri Commission on Human Rights (“MCHR”) and Equal

Employment Opportunity Commission (“EEOC”), and Plaintiff Matthews’s prior state court

petition. But, “neither the Eighth Circuit nor the Supreme Court has instructed courts to consider

material beyond the state court petition to evaluate fraudulent joinder.” Petrovic v. BP Corp. N.

Am. Inc., No. 4:18-00799-CV-RK, 2019 WL 630299, at *3 (W.D. Mo. Feb. 14, 2019) (citation

and quotation marks omitted). Furthermore, a party may plead alternatively or hypothetically in

a single count, regardless of consistency. See Fed. R. Civ. P. 8(d). Therefore, the Court limits its

analysis to the present complaint in determining the sufficiency of Plaintiffs’ alternative theory

of liability.

The Court finds that Plaintiff Matthews sufficiently alleges, in the alternative, that his

assault and battery allegations occurred outside the scope of his employment relationship with

Defendants.3 On one hand, Plaintiffs allege Defendant Soulis “was acting within the course and

scope of his employment by Harley when he battered Plaintiff.” (Doc. #1-2, ¶ 206.) Plaintiffs

also allege that Defendant Soulis was “furthering the interest of his employer” by committing the

3 Notably, Defendants neither admit nor deny that Defendant Soulis was acting in an individual capacity, creating a

legitimately disputed question of fact this court lacks jurisdiction to answer.

battery against Plaintiff Mathews, which allegedly helped perpetuate and maintain the racially

hostile work environment. (Doc. #1-2, ¶ 206.) However, Plaintiffs also allege that “[e]ven

without the context of the racial tensions, the shove and the demand to ‘get outta the way’

offended Plaintiff’s reasonable sense of personal dignity.” (Doc. #1-2, ¶ 202.) Plaintiff

Matthews specifically asks to recover individually from Defendant Soulis for the alleged battery

and assault. (Doc. #1-2, pp. 28-29.) Further, Plaintiffs do not mention Defendant Soulis’s

actions against Plaintiff Matthews in the Counts alleging violations of the MHRA by Defendants

Harley Davidson and Syncreon. Thus, at least in the alternative, Plaintiff Matthews sufficiently

pleads a claim for battery and assault against Defendant Soulis in his individual capacity outside

of an employment relationship.

Because the factual allegations underlying Plaintiff Matthews’s claims against Defendant

Soulis are distinct from the MHRA claims asserted against Defendants Harley Davidson and

Syncreon, Plaintiff Matthews’s tort claims do not necessarily arise from an employment

relationship. Instead, the Court finds what capacity Defendant Soulis was acting in, and how that

capacity relates to Plaintiffs’ MHRA claims, is a question of law and fact best left for the state

court to decide. The state court might reasonably conclude that the MHRA and MWCL would

not preempt Plaintiff Matthew’s counts against Defendant Soulis. As a result, Defendant Soulis

was not fraudulently joined. Consequently, the Court lacks subject matter jurisdiction over

Plaintiffs’ claims and remand is required.

B. MHRA Preemption

Regardless of whether Plaintiffs have sufficiently pled an alternative theory of liability in

which Defendant Soulis was acting in his individual capacity, the Court also finds Plaintiff

Matthews’s claims are not preempted by the MHRA. As a guide to interpreting the MHRA, the

Missouri Supreme Court has stated “statutes displacing common law remedies are to be strictly

construed.” Overcast v. Billings Mutual Ins. Co., 11 S.W.2d 62, 69 (Mo. banc 2000). With this

guidance in mind, the Court finds a state court might conclude that the MHRA does not shield

co-employees from intentional tort liability.

The MHRA excludes from the definition of employer “an individual employed by an

employer.” Mo. Rev. Stat. § 213.010.8(c). Nothing indicates, either in statute or Missouri case

law, that the Missouri legislature intended to grant complete immunity from all liability for co-

workers. For purposes of the fraudulent joinder analysis, the Court concludes that a state court

might find that the MHRA only preempts common law torts which are specific to an employee-

employer relationship. See, e.g., State ex rel. Church & Dwight Co., Inc. v. Collins, 543 S.W.3d

22, 28 (Mo. banc 2018) (holding the plaintiff’s claims alleging negligence in her employer’s

failure to hire, train, and supervise its employees, as well as wrongful discharge, are preempted

by the MHRA). Similarly, a state court might conclude that Missouri law would not impose

liability against a co-employee for a violation of human rights, but would impose liability for

assault, battery, and other common-law causes of action. See Filla, 336 F.3d at 811 (“[T]he

district court’s task is limited to determining whether there is arguably a reasonable basis for

predicting that the state law might impose liability based upon the facts involved.”). As such,

this Court finds that the MHRA might not be the exclusive remedy against co-employees and

there remains a colorable state-law cause of action pursuant to Filla.

C. MWCL Preemption

Unlike the MHRA, the MWCL does explicitly protect, in some capacity, co-employees.

Specifically, the MWCL states, in relevant part:

Every employer subject to the provisions of this chapter shall be liable, irrespective

of negligence, to furnish compensation under the provisions of this chapter for

personal injury or death of the employee by accident or occupational disease arising

out of and in the course of the employee’s employment. Any employee of such

employer shall not be liable for any injury or death for which compensation is

recoverable under this chapter and every employer and employees of such employer

shall be released from all other liability whatsoever, whether to the employee or

any other person, except that an employee shall not be released from liability for

injury or death if the employee engaged in an affirmative negligent act that

purposefully and dangerously caused or increased the risk of injury. The term

“accident” as used in this section shall include, but not be limited to, injury or death

of the employee caused by the unprovoked violence or assault against the employee

by any person.

Mo. Rev. Stat. § 287.120.1. Strictly construing the statute, the Court finds Plaintiff Matthews

has stated a colorable cause of action against Defendant Soulis, as the MWCL might not preempt

intentional torts.

On the statute’s face, the Missouri legislatures provides an exception to the co-employee

protection of liability for “affirmatively negligent acts that purposefully and dangerously cause

or increased the risk of injury.” Id. A state court might conclude that if affirmatively negligent

acts are exempted, then intentionally tortious acts might also be exempted from the co-employee

shield of liability. “Where a statute des not clearly abrogate the common law either expressly or

by necessary implication, the common law rule remains valid.” Mems v. LaBruyere, 2019 WL

2182444, at *9 (Mo. App. E.D. May 21, 2019), reh’g and/or transfer denied (July 2, 2019)

(citing State ex rel. KCP&L Greater Mo. Operations Co. v. Cook, 353 S.W.3d 14, 20 (Mo. App.

W.D. 2011)). The Court finds the abrogation of intentional tort liability is not necessarily

implied when a co-employee can be held liable for a lesser act, that is, affirmative negligence.

Furthermore, “[n]egligent acts and intentional acts in the tort context are contradictory

and mutually exclusive.” Id. at *10 (citing Hockenson v. Brown, 929 S.W.2d 840, 845 (Mo. App.

W.D. 1996)) (emphasis in original). Accordingly, “the word negligent in § 287.120.1 means that

only negligent acts satisfy this provision.” Id. at *11. Because Plaintiff Matthews asserts assault

and battery, not negligence, against Defendant Soulis, a state court might conclude that the

MWCL does not shield Defendant Soulis from liability. As such, there remains a colorable state

law cause of action, as any ambiguities in state law are best resolved in state court.

The Court finds Defendant Soulis is not fraudulently joined. Plaintiff Matthews pleads,

at least alternatively, that Defendant Soulis was acting in his individual capacity and therefore

asserts claims against Defendant Soulis that arise outside of an employment relationship. Also, a

state court might conclude that neither the MHRA nor the MWCL preempt Plaintiff Matthews’s

assault and battery claim. Defendant Soulis’s presence destroys complete diversity.

Consequently, the Court remands this case back to state court as required by 28 U.S.C. §

1447(c).

D. Plaintiffs’ Request for Fees

Plaintiffs additionally request the Court award costs and expenses in connection with this

motion to remand. “An order remanding the case may require payment of just costs and any

actual expenses, including attorney fees, incurred as a result of the removal.” 28 U.S.C.

§ 1447(c). “[W]hen the removing party lacks an objectively reasonable basis for its removal,

fees should be awarded.” Martin v. Franklin Capital Corp., 546 U.S. 132, 132 (2005). While

the Court finds it lacks jurisdiction over this case, the Court does not find that Defendants lacked

a reasonable basis for seeking removal. Plaintiffs’ request for costs and expenses is thus denied.

IV. CONCLUSION

Accordingly, Plaintiffs’ Motion to Remand (Doc. #20) is GRANTED. This case is

hereby remanded to the Circuit Court of Platte County, Missouri. Plaintiffs’ request for fees and

expenses is denied. All other pending motions are DENIED WITHOUT PREJUDICE and are

subject to refiling in state court upon remand.

IT IS SO ORDERED.

/s/ Stephen R. Bough

STEPHEN R. BOUGH

UNITED STATES DISTRICT JUDGE

Dated: November 6, 2020