Chaudron

UNITED STATES DISTRICT COURT

EASTERN DISTRICT OF TENNESSEE

GREENEVILLE DIVISION

KAYLIN G. CHAUDRON, )

)

Plaintiff, )

)

vs. )

) 2:25-CV-73

EDWARD JONES & CO L.P. and )

METROPOLITAN LIFE INSURANCE )

COMPANY, )

)

Defendants.

ORDER

Plaintiff has filed a second Motion to Amend Complaint1 [Doc. 15] seeking leave to amend

the causes of action and damages section of her Complaint. [Doc. 1]. Defendants filed a Response

[Doc. 18] opposing Plaintiff’s motion, to which Plaintiff filed a Reply [Doc. 21]. This matter is

before the undersigned pursuant to 28 U.S.C. § 636(b) and the standing orders of the District Court

and is now ripe for disposition. For the reasons stated herein, Plaintiff’s Motion [Doc. 15] is

DENIED.

I. FACTUAL OVERVIEW AND PROCEDURAL HISTORY

Plaintiff’s husband, Michael Chaudron, died on September 27, 2024, and Plaintiff then

submitted a claim for life insurance and short-term disability benefits to Defendants. [Doc. 1, p.

7]. Defendants denied the claim for life insurance benefits on October 31, 2024, asserting that Mr.

Chaudron did not satisfy the waiting period required to be eligible for life insurance benefits.2 Id.

1 Plaintiff’s first Motion to Amend Complaint [Doc. 12] was denied without prejudice on procedural grounds. [Doc.

14].

2 Plaintiff’s Complaint asserts that Plaintiff has not received a decision from Defendants regarding the claim for

As a result, Plaintiff filed the instant action on April 29, 2025. In her original Complaint, Plaintiff

asserted as her causes of action that “Defendants have violated the provisions and requirements of

ERISA, 29 U.S.C. § 2001 et seq., have breached their fiduciary duties, and breached the terms of

the contracts for life insurance and [short-term disability] benefits…” Plaintiff now seeks leave to

amend the causes of action and damages section of her complaint to assert additional claims for

relief. [Doc. 15]. Specifically, Plaintiff seeks to add a claim for breach of fiduciary duty pursuant

to ERISA’s catch-all provision and a claim for ERISA civil penalties based upon Defendant

Edward Jones’s failure to provide the complete ERISA file to Plaintiff. The proposed amended

complaint also states Plaintiff “seeks relief and damages against Defendants under state and federal

law…to the extent deemed applicable and appropriate.” [Doc. 15-1, ¶ 30.6]. Defendants oppose

Plaintiff’s request, arguing that the proposed amendments are futile. [Doc. 18].

II. LEGAL STANDARD

Rule 15 of the Federal Rules of Civil Procedure permits the amendment of a pleading

within 21 days of service or thereafter with the opposing party’s written consent or leave of the

court. Leave should be freely granted when justice so requires. Fed. R. Civ. P. 15(a)(2). Motions

for leave to amend are routinely granted based on the principle that cases should be tried on the

merits rather than on procedural technicalities. Inge v. Rock Fin. Corp., 338 F.3d 930, 936 (6th

Cir. 2004). A trial court has broad discretion to determine whether leave to amend a pleading

should be granted. Foman v. Davis, 371 U.S. 178, 182 (1962). “Because Rule 15(a)(2) directs

courts to ‘freely give leave when justice so requires,’ the rule embodies a ‘liberal amendment

policy.’” Knox Trailers, Inc. v. Clark, No.3:20-cv-137, 2020 WL 12572938, at *1 (E.D. Tenn.

Nov. 19, 2020) (citing Brown v. Chapman, 814 F.3d 436, 442 (6th Cir. 2016)). At the same time,

short-term disability benefits. [Doc. 1, ¶ 22].

amendment is not appropriate where there is a finding of bad faith, undue delay, or repeated failure

to cure deficiencies by amendments previously allowed, or if permitting the amendment would

cause undue prejudice to the opposing party or be futile. Leary v. Daeschner, 349 F.3d 888, 905

(6th Cir. 2003) (quoting Foman v. Davis, 371 U.S. 178, 182 (1962)). “[A] proposed amendment

may be denied as futile if it could not withstand a Rule 12(b)(6) motion to dismiss.” Cash-Darling

v. Recycling Equip., Inc., No. 2:19-CV-00034-JRG, 2019 WL 13120191, at *2 (E.D. Tenn. July

17, 2019) (citing PFS HR Solutions, LLC v. Black Wolf Consulting, Inc., No. 1:17-cv-277-JRG-

SKL, 2018 WL 5263031, at *2 (E.D. Tenn. June 28, 2018)). In determining whether a proposed

amendment could withstand a Rule 12(b)(6) motion to dismiss, the court must determine whether

the proposed complaint, construed in the light most favorable to the plaintiff, contains ‘“sufficient

factual matter, accepted as true, to state a claim to relief that is plausible on its face.”’ Id. (quoting

Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009)). At this juncture, it is not for the court to determine

whether the plaintiff will ultimately prevail on her proposed amended claims, but whether she ‘“is

entitled to offer evidence to support the claim.”’ Id. (quoting PFS HR Solutions, 2018 WL

5263031, at *2).

III. POSITION OF THE PARTIES

Defendants argue that each of Plaintiff’s proposed additional claims is futile, meaning that

her motion to amend should be denied in its entirety. Specifically, Defendants argue that a breach

of fiduciary duty claim may only be brought in addition to a claim for benefits to address a separate

and distinct injury from the one giving rise to the § 1132(a)(1)(B) suit, i.e., denial of a claim for

benefits, or where § 1132(a)(1)(B) relief is “otherwise inadequate” which requires an affirmative

showing that § 1132(a)(1)(B) relief fails as a make-whole remedy. [Doc. 18, p. 5-6]. Defendants

assert that Plaintiff’s claim for benefits pursuant to 29 U.S.C. § 1132(a)(1)(B) and her proposed

claim for breach of fiduciary duty under ERISA’s catch-all provision, § 1132(a)(3), are based on

the same facts and injury and that Plaintiff has made no showing that relief under § 1132(a)(1)(B)

would fail to make her whole. As such, Defendants contend that Plaintiff’s breach of fiduciary

duty claim could not survive a Rule 12(b)(6) motion to dismiss and, as such, is futile. Id. at p. 8.

Defendants also assert that Plaintiff’s claim for ERISA civil penalties is futile because

“failure to provide ‘the entire ERISA record’ is not a viable claim under Sixth Circuit case law.”

Id. at p. 9. Defendants argue that such claims are only applicable for failure to provide specific

documents expressly enumerated under § 1024(b)(4), and a penalty claim “cannot be asserted as

to claim documentation and administrative record documents required to be provided only under

the claims procedure regulation…” Id. Defendants contend that Plaintiff’s claim for civil penalties

is based upon an alleged failure to provide the ERISA claim review record and does not allege a

failure to provide any of the documents listed in § 1024(b)(4). For these reasons, Defendants assert

that permitting Plaintiff to add this claim would also be futile.

Finally, Defendants take issue with Plaintiff’s inclusion of a generic request for relief and

damages under state and federal law. Id. at 10. Defendants state that it is unclear whether Plaintiff

is asserting any claims under state law but note that it is undisputed that the plan at issue is

governed by ERISA and therefore any potential state law claims are preempted by ERISA. Id.

In response to Defendant’s arguments, Plaintiff first states that the standard for futility is

high, and that Defendants are prematurely asking the court to evaluate the merits of her claims and

not merely whether she asserts plausible claims. [Doc. 21, p. 1-2]. Further, Plaintiff asserts that

her breach of fiduciary duty claim is “distinct from, and not derivative of, the denial of benefits.”

Id. at p. 4. More specifically, Plaintiff argues that in addition to the failure to pay benefits, she may

be entitled to a separate remedy based on the actions and omissions of Defendants in handling this

claim. Id. Plaintiff contends that these actions and omissions support a claim that is separate,

distinct, and independent from her denial of benefits claim, therefore, she should be permitted to

pursue both claims. [Doc. 21, p. 5]. Plaintiff also argues that the scope of documents subject to

disclosure pursuant to 29 U.S.C. § 1132(c) is not as narrow as Defendants claim. Id. at p. 6. To the

contrary, Plaintiff contends that civil penalties may be assessed for failure to produce documents

that are “maintained by the plan administrator and are essential for a full and fair review.” Id.

Further, Plaintiff clarifies that she has specifically alleged that Edward Jones is the plan

administrator as defined by 29 U.S.C. § 1002(16). Because only a plan administrator can be liable

under § 1132(c), Plaintiff specifically asserts that Defendant Edward Jones may be liable for civil

penalties for failure to provide documents essential for a full and fair claim review. Id. at p. 9.

Finally, Plaintiff asserts that Defendants’ argument regarding her request for relief relating

to any potential state law remedies mischaracterizes her general reservation of legal theories. Id.

Plaintiff explains that her brief reference to state and federal law is intended as nothing more than

a general reservation of rights contingent upon the court’s determination of what legal theories are

applicable. Id. Plaintiff further clarifies that she is not attempting to obtain remedies beyond the

scope of ERISA but does want to preserve her position should the court conclude that any aspect

of this case implicates separate state-law duties or claims. Id. at p. 10.

IV. ANALYSIS

A. Breach of Fiduciary Duty Claim

The Court will first address whether permitting Plaintiff to add a claim for breach of

fiduciary duty under ERISA’s “catch-all provision,” 29 U.S.C. § 1132(a)(3) would be futile.

Defendant argues it is, asserting that Plaintiff has not identified a “separate and distinct” injury

from the denial of benefits. [Doc. 18, p. 5]. In support, Defendant likens this case to Rochow v.

Life Ins. Co. of N. Am., 780 F.3d 364 (6th Cir. 2015). There, the Sixth Circuit held that Rochow

could not bring a breach of fiduciary claim alongside his claim for payment of benefits because

the only injury Rochow asserted was the denial of benefits and the withholding of those same

benefits. Id. at 373. Essentially, the Rochow court determined that Rochow’s claim for withholding

benefits was duplicative of his claim for denial of benefits because he “was able to avail himself

of an adequate remedy for LINA’s wrongful denial of benefits pursuant to § 502(a)(1)(B), [so] he

cannot obtain relief for that same injury under § 502(a)(3).” Id. But the Sixth Circuit has explained

that a claim for an equitable remedy pursuant to § 1132(a)(3) is not necessarily a “repackaged

denial of benefits claim” simply because it could be resolved if a § 1132(a)(1)(B) claim is resolved

in a plaintiff’s favor. See Gore v. El Paso Energy Corp. Long Term Disability Plan, 477 F.3d 833

(6th Cir. 2007).

Here, Plaintiff asserts that if she is permitted to pursue only a claim for failure to pay

benefits, “the actions and omissions of the Defendants in handling the claim—both individually

and collectively—would possibly be left unaddressed…depriv[ing] Plaintiff of a meaningful

remedy.” [Doc. 21, p. 4]. Specifically, Plaintiff asserts that the plan administrator, Defendant

Edward Jones, “misrepresented material facts in the handling of the claim…” and Defendant

MetLife failed to investigate the veracity of Edward Jones’s representations. Id. Plaintiff contends

that, due to these alleged misrepresentations, she has suffered special damages apart from the

failure to pay benefits. Id. at p. 5. Plaintiff alleges that those damages include both her and her

children losing business, educational, and economic opportunities, along with other injuries and

damages, and Plaintiff incurring attorney fees. Id. Plaintiff notes that if her claim for benefits is

unsuccessful and she is not permitted to bring a separate breach of fiduciary duty claim she may

be left “without recourse for conduct that ERISA is designed to remedy.” Id. Plaintiff further

asserts that if she is unsuccessful on her claim for benefits under § 1132(a)(1)(B), she may also be

entitled to the equitable relief of refunded insurance premiums pursuant to § 1132(a)(3). [Doc. 21,

p. 6, n.2].

In considering whether Plaintiff should be permitted to add claims for relief pursuant to §

1132(g)(1), ERISA’s catch-all provision, the Court first notes that the prevailing party in an ERISA

action may obtain an award of attorney fees under § 1132(g)(1). As such, the Court finds that

Plaintiff would not be entitled to separately assert a claim under § 1132(a)(3) for the attorney fees

she has incurred in pursuing her claims against Defendants, meaning that to permit this amendment

would be futile.

The Court next turns to Plaintiff’s request for a refund of insurance premiums should she

not prevail on her claim for payment of life insurance and disability benefits. Plaintiff asserts that

if she is not successful on her claim for benefits, “a claim for premium refund would be one type

of equitable damages under § 1132(a)(3) that could be considered by the Court.” [Doc. 21, p. 6, n.

2]. Despite Plaintiff’s characterization of the return of premiums as equitable relief, such a claim

is generally viewed as legal, not equitable, relief. See Great-West Life & Annuity Ins. Co. v.

Knudson, 534 U.S. 204, 210 (2002). As such, the Court cannot find that Plaintiff’s request for a

premium refund constitutes a colorable claim for equitable relief as contemplated by §1132(a)(3)

and must in turn find that permitting Plaintiff to amend to add this claim would be futile.

The Court now turns to Plaintiff’s request that she be awarded damages pursuant to §

1132(a)(3) for losses of business, educational, and economic opportunities, along with other

injuries and damages, she and her children are alleged to have suffered. In doing so, the Court first

observes that Plaintiff has provided no factual support for her assertions that she and her children

have sustained the losses alleged. Rather, these are barebones allegations. Moreover, Plaintiff is

seeking to recover damages that are compensatory in nature, which are not recoverable under §

1132(a)(3). Allender v. Inter-City Products Corporation, 152 F.3d 544, 552 (6th Cir. 1998)

(holding that suits for compensatory damages are not authorized under § 1132(a)(3) as they do not

constitute equitable relief).

While Plaintiff points to the case of Harris-Frye v. United of Omaha Life Ins. Co., No.

1:14-CV-72, 2015 WL 5562196 (E.D. Tenn. Sept. 21, 2015) in support of her request to add these

grounds for relief, the Court finds Plaintiff’s reliance to be misplaced. Although there are

similarities between the facts in Harris-Frye and the case at hand, there are also important

differences. The Harris-Frye case did involve a claim for life insurance proceeds, and in that case,

the plaintiff claimed that decedent’s life insurance coverage had not lapsed at the time of his death

because decedent’s premiums were waived during the time that he had been disabled prior to his

death. Id. at 6. However, the plaintiff alternatively alleged that because defendant insurance

company had mistakenly continued to withdraw life insurance premiums from the account of

decedent’s mother, they should be estopped from denying coverage. Id. at 7. The district court

permitted the plaintiff to pursue a separate claim under § 1132(a)(3) as to the estoppel argument,

finding that it was a separate and distinct claim. Importantly, the ultimate relief sought by the

Harris-Frye plaintiff under both theories was simply payment of the life insurance proceeds. The

plaintiff’s claim under § 1132(a)(3) was for reformation of the life insurance policy under an

equitable theory of relief, which has specifically been found to be a proper claim pursuant to §

1132(a)(3). Cigna Corp. v. Amara, 563 U.S. 421, 440 (2011). Although the reformation would

have resulted in monetary payment to the plaintiff, the requested relief itself was not monetary but

instead was for reformation through estoppel. In the case at hand, Plaintiff is not seeking such

indirect monetary relief but rather is attempting to obtain compensatory damages which are not

equitable in nature, meaning they are not available to her via § 1132(a)(3). In other words, it is not

the fact that Plaintiff is attempting to pursue a separate claim that is fatal to the request for

amendment, but instead the type of relief that Plaintiff is seeking. As such, the Court must find

that it would be futile to permit Plaintiff to assert these claims for relief.

B. Claim for ERISA Civil Penalties

The Court now turns to the question of whether Plaintiff should be permitted to amend her

complaint to assert a claim for ERISA civil penalties due to Defendants’ failure to provide

documents “relevant to this claim [for benefits] generally and the eligibility for benefits

specifically.” [Doc. 7, p. 7]. Defendants contend that such civil penalties are only applicable when

a failure to provide documents expressly enumerated in § 1024(b)(4) is alleged and assert that

Plaintiff has not done so here.3 Defendants point to Hiney Printing Co. v. Brantner, 243 F.3d 956

(6th Cir. 2001) to support this contention. Defendants argue that in Hiney, the Sixth Circuit “made

abundantly clear that claims under § 1132(c), as putative claims, are limited to the documents

expressly enumerated under § 1024(b)(4).” [Doc. 19, p. 9] (citing Hiney, 243 F.3d at 960).

However, this Court does not view the Hiney court’s instruction as quite so clear. There, the Sixth

Circuit stated that “ERISA imposes particular duties on a plan administrator to provide information

to a plan participant.” Hiney, 243 F.3d at 960. While the Hiney court did go on to state that a plan

administrator “specifically” has a duty to provide the documents enumerated on § 1024(b)(4), it

did not say the duty to provide documentation is limited to only these documents. Id. And the

ultimate determination that Hiney was not entitled to civil penalties for failure to disclose did not

rest on the conclusion that the documents requested were not of the type that entitle a party to such

3 The documents enumerated in § 1024(b)(4) are “the latest updated summary, plan description, and the latest annual

report, any terminal report, the bargaining agreement, trust agreement, contract, or other instruments under which

the plan is established or operated.” 29 U.S.C.A. § 1024 (West).

penalties. Id. at 961. Rather, it was because the party from whom Hiney sought to obtain civil

penalties for failure to disclose was not the plan administrator within the meaning of ERISA. Id.

Absent a clearer statement that civil penalties are only permitted when a plan administrator fails

to disclose the documents enumerated in § 1024(b)(4), the Court cannot determine that Hiney

renders Plaintiff’s claim for civil penalties futile at this juncture.

Defendant also relies upon Butler v. United Healthcare of Tennessee, Inc., 764 F.3d 563

(6th Cir. 2014) to support this proposition. In Butler, the district court assessed civil penalties for

failure to disclosure information against United Healthcare. Id. at 569-70. The Sixth Circuit

reversed, but like in Hiney, this decision was based on the fact that United Healthcare was not the

plan administrator within the meaning of ERISA, rather than because civil penalties are only

appropriate when the documents specified in § 1024(b)(4) are withheld. Id. at 570. Because United

was not the plan administrator, the district court “had no authority to impose penalties against it

under [§ 1132(c)].”4 Id.

Although the Court finds the caselaw cited by Defendants does not definitively

demonstrate that Plaintiff’s proposed amendment seeking civil remedies is futile, the Court must

still determine whether Plaintiff has asserted a plausible claim for civil penalties pursuant to §

1132(c).5 Plaintiff asserts that § 1132(c) requires the plan administrator, in this case Edward Jones,

to provide all documents related to the denial of a claim so that the claimant may conduct a full

4 Defendant’s Response makes a passing reference to the claim that “a violation of section 1133 by the plan

administrator does not impose liability…pursuant to section 1132(c)…” [Doc. 18, p. 9] (citing VanderKlok v.

Provident Life & Acc. Ins. Co., 956 F.2d 610, 618 (6th Cir. 1992). However, Defendant does not argue that the conduct

Plaintiff has identified is actually a violation of § 1133, so the Court will not analyze that issue.

5 Plaintiff asserts that Defendants violated the requirement to provide a claimant reasonable access to all documents,

records, and other information relevant to the claim for benefits during the claim review process set forth in 29 CFR

§ 2560.503-1(h)(2)(iii) and therefore civil penalties are appropriate. [Doc. 21, p. 6-7]. However, § 1132(c) makes

no reference to the obligations imposed by 29 CFR § 2560.503-1(h)(2)(iii), and the Sixth Circuit has consistently

held that this regulation imposes duties on the plan, not the plan administrator. Jordan v. Tyson Foods, Inc., 312 F.

App’x 726, 736 (6th Cir. 2008).

and fair review of the denial. [Doc. 21, p. 6-7]. A plain reading of § 1132(c) indicates otherwise.

See United States v. Choice, 201 F.3d 837, 840 (6th Cir. 2000) (stating that statutory interpretation

should be based on the plain language of the statute if the language is clear). This section is very

specific in requiring the plan administrator to provide plan documents. There is no mention

whatsoever in that section of a duty to provide claim documents. Instead, the requirement that

claim documents be provided for the purpose of a full and fair review of a denial is required by §

1133, which imposes such duty on the plan, not the plan administrator. See Wallace v. Oakwood

Healthcare, Inc., 954 F. 4th 879, 887 (6th Cir. 2020). Further, Plaintiff has pointed to no case or

statutory law to support her claim that a failure to provide all documents necessary for “a full and

fair review” would subject Defendants to civil penalties under § 1132(c). Finally, Plaintiff has not

clearly stated what documents she requested from Defendants that were not provided, making it

impossible for the Court to determine whether Plaintiff has set forth a plausible claim for civil

penalties pursuant to § 1132(c). See [Doc. 21, p. 7]. As such, the Court finds that Plaintiff has not

set forth a plausible claim for civil penalties pursuant to § 1132(c), making it futile for the Court

to permit this proposed amendment.

C. Inclusion of General Reservation of Rights Clause

Finally, the Court must determine whether Plaintiff should be permitted to amend her

complaint to include generic language requesting relief and damages under state and federal law

as the court may deem appropriate. Defendants are correct that an amendment to the complaint to

assert a general reservation of the right to pursue state law claims in this action, which the parties

agree is governed by ERISA, would be futile. Further, Plaintiff’s original Complaint states that

“Plaintiff seeks damages against Defendants as deemed applicable and appropriate by this

Honorable Court under any and all proven theories of liability and recovery.” [Doc. 1, p. 20-21].

As such, the Court finds that Plaintiff has already included a general reservation of rights provision

in her original Complaint and permitting her to amend to assert that the reservation includes both

federal and state law claims is unnecessary, and as to a reservation of rights as to state law claims,

would be futile.

V. CONCLUSION

Based upon the foregoing, the Court must find that Plaintiff’s proposed amendments are

futile at this juncture. Accordingly, Plaintiff’s Motion [Doc. 15] is DENIED.

SO ORDERED:

/s/Cynthia Richardson Wyrick

United States Magistrate Judge