Dabertin v. Hcr Manor Care, Inc.

373 F.3d 822, 32 Employee Benefits Cas. (BNA) 2825, 2004 U.S. App. LEXIS 12509
CourtCourt of Appeals for the Seventh Circuit
DecidedJune 24, 2004
Docket03-1918
StatusPublished
Cited by5 cases

This text of 373 F.3d 822 (Dabertin v. Hcr Manor Care, Inc.) is published on Counsel Stack Legal Research, covering Court of Appeals for the Seventh Circuit primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Dabertin v. Hcr Manor Care, Inc., 373 F.3d 822, 32 Employee Benefits Cas. (BNA) 2825, 2004 U.S. App. LEXIS 12509 (7th Cir. 2004).

Opinion

373 F.3d 822

Judy DABERTIN, Plaintiff-Appellee, Cross-Appellant,
v.
HCR MANOR CARE, INC., Manor Care, Inc. Severance Plan for Selected Employees, Manor Care Inc. Severance Plan for Selected Employees Committee, Manor Care Inc. Severance Plan for Selected Employees Plan Administrator, Defendants-Appellants, Cross-Appellees.

No. 03-1918.

No. 03-2034.

No. 03-2461.

United States Court of Appeals, Seventh Circuit.

Argued December 1, 2003.

Decided June 24, 2004.

COPYRIGHT MATERIAL OMITTED Martin K. Denis (argued), Barlow, Kobata & Denis, Chicago, IL, for Plaintiff-Appellee.

Janet Malloy Link (argued), Douglas A. Freedman, Latham & Watkins, Chicago, IL, for Defendants-Appellants.

Before POSNER, EASTERBROOK, and ROVNER, Circuit Judges.

ILANA DIAMOND ROVNER, Circuit Judge.

After being denied benefits under her employer's Severance Plan for Selected Employees ("Plan"), Judy Dabertin brought an action under the Employee Retirement Income Security Act ("ERISA"), 29 U.S.C. §§ 1001 et seq. against her employer HCR Manor Care ("HCR"), the Plan, and the Plan's administrator and the committee appointed by HCR's Board of Directors to administer the Plan ("Committee") seeking district court review of the Committee's determination. The district court held that the Committee was arbitrary and capricious in denying Dabertin's claim for severance benefits. We affirm in all aspects save for one minor housekeeping matter which we remand for further consideration.

I.

For over seventeen years, Judy Dabertin worked for Manor Care Inc. ("Manor Care"), a company that owns and operates skilled nursing facilities across the country. For at least some portion of those years, Dabertin worked as one of several vice presidents of operations. Over the course of that time she became accustomed to her duties as vice president. Those duties changed, however, when, in September 1998, Manor Care merged into a subsidiary of Health Care and Retirement Corporation. Paul Ormond, the designated President and Chief Executive Officer of the new organization, HCR, embarked on a plan to radically alter operations in the merged entity. As part of his plan, he required all vice presidents of operations, including Dabertin, to take on the additional role and title of general managers. As general managers, Ormond expected the executives to spend significantly more time in the facilities assigned to them and participate more directly in their day-to-day management. All of the vice presidents, including Dabertin, were required to perform all of the same functions they performed when they were solely vice presidents, but to those duties Ormond added new ones — those of a general manager. To accommodate the time-consuming nature of these increased hands-on duties, Ormond opted to reduce the number of facilities to which some vice presidents were assigned. Dabertin, for example, had formerly directed operations of all of the facilities in the Central and Western Divisions of the company. The facilities in the Western Division, however, were geographically dispersed throughout California, Washington, Utah, Nevada and Arizona. According to HCR, the wide geographic dispersion of the facilities would make managing the Western Division under the new hands-on approach significantly more difficult than before. Consequently, Manor Care determined that in order to enable Dabertin to perform her new managerial duties properly, she could no longer oversee operations at both divisions. Ormond, therefore, assigned her to the Western Division alone. According to the defendants, Dabertin maintained the same authority, functions, duties, and responsibilities in the Western Division as she had previously for both the Central and Western Divisions. As a practical matter, however, this meant that she went from having authority for and oversight over forty-eight facilities to twenty-seven, from thirty-four skilled nursing units to seventeen, and from 4,639 beds to 2,309. According to Dabertin, she lost all of her authority, functions, duties and responsibilities for the Central Region operations, one of the largest and most complex markets. Her budgeted revenue decreased from $232 million to $114 million and her operating profits decreased from $61 million to $27 million. Her independent capital spending authority went from $6 million to zero, and she lost her independent authority to manage her total budget. She no longer had any responsibility and authority for development and implementation of advertising, public relations, consulting, business meetings, seminars, and conventions. HCR eliminated her construction project authority for twenty Western Division sites and eliminated her role in identifying, reviewing, overseeing, and coordinating construction projects. When HCR closed the Pleasant Hill, California and Lombard, Illinois facilities, Dabertin lost her management function and hiring and firing authority for seventy-three staff members.

Dismayed by what she saw as her waning authority, on October 21, 1998, Dabertin gave notice to her supervisor, Keith Weikel, that she was leaving HCR. She made a claim for severance benefits under the Plan which had been adopted in preparation for the merger. That Plan designated thirty-nine officers, including Dabertin, as Plan participants. Under the terms of the Plan, employees were entitled to severance benefits in the following two circumstances:

A Participant shall be entitled to severance benefits under this Plan if and only if his employment with the Company ... terminates under either of the following circumstances:

(A) a termination by the Company ... other than for Cause, or

(B) a termination by the Participant for Good Reason.

(Sep.App. at 163).

The Plan defines "Good Reason" as "a significant reduction in the scope of a Participant's authority, position, title, functions, duties or responsibilities." (Sep.App. at 161). Dabertin submitted to HCR that she had "good reason" to terminate her employment with HCR because, among other things, the number of facilities, beds, direct reports, and construction projects assigned to her had decreased.

HCR claims, however, that prior to the merger, Ormond (the incoming president and CEO of the merged entity) discussed the purpose and goal of the Plan with Stuart Bainum, Jr., the CEO of the former Manor Care. According to HCR, Ormond stated that Dabertin and the other executives were critical to the success of the merged entity and he did not want the Plan to give them an incentive to resign and receive severance benefits under the Plan. Ormond and Bainum agreed that a switch to a more hands-on operating procedure would not trigger any entitlement to severance benefits. Dabertin, of course, was not privy to these conversations. Nor were Ormond's intentions recorded in the text of the Plan.

Weikel denied Dabertin's claim for benefits and she appealed that denial to the Committee. On January 14, 1999, the Committee — comprised of Ormond and three others — met to consider Dabertin's claim for benefits.

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Bluebook (online)
373 F.3d 822, 32 Employee Benefits Cas. (BNA) 2825, 2004 U.S. App. LEXIS 12509, Counsel Stack Legal Research, https://law.counselstack.com/opinion/dabertin-v-hcr-manor-care-inc-ca7-2004.