Amicus Brief of AHA, Others in Yale New Haven ERISA Retirement Plan Management Case in CT Federal District Court

The Chamber of Commerce of the United States of America (“Chamber”), the American Hospital Association (“AHA”), and the Association of American Medical Colleges (“AAMC”) respectfully move for leave to file a brief as amici curiae in the above-captioned case in support of Defendants’ motion to dismiss. The proposed amicus brief is attached as Exhibit A. Defendants have consented to the filing of this brief. Counsel for Plaintiffs informed counsel for amici that Plaintiffs do not consent to amici’s motion.

Amicus participation is appropriate where, as here, the “amicus has unique information or perspective that can help the Court beyond the help that the lawyers for the parties are able to provide.” Schaghticoke Tribal Nation v. Norton, 2007 WL 9719292, at *3 (D. Conn. July 29, 2007) (internal quotation marks omitted). “[T]here is no governing standard” dictating “the procedure for obtaining leave to file an amicus brief in the district court,” and district courts thus “have broad discretion” to assess whether amicus participation will be “of aid to the court and offer insights not available from the parties.” Auto. Club of N.Y., Inc. v. Port Authority of N.Y. and N.J., 2011 WL 5865296, at *1 (S.D.N.Y. Nov. 22, 2011). Applying these principles, this Court has frequently permitted amici to participate in its proceedings. See, e.g., Dist. Lodge 26 of the Int’l Ass’n of Machinists & Aerospace Workers v. United Techs. Corp., 2009 WL 3571624, at *1 (D. Conn. Oct. 23, 2009); Schaghticoke Tribal Nation, 2007 WL 971929, at *3.

The proposed brief provides a unique perspective informed by amici’s extensive membership and experience in the business and healthcare fields. The Chamber is the world’s largest business federation, representing approximately 300,000 direct members and indirectly representing the interests of more than three million businesses and professional organizations of every size, in every industry sector, and from every region of the country. Many of the Chamber’s members maintain, administer, or provide services to employee-benefit plans governed by ERISA. In fact, the Chamber’s membership is unique because it includes representatives from all aspects of the private-sector retirement system, such as plan sponsors, asset managers, recordkeepers, consultants, and other service providers. The AHA is a national organization representing nearly 5,000 hospitals, healthcare systems, networks, and other providers of care. The AHA is a source of valuable information and data on healthcare issues and trends, and it has a deep understanding of its members’ perspectives on a variety of issues, including employment concerns. Finally, the AAMC is a national nonprofit representing all 155 accredited U.S. medical schools and approximately 400 teaching hospitals and health systems, including Department of Veterans Affairs medical centers. Like the AHA, the AAMC has extensive experience with the issues its members face, in the employment realm and elsewhere.

Since ERISA was enacted, the Chamber in particular has played an active role in the law’s development and administration. The Chamber regularly submits comment letters when the Department of Labor (“DOL”) engages in notice-and-comment rulemaking,¹ provides information to the Pension Benefit Guaranty Corporation (“PBGC”) to support PBGC in its efforts to protect retirement incomes,² submits comments to the Department of the Treasury on plan administration and qualification,³ and provides testimony to DOL’s standing ERISA Advisory Council.⁴ The Chamber has also published literature proposing initiatives to encourage and bolster the employment-based retirement benefits system in the United States,⁵ and is frequently quoted as a resource on retirement policy.⁶

Given its perspective and deep understanding of the issues involved in these cases, the Chamber regularly participates as amicus curiae in cases involving employee-benefit design or administration. See, e.g., Hughes v. Northwestern Univ., 142 S. Ct. 737 (2022) (standard for pleading fiduciary-breach claim involving challenges to defined-contribution plan line-ups and service-provider arrangements); Fifth Third Bancorp v. Dudenhoeffer, 573 U.S. 409 (2014) (standard for pleading fiduciary-breach claim involving employer stock); Sweda v. Univ. of Pa. , 923 F.3d 320 (3d Cir. 2019) (standard for pleading fiduciary-breach claim involving 401(k) plan fees and investment line-up);⁷ Meiners v. Wells Fargo Co., 898 F.3d 820 (8th Cir. 2018) (same). District courts in several recent cases have granted the Chamber leave to participate as an amicus at the motion-to-dismiss stage. As one court explained, “the proposed amicus brief could provide the Court wi[th] a broader view of the impact of the issues raised in the case”—“an appropriate basis to allow amicus participation.” Baumeister v. Exelon Corp., No. 21-6505 (N.D. Ill. Mar. 11, 2022), ECF. No. 44 (denying plaintiffs’ motion for reconsideration of the order granting the Chamber’s motion for leave to file); see also Singh v. Deloitte, No. 21-8458 (S.D.N.Y. Apr. 14, 2022), ECF No. 41 (granting the Chamber’s motion for leave to file over the plaintiffs’ opposition); Barcenas v. Rush Univ. Med. Ctr., No. 22-366 (N.D. Ill. Apr. 4, 2022), ECF No. 38 (same). ⁸

The AHA and AAMC likewise frequently participate as amici in cases affecting their members’ interests, including in the employment realm. See, e.g., California v. Texas, 141 S. Ct. 2104 (2021); Universal Health Servs., Inc. v. United States, 579 U.S. 176 (2016); Martin v. Petersen Health Operations, No. 21-2959 (7th Cir. Jan. 31, 2022), ECF No. 14; Caesars Entertainment Corp. and Int’l Union of Painters and Allied Trades, Case 28-CA-060841 (NLRB Oct. 4, 2018).

Because of amici’s unique membership, which includes nearly all of those in the private-sector retirement community and a diverse set of hospitals and healthcare employers, their collective knowledge about the management of retirement plans and the issues facing healthcare employers extends beyond any single defendant or group of defendants named in a particular case. Amici thus seek to provide a broader perspective on the key threshold issue of when circumstantial allegations of a violation of ERISA are plausible in the context of hospital plan-management decision-making—where a plan’s participant base is uniquely diverse and fiduciary decisions must take the diverse universe of participants into account when curating an investment line-up and selecting and retaining service providers. And as the Supreme Court has instructed, that context is key—courts are supposed to undertake a “careful, context-sensitive scrutiny of [the] complaint’s allegations,” Fifth Third Bancorp, 573 U.S. at 425, just as they are supposed to consider “context” in evaluating plausibility in all civil cases, Bell Atlantic Corp. v. Twombly, 550 U.S. 544, 554 (2007); see also Hughes, 142 S. Ct. at 742 (explaining that the pleading standard articulated in Twombly and Ashcroft v. Iqbal, 556 U.S. 662 (2009), applies to ERISA cases).

The proposed brief will therefore “contribute in clear and distinct ways” to the Court’s analysis. Prairie Rivers Network v. Dynegy Midwest Generation, LLC, 976 F.3d 761, 764 (7th Cir. 2020) (granting the Chamber’s motion for leave to file); see also Neonatology Assocs., P.A. v. Comm’r of Internal Revenue, 293 F.3d 128, 132 (3d Cir. 2002) (Alito, J.) (an amicus brief may assist the court “by explain[ing] the impact a potential holding might have on an industry or other group”) (quotation marks omitted). “Even when a party is very well represented, an amicus may provide important assistance to the court.” Neonatology Assocs., 293 F.3d at 132; see also C & A Carbone, Inc. v. Cty. of Rockland, N.Y., 2014 WL 1202699, at *4 (S.D.N.Y. Mar. 24, 2014) (granting a motion for leave to file based on the amicus’s “helpful” contributions, even where “Plaintiffs [were] represented by competent counsel”). And here, amici’s perspective and expertise will serve several functions courts have identified as useful: They “explain[] the broader regulatory or commercial context” in which this case arises; “suppl[y] empirical data” informing the issue on appeal; and “provid[e] practical perspectives on the consequences of particular outcomes.” Prairie Rivers Network, 976 F.3d at 763.

Specifically, the proposed amicus brief provides context regarding the recent surge in ERISA litigation, describes similarities among these cases that help to shed light on Plaintiffs’ allegations here, discusses the particular concerns facing hospitals and healthcare employers in light of their unique employee populations and the ongoing pandemic, and provides context for how to evaluate these types of allegations in light of the pleading standard set forth by the Supreme Court in Twombly and Iqbal. In particular, the brief marshals examples from many of the dozens of recently filed cases to contextualize the issues presented in this litigation. These cases largely touch on issues that are relevant but adjacent to the issues presented here, and therefore in many instances have not have been cited or discussed by the parties. Given the extensive collective experience of amici’s members in both retirement-plan management and ERISA litigation, they offer a distinct vantage point that they believe will be of value to the Court as it considers Plaintiffs’ complaint and whether it surpasses the plausibility threshold.

The proposed amicus brief is also being filed well before Plaintiffs’ opposition is due and therefore will not delay resolution of this motion. See Andersen v. Leavitt, 2007 WL 2343672, at *2 (E.D.N.Y. Aug. 13, 2007) (considering timeliness as one factor relevant to amicus participation). And although Plaintiffs in this case have decided to oppose the motion for leave to file, this Court and others have frequently permitted amici to participate in its proceedings, including over an opposition from one of the parties. See, e.g., Dist. Lodge 26 of the Int’l Ass’n of Machinists & Aerospace Workers, 2009 WL 3571624, at *1 (granting leave to file over an opposition); Schaghticoke Tribal Nation, 2007 WL 971929, at *3 (same).

For these reasons, amici respectfully request that the Court grant them leave to participate as amici curiae and accept the proposed amicus brief, which accompanies this motion.

1. See, e.g., Electronic Disclosure by Employee Benefit Plans (Nov. 22, 2019), https://bit.ly/ 3C8QKBp.
2. See, e.g., Comments on the Interim Final Regulation for the Special Financial Assistance Program for Financially Troubled Multiemployer Plans (Aug. 10, 2021), https://bit.ly/3pvgpPJ; Letter from U.S. Chamber of Commerce Regarding Partitions of Eligible Multiemployer Plans (Aug. 18, 2015), https://bit.ly/3IEuvpd.
3. See, e.g., Permanent Relief for Remote Witnessing Procedures (Sept. 29, 2021), https://bit.ly/3Mkrqgj.
4. See, e.g., Statement of the U.S. Chamber of Commerce Regarding Gaps in Retirement Savings Based on Race, Ethnicity, and Gender (Aug. 27, 2021), https://bit.ly/3sJWPkR.
5. See U.S. Chamber of Commerce, Private Retirement Benefits in the 21st Century: A Path Forward (2016), https://bit.ly/3hOPBWt.
6. See, e.g., Austin R. Ramsey, Who Wins, Who Loses With Auto Retirement Savings Plan Proposal, Bloomberg Law (Sept. 23, 2021), https://bit.ly/3vxZ8JA; Jaclyn Diaz, Retirement Industry Hustles to Keep Up With DOL’s Rules Tsunami, Bloomberg Law (Sept. 1, 2020), https://bit.ly/3MecArL.
7. In Sweda, the Chamber’s motion for leave to file an amicus brief was granted over the plaintiffs’ opposition.
8. As these decisions reflect, amicus briefs are routinely accepted at the motion-to-dismiss stage, including from the Chamber itself. See, e.g., New York v. U.S. Dep’t of Labor, No. 18-1747 (D.D.C. Nov. 9, 2018) (minute order); United States v. DaVita Inc., No. 21-229 (D. Colo. Oct. 20, 2021), ECF No. 65; United States v. Walgreen Co., No. 21-32 (W.D. Va. Sept. 9, 2021), ECF No. 22.