At the beginning of this year, JPMorgan Chase & Co. defeated another lawsuit that challenged losses in its ESOP (employee stock ownership plans) and 401(k) plans, even though a U.S. Supreme Court ruling recently changed the standard for claims like these. ERISA consultants paid special attention to the consequences of this ruling.
The suit accused JPMorgan of exposing worker retirement savings to company stock losses that were caused by risky investments made by Bruno Iksil. Iksil’s actions resulted in $6.2 billion in trading losses for the company in 2012. A federal judge dismissed the suit for a second time in January, ruling that the employees did not state a valid claim for ERISA (employee retirement income security act) violations. This is despite the Supreme Court’s 2014 decision that revised the pleading standard for ERISA-based stock-drop actions.
According to the judge, the employees who challenged JPMorgan’s decision against selling declining company stock in its 401(k) plan did not allege any alternative action that the company could have taken rather than continuing to offer the stock. In the opinion of the judge, stopping investments in JPMorgan stock would have called for public disclosures, and JPMorgan could have reasonably thought that those disclosures would have further damaged the stock’s price even more than leaving the stock in the plan.
The judge used the Supreme Court’s recent Dudenhoeffer decision, which invalidated the prudence presumption that several federal courts had used to dismiss ERISA lawsuits that challenged declining company stock prices. This was noted by ERISA consultants throughout the country. Since the Dudenhoeffer decision, district judges have tried to determine whether the decision makes things more difficult or simpler for workers who challenge declines in company stock price.
Judge George B. Daniels’ decision interprets Dudenhoeffer as making it more difficult for workers. Judge Daniels’ ruling is similar to other post-Dudenhoeffer rulings that rejected stock-drop claims against Lehman Brothers, Hewlett-Packard Co., State Street Bank & Trust Co., and BP PLC.
Other judges have interpreted Dudenhoeffer as being easier on workers, giving the O.K. to stock-drop suits against Invacare Corp., Eastman Kodak Co., and Bank of New York Mellon Corp.
ERISA consultants have varying opinions as to whether Dudenhoeffer helps or harms employees.
Daniels believed that workers did not demonstrate that JPMorgan and its parent company qualified as ERISA fiduciaries for the purposes of this lawsuit. Furthermore, JPMorgan’s status as the plan’s sponsor did not make it an ERISA fiduciary with regards to this lawsuit because the actions it took in the role of the plan’s sponsor did not cause fiduciary responsibility under ERISA regulations. JPMorgan’s plan trustee role was also insufficient, according to Daniels, because it operated as a directed trustee that did not possess discretion to stop investments in company stock.
Daniels dismissed the claims against JPMorgan’s parent company on similar grounds.
Other defendants included the 401(k) plan, its investment committee, and several corporate officers. Judge Daniels stated that the employees’ claims of fiduciary breach did not satisfy the requirements that were established in Dudenhoeffer.
Per the judge, Dudenhoeffer requires stock-drop plaintiffs to state adequate facts alleging that a responsible fiduciary in the Defendants’ circumstances would not have believed that public disclosures of alleged misconduct were likely to harm the fund. The court ultimately granted JPMorgan’s motion to dismiss.
