defrauding them of contributions are much broader than Plaintiff Walker’s interest in her Title
Vil case. Walker sought to vindicate her private interest in being free from discrimination in
employment, Plaintiff Trust Funds are seeking to assure that their beneficiaries are getting the
moneys that they are entitled to under ERISA. Perhaps Walker and the Plaintiff Trust Funds
would have each benefitted from a finding that these Defendants are alter-egos of one another,
but that is a far cry from determining that they represent the “same legal interest.”

As the Defendants cannot meet the standards for asserting collateral estoppel against
Plaintiff Trust Funds, their Motion to Dismiss must be denied.

CONCLUSION

For the reasons set forth above, Defendants’ Motion to Dismiss is denied.

Enter:

David H. Coar

United States District Judge

Dated: March 31, 2004


companies were alter-egos of each other and together they had sufficient employees to be
covered under Title VII. The district court judge in that case found that Walker could not prove
that the companies were alter-egos nor could she prove that the three companies were sharing

employees to escape Title VII liability. See Walker v. Marca Construction, No, 02-C-3285, 2003

WL 297529 (N.D. Ill. Feb. 11, 2003).
The three Defendants in this action assert that the district court’s grant of summary

judgment for Defendant Marca in the Walker case should estop Plaintiff Trust Funds from

arguing that they are alter-egos of each other. Collateral estoppel requires that: (1) the issues
decided in the prior adjudication are identical to issues presented for adjudication in the current
proceeding; (2) the issue was fully, fairly, and necessarily resolved in the prior actoin; and (3) the
party against whom estoppel is asserted was a party or in privity with a party in the prior action.

Sec Parklane Hosiery Co. v. Shore, 439 U.S, 322, 326 (1979); Meyer v. Rigdon, 36 F.3d 1375,

1379 (7th Cir. 1994).

The third requirement of collateral estoppel is clearly not met in this case. The Plaintiff
Trust Funds were not parties to the prior case, nor were their interests represented therein.
Defendants assert that because Walker was a member of the Chicago Carpenters Union and an
alleged beneficiary of the Plaintiff Trust Funds, the instant Plaintiffs can be effectively bound
because they are in privity with Walker. This theory cannot be accepted. “Although ‘strict
identity of the parties is not necessary to achieve privity[,] . . . the parties must be so closely
aligned that they represent the same legal interest.’ Kunzelman [v. Thompson], 779 F.2d [1172,]
at 1178 [(7th Cir, 1986)].” Kraushaar y. Flanigan, 45 F.3d 1040, 1050 (7th Cir. 1995). The

Plaintiff Trust Funds interests in assuring that the three Defendant employers in this case are not


Mints Order Form (00°97)

United States District Court, Northern District of Illinois

Name of Assigned Judge
or Magistrate Judge

Sitting Judge if Other
than Assigned Judge

David H. Coar

CASE NUMBER

02 C 6656 DATE 3/31/2004

CASE Chicago Carpenters Pension Fund vs. Marca Construction, et al.
TITLE
{In the following box (a) indicate the party filing the motion, c.g., plaintiff, defendant, 3rd party plaintiff, and (b) state brielly the nature
MOTION: of the motion being prescnted.]

Defendants Motion to Dismiss

NTRY:

a) QO Filed motion of [ use listing in “Motion” box above.]

(2) oO Brief in support of motion due

(3) Oo Answer brief to motion due___. Reply to answer brief due__

(4) a Ruling/Hearingon___set for___at

(5) a Status hearing[held/continued to] [set for/re-set for] on setfor at.

(6) Q Pretrial conference[held/continued to] [set for/re-set for] on setfor at

(7) Oo Trial(set for/re-set for]on_—aat_

(8) im} [BenclYJury trial} [Hearing] held/continued to___at

(9) go This case is dismissed [with/without] prejudice and without costs[by/agreement/pursuant to]

OFRCP4(m) (Local Rule 41.1. CFRCP41(a)(1) O FRCP41(a)(2).

do) xf [Other docket entry] For the reasons set forth in the attached memorandum, Defendants’ Motion
to Dismiss Plaintiff's Complaint [Doc. 8] is denied.

(11) @ {For further detail see order attached to the original minute order.}

No notices required.

Notices mailed by judge’s stal.

Notilicd counsel by telephone.

Y | Docketing to mai! notices.

Mai! AO 450 form.

Copy to judge/magistrate judge.

courtroom
deputy’s
initials

jar(le)

No notices required, advised in open court

Document
Number

number of notices

mY,

keting deputy initials

31

qowuisia “51 | 3

synod L918

date mailed notice

We ke 1288

Date/tiny te ing
gen ork punts,

smuiling deputy initials

re


IN THE UNITED STATES DISTRICT COURT
FOR THE NORTHERN DISTRICT OF ILLINOIS
EASTERN DIVISION

CHICAGO DISTRICT COUNCIL OF )

CARPENTERS PENSION FUND, et al.,

No. 02 C 6656
Plaintiffs,
HONORABLE DAVID H. COAR
ve

)
)
)
)
)
MARCA CONSTRCUTION, et al., )
)
)
)

Defendants.

MEMORANDUM OPINION AND ORDER

This case comes before the Court on a Motion to Dismiss Plaintiffs’ Complaint pursuant
to Federal Rule of Civil Procedure 12(b)(6) filed by Defendants East Lake Management and
Development Corporation and Burling Builders, Incorporated. The motion has been fully briefed
and is now ripe for decision.

DISCUSSION

Plaintiffs in this case are three Trust Funds (‘Trust Funds”) that receive contributions
from numerous employers pursuant to collective bargaining agreements between the employers
and the Chicago and Northeast Illinois District Council of Carpenters, a labor union. Defendant
Marca Construction (“Marca”) is an employer who is bound by the terms of a collective
bargaining agreement to pay fringe benefits to the Trust Funds. Defendants East Lake
Management and Development Corporation (“East Lake”) and Burling Builders, Incorporated
(“Burling”) are not signatories to the collective bargaining agreements, but the Trust Funds allege

that East Lake and Burling should be required to pay benefits to them because they are mere


alter-egos of Defendant Marca.

The Plaintiff trust funds filed a complaint on September 18, 2002 seeking to audit the
books and records of Defendants Marca, East Lake, and Burling pursuant to the Employee
Retirement Income Security Act (ERISA). Defendants filed a Motion to Dismiss asserting that
the action should be barred by collateral estoppel.

LEGAL STANDARD

In ruling on a motion to dismiss under Federal Rule of Civil Procedure 12(b)(6), the
Court “must accept all well pleaded allegations as true. In addition, the Court must view these
allegations in the light most favorable to the plaintiff.” Gomez v. Illinois State Board of
Education, 811 F.2d 1030, 1039 (7th Cir.1987). A party’s claim should only be dismissed if it is
clear that no set of facts in support of the claim would entitle the party to relief. Ledford v.
Sullivan, 105 F.3d 354, 356 (7th Cir.1997) (quoting Hishon v. King & Spaulding, 467 U.S. 69,
73 (1984).

DISCUSSION

Defendants Marca, East Lake and Burling assert that the Plaintiff Trust Funds should not
be permitted to pursue this action because of previous litigation in this district pursuant to which
a determination was made that they were not mere alter-egos of each other. In the previous
litigation, Sharon Walker sued Marca for discrimination under Title VII. Walker is a member of
the Chicago & Northeast Illinois District Council of Carpenters Union and at one time she served
as a steward in that Union. Defendant Marca asserted that it was not obligated to comply with
Title VII because it had too few employees. Walker attempted to pierce the corporate veil of

Defendant Marca and present Defendants Burling and East Lake to show that the three