IN THE UNITED STATES DISTRICT COURT 

FOR THE SOUTHERN DISTRICT OF ALABAMA 

SOUTHERN DIVISION 

DIANE G. MELECH, : 

 : 

 Plaintiff, : 

 : 

vs. : CIVIL ACTION 10-0573-KD-M 

 : 

LIFE INSURANCE COMPANY OF : 

NORTH AMERICA, et al., : 

 : 

 Defendants. : 

REPORT AND RECOMMENDATION

 The Motion to Dismiss CIGNA Corporation and CIGNA Holdings, 

Inc. (“CIGNA Defendants”) (Doc. 12) filed by CIGNA Defendants 

has been referred for report and recommendation under 28 U.S.C. 

§ 636(b)(1)(B) and Local Rule 72.2. Federal question 

jurisdiction and diversity jurisdiction have been invoked in 

this Court under 28 U.S.C. §§ 1331, 1332. After consideration, 

it is RECOMMENDED that the Motion to Dismiss be granted and that 

Defendants CIGNA Corporation and CIGNA Holdings, Inc. be 

dismissed from this action. 

 The facts are, briefly, as follow. Plaintiff Diane Melech 

filed suit against Defendants Life Insurance Company of North 

America (“LINA”), CIGNA Defendants, Hertz Custom Benefit 

Program, Pension and Welfare Plan Administration Committee 

(“PAWPAC”), and The Hertz Corporation (“Hertz”) (Doc. 1). 

Plaintiff contends that the CIGNA Defendants improperly denied 

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giving her long term disability benefits, improperly upheld the 

decision upon appeal, and failed to appropriately review the 

appeal (Doc. 1, p. 6). Specifically, Plaintiff alleges that the 

CIGNA Defendants are fiduciaries and parties at interest since 

the entities serve as underwriters and/or claims administrators 

for the plan, exercise authority of control respecting the 

management or disposition of the plan assets, provide services 

to the plan at issue, and are insurance companies (Doc. 1, pp. 

3-4). Plaintiff claims that the CIGNA Defendants failed or 

refused to provide necessary documents to her, denied long term 

benefits that she was entitled to, and did not provide a full 

and fair appellate review (Doc. 1, pp. 7-8). 

 Defendants LINA, PAWPAC, The Hertz Corporation, and Hertz 

Custom Benefit Program, filed an Answer (Doc. 6). In the 

Answer, LINA admitted that it issued the policy at issue, 

administered the long-term disability claims thereunder, denied 

Plaintiff’s claims for long-term disability benefits, and upheld 

its denial on appeal and appeal review (Id.). Also, LINA 

admitted that it corresponded with the Plaintiff in letters 

dated November 29, 2007, April 17, 2008, and October 15, 2008 

(Id.). In its Answer, the Hertz Corporation admitted that it is 

the Plan Sponsor (Id.). LINA filed its Corporate Disclosure 

Statement which explains that LINA is a 100% wholly owned 

subsidiary of Connecticut General Corporation which is a 100% 

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wholly owned subsidiary of Cigna Holdings Inc., which in turn is 

a 100% wholly owned subsidiary of Cigna Corporation, and Cigna 

Corporation is a publicly traded corporation listed on the New 

York Stock Exchange (Doc. 7). 

 CIGNA Defendants filed a Motion to Dismiss Plaintiff’s 

Complaint pursuant to Federal Rules of Civil Procedure Rules 

12(b)(1), (2), (3) and (6) for lack of personal jurisdiction, 

subject matter jurisdiction, improper venue, and failure to 

state a claim upon which relief can be granted (Doc. 12). CIGNA 

Defendants attached an affidavit explaining that they did not do 

business in the State of Alabama and had no role in the denial 

of Plaintiff’s claim (Doc. 12-2, Ex. B). 

 Plaintiff filed her Response and argues that she should be 

allowed discovery to determine if the CIGNA Defendants “made the 

decision to deny Plaintiff’s claim for benefits or had any part 

in such decision whatsoever” since the resolution of this issue 

is “decisive as to which standard of review governs in this 

case” as discussed in Anderson v. Unum Life Ins. Co. of America, 

414 F.Supp.2d 1079, 1086 (M.D. Ala. 2006) (Doc. 17, p. 2, 6). 

Plaintiff attached letters regarding the policy and decision 

related thereto as Exhibits A-H, setting forth that the letters 

came from CIGNA Defendants and therefore CIGNA Defendants were 

involved in the benefits determination giving rise to this 

action (Doc. 17-2). 

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 CIGNA Defendants filed its Reply and argue that discovery 

to determine the status of the CIGNA Defendants is “premature 

... and a distraction from the simple issue before the Court –

Plaintiff has named incorrect parties to this lawsuit.” (Doc. 

18, p. 2). Second, CIGNA Defendants point out that the letters 

attached as exhibits to Plaintiff’s Response supports CIGNA 

Defendant’s Motion to Dismiss because the footer of the letters 

states as follow (or substantially similar thereto): 

CIGNA and CIGNA Group Insurance are registered service 

marks and refer to various operating subsidiaries of 

CIGNA Corporation. Products and services are provided 

by these subsidiaries and not by CIGNA Corporation. 

These subsidiaries include Life Insurance Company of 

North America, CIGNA Life Insurance Company of New 

York, and Connecticut General Life Insurance Company. 

(Doc. 18, p. 5 citing to Exs. to Doc. 17)(emphasis added). 

Third, the CIGNA Defendants distinguish the Anderson action from 

this one in that in Anderson: 

the primary question regarding standard of review ... 

was whether the entity that made the decision had 

discretionary authority under the Plan to do so. 

Granting the CIGNA Defendants’ motion and dismissing 

them from the case now still allows Plaintiff to argue 

whether LINA had the discretionary authority to make 

the benefits decision at issue. 

(Doc. 18, p. 4)(citation omitted). 

 The Court notes, initially, that “[w]hen considering a 

motion to dismiss, all facts set forth in the plaintiff’s 

complaint ‘are to be accepted as true and the court limits its 

consideration to the pleadings and exhibits attached thereto.’” 

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Grossman v. Nationsbank, N.A., 225 F.3d 1228, 1231 (11th Cir. 

2000) (quoting GSW, Inc. v. Long County, 999 F.2d 1508, 1510 

(11th Cir. 1993)). In order to state a claim for relief, the 

Federal Rules of Civil Procedure state that a pleading must 

contain “a short and plain statement of the claim showing that 

the pleader is entitled to relief.” Fed.R.Civ.P. 8(a)(2). The 

U.S. Supreme Court explained that the purpose of the rule was to 

“give the defendant fair notice of what the plaintiff’s claim is 

and the grounds upon which it rests.” Conley v. Gibson, 355 

U.S. 41, 47 (1957). While factual allegations do not have to 

be detailed, they must contain more than “labels and 

conclusions;” “a formulaic recitation of the elements of a cause 

will not do.” Bell Atlantic Corporation v. Twombley, 550 U.S. 

544, 555 (2007) (citing Papasan v. Allain, 478 U.S. 265, 286 

(1986)). “Factual allegations must be enough to raise a right 

to relief above the speculative level.” Id. (citations 

omitted). “Facts that are ‘merely consistent with’ the 

plaintiff’s legal theory will not suffice when, ‘without some 

further factual enhancement [they] stop short of the line 

between possibility and plausibility of “entitle[ment] to 

relief.”’” Weissman v. National Association of Securities 

Dealers, Inc., 500 F.3d 1293, 1310 (11th Cir. 2007) (quoting 

Twombley, 550 U.S. 557) (quoting DM Research, Inc. v. College of 

American Pathologists, 170 F.3d 53, 56 (1st Cir. 1999)). “Only 

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a complaint that states a plausible claim for relief survives a 

motion to dismiss.” Ashcroft v. Iqbal, — U.S. —, 129 S.Ct. 

1937, 1950 (2009) (citing Twombley, 550 U.S. at 556). “Where 

the well-pleaded facts do not permit the court to infer more 

than the mere possibility of conduct, the complaint has alleged—

but it has not ‘show[n]’—‘that the pleader is entitled to 

relief.’” Iqbal, — U.S. —, 129 S.Ct. at 1950 (quoting 

Fed.R.Civ.P. 8(a)(2)). As noted by the Supreme Court, 

Plaintiffs must “nudge[] their claims across the line from 

conceivable to plausible[; otherwise,] their complaint must be 

dismissed.” Twombley, 550 U.S. at 570. It is noted, however, 

that a complaint may be dismissed, under Federal Rule of Civil 

Procedure 12(b)(6), “on the basis of a dispositive issue of 

law.” Executive 100, Inc. v. Martin County, 922 F.2d 1536, 1539 

(11th Cir.) (citing Neitzke v. Williams, 490 U.S. 319 (1989)), 

cert. denied, 502 U.S. 810 (1991). 

 Courts typically address personal jurisdiction issues 

before subject-matter jurisdiction, failure to state a claim, 

and venue because a “court without personal jurisdiction is 

powerless to take further action.” Posner v. Essex Insurance 

Co., Ltd., 178 F.3d 1209, 1214 n. 6 (11th Cir. 1999); see also 

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Read v. Ulmer, 308 F.2d 915, 917 (5th Cir. 1962)1 (“It would seem 

elementary that if the court has no jurisdiction over a 

defendant, the defendant has an unqualified right to have an 

order entered granting its motion to dismiss.”). 

 A motion to dismiss for lack of personal jurisdiction 

should be “denied if the plaintiff has alleged sufficient facts 

to support a reasonable inference that the defendant can be 

subjected to the jurisdiction of the court.” Jackam v. Hospital 

Corp. of America Mideast, Ltd., 800 F.2d 1577, 1579 (11th Cir. 

1986)(citation omitted). 

 When no evidentiary hearing has been held, the standard by 

which to decide the issue of personal jurisdiction is as 

follows: 

it is the plaintiff's burden to establish a prima 

facie case of personal jurisdiction over a nonresident 

defendant. See Electronics for Imaging, Inc. v. Coyle, 

340 F.3d 1344, 1349 (Fed. Cir. 2003); Meier ex rel. 

Meier v. Sun Int'l Hotels, Ltd., 288 F.3d 1264, 1269 

(11th Cir. 2002). In considering the adequacy of a 

plaintiff's proffer, the Court is constrained to 

accept uncontroverted allegations in the Complaint as 

true and to resolve factual disputes in the 

plaintiff's favor, such that any factual conflict in 

the parties' respective affidavits and other written 

materials must be construed in the light most 

favorable to the plaintiff. See Electronics for 

Imaging, 340 F.3d at 1349; Deprenyl Animal Health, 

 1

 In Bonner v. City of Prichard, 661 F.2d 1206, 1207 (11th 

Cir. 1981) ( en banc ), the Eleventh Circuit adopted as binding 

precedent all decisions of the former Fifth Circuit rendered 

prior to the close of business on September 30, 1981. 

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Inc. v. University of Toronto Innovations Foundation, 

297 F.3d 1343, 1347 (Fed. Cir. 2002); Akro Corp. v. 

Luker, 45 F.3d 1541, 1543 (Fed. Cir. 1995) 

(plaintiff's factual allegations that are not directly 

controverted are taken as true for purposes of 

determining personal jurisdiction). 

HomeBingo Network, Inc. v. Chayevsky, 428 F.Supp.2d 1232, 1240-

41 (S.D. Ala. 2006)(emphasis added). The court may look to the 

following evidence in regards to determining the issue of 

personal jurisdiction: 

affidavits, interrogatories, depositions, oral 

testimony, or any combination of the recognized 

methods of discovery. Washington v. Norton 

Manufacturing Co., 588 F.2d 441, 443 (5th Cir. 1979). 

In considering the evidence, the allegations of the 

complaint, except insofar as controverted by opposing 

affidavits, must be taken as true, and all conflicts 

in the facts must be resolved in favor of the 

plaintiff for purposes of determining whether a prima 

facie case for personal jurisdiction has been 

established. See, Black v. ACME Markets, Inc., 564 

F.2d 681, 683 n. 3 (5th Cir. 1977); C. Wright, A. 

Miller & M. Kane, Federal Practice and Procedure §§ 

1351, 1363 (1969 & Supp. 1984). However, mere 

conclusory statements cannot be relied upon to 

establish the prima facie case on the issue of 

personal jurisdiction. Barrett v. United States, 646 

F.Supp. 1345 (S.D.N.Y. 1986), citing, Newmark v. 

Abeel, 102 F.Supp. 993, 994 (S.D.N.Y. 1952). Mere 

averments of jurisdiction are not enough nor may 

conclusory, unsupported statements contained in 

accompanying affidavits be relied upon to demonstrate 

jurisdiction. Holfield v. Power Chemical Company, 

Inc., 382 F.Supp. 388, 390 (D. Md. 1974). Furthermore, 

affidavits based on personal knowledge are to be 

credited over contradictory allegations based merely 

on information and belief, and facts adduced in 

opposition to jurisdictional allegations are 

considered more reliable than mere contentions offered 

in support of jurisdiction. Barrett, 646 F.Supp. at 

1350. 

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General Elec. Credit Corp. v. Scott's Furniture Warehouse 

Showroom, Inc., 699 F.Supp. 907, 910 (N.D. Ga. 1988)(citation 

omitted; emphasis added). However, “conclusory allegations, 

unwarranted deductions of fact or legal conclusions masquerading 

as facts will not prevent dismissal.” Oxford Asset Mgmt., Ltd. 

v. Jaharis, 297 F.3d 1182, 1188 (11th Cir. 2002), cert. denied 

540 U.S. 872, 124 S.Ct. 205, 157 L.Ed.2d 132 (2003); see Brewer 

v. Transunion, L.L.C., 453 F.Supp.2d 1346, 1347 (S.D. Ala. 2006) 

(quoting Oxford in a case with a motion to dismiss for personal 

jurisdiction). “When a defendant challenges personal 

jurisdiction, the plaintiff has the twin burdens of establishing 

that personal jurisdiction over the defendant comports with (1) 

the forum state's long-arm provision and (2) the requirements of 

the due-process clause of the Fourteenth Amendment to the United 

States Constitution.” Lasalle Bank N.A. v. Mobile Hotel 

Properties, LLC, 274 F.Supp.2d 1293, 1296 (S.D. Ala. 2003) 

(citations omitted). “In Alabama, this two-pronged inquiry 

collapses into a single question because Alabama's long-arm 

provision permits its courts to exercise personal jurisdiction 

to the full extent permitted by the Due Process Clause.” 

HomeBingo, 428 F.Supp.2d at 1242. “Where ... the reach of the 

state long-arm statute is coextensive with the limits of due 

process, these two inquiries coalesce into one.” Id. “Due 

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process authorizes the exercise of personal jurisdiction when 

both (1) the nonresident defendant has purposefully established 

minimum contacts with the forum state; and (2) the exercise of 

jurisdiction will not offend traditional notions of fair play 

and substantial justice.” Id. The nature and quality of the 

contacts depends on whether general or specific jurisdiction has 

been asserted. Consol. Dev. Corp. v. Sherritt, Inc., 216 F.3d 

1286, 1291 (11th Cir. 2000).

 A forum may exercise “general jurisdiction ... over a 

defendant in a suit not arising out of or related to the 

defendant's contacts with the forum.” Helicopteros Nacionales de 

Colombia v. Hall, 466 U.S. 408, 414, 421, 104 S.Ct. 1868, 80 

L.Ed.2d 404 (1984). Also, a forum may exercise specific 

jurisdiction over a “defendant in a suit arising out of or 

related to the defendant's contacts with the forum.” 

Helicopteros, 466 U.S. at 414, n. 8. 

“The due process requirements for general personal 

jurisdiction are more stringent than for specific personal 

jurisdiction, and require a showing of continuous and systematic 

general business contacts between the defendant and the forum 

state.” Brewer v. Transunion, L.L.C., 453 F.Supp.2d 1346, 1348

(S.D. Ala. 2006)(citation omitted). 

 In order to find contacts sufficient for specific 

jurisdiction, the court should look to three factors: (1) the 

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relationship between the contacts and the cause of action, (2) 

the degree to which the defendant “purposefully avail[ed] itself 

of the privilege of conducting activities within the forum,” and 

(3) the degree to which the defendant could “reasonably 

anticipate being haled into court” in the jurisdiction. 

Vermeulen v. Renault, U.S.A., Inc., 985 F.2d 1534, 1546 (11th 

Cir. 1993). If the court finds sufficient minimum contacts in 

determining specific personal jurisdiction, it must then 

determine whether the exercise of personal jurisdiction would 

offend the “traditional conception of fair play and substantial 

justice.” International Shoe Co., v. Washington, 326 U.S. 310, 

320, 66 S.Ct. 154, 160, 90 L.Ed. 95 (1945). 

 ERISA preempts and does not recognize claims based on oral 

representations that contradict unambiguous written plan terms. 

See Alday v. Container Corp. of Am., 906 F.2d 660, 665-66 (11th 

Cir. 1990). “Accordingly, the need to scrutinize plan documents 

in their entirety is crucial, particularly when those documents 

are in the exclusive control of the defendant.” Burks v. 

American Cast Iron Pipe Co., 212 F.3d 1333, 1338 (11th Cir. 

2000)(finding district court erred in granting summary judgment 

against plaintiff where plan documents were necessary, as was 

additional discovery because the documents would determine 

whether ERISA even applied since there was a question as to when 

the plan was enacted and claims accrued). 

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 “Resolution of a pretrial motion that turns on findings of 

fact-for example, a motion to dismiss for lack of personal 

jurisdiction pursuant to Fed.R.Civ.P. 12(b)(2)-may require some 

limited discovery before a meaningful ruling can be made.” 

Chudasama v. Mazda Motor Corp., 123 F.3d 1353, 1367 (11th Cir. 

1997). “On the other hand, the Court recognizes that there may 

be times when it would be an abuse of discretion to allow such 

discovery if there are no legitimate grounds upon which 

jurisdiction could lie.” Steinberg v. Barclay's Nominees 

(Branches) Ltd., 2007 WL 4287662, * 2 (S.D. Fla. Dec. 5, 

2007)(holding that the Steinberg facts were atypical since there 

was no plaintiff client for the attorney to discern information 

from regarding personal jurisdiction of the defendant, and in 

turn the court allowed limited discovery). 

 “[H]olding companies are investment companies for the 

purpose of diversifying risk [and] [a]s such, they do not 

conduct the same business as their subsidiaries and their 

relationship cannot be viewed as one of agency.” Vogt v. 

Greenmarine Holding, LLC, 2002 WL 534542, *7 (N.D. Ga. Feb. 20, 

2002)(citation and quotation omitted). In regards to the parent 

holding company and subsidiary relationship: 

it is well established that as long as a parent and a 

subsidiary are separate and distinct corporate 

entities, the presence of one in a forum state may not 

be attributed to the other ... Generally, a foreign 

parent corporation is not subject to the jurisdiction 

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of a forum state merely because a subsidiary is doing 

business there. Where the subsidiary's presence in the 

state is primarily for the purpose of carrying on its 

own business and the subsidiary has preserved some 

semblance of independence from the parent, 

jurisdiction over the parent may not be acquired on 

the basis of the local activities of the subsidiary 

... in order to gain personal jurisdiction over a 

parent based on the activities of a subsidiary, a 

plaintiff would have to show that the subsidiary's 

existence was simply a formality, and that it was 

merely the parent's agent. 

Id. at *6 (citation and quotation omitted; emphasis added). 

 While Plaintiff cites to Anderson for support that holding 

companies many times have control over the subsidiary to bolster 

the argument that discovery is necessary, even in Anderson, the 

parent and subsidiary were treated as separate entities. 414 

F.Supp. 2d at 1098, n. 16. Also, in Anderson discretionary 

authority was at issue because there was reason to believe the 

holding company exercised authority over the benefits decision 

since the evidence set forth indicated that the parent was 

involved in the benefits determination. Id. at 1086-87. 

Specifically, the policy set forth that the subsidiary had 

authority to determine benefits, while the service agreement 

indicated that the parent was to “[p]rovide comprehensive claims 

management services, including: Review claims and medical files, 

determine if claims are payable, maintain and search databases, 

interview doctors, attorneys, employers and employees and 

process claims for payment” and maintain “the exclusive right to 

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exercise discretion and control over associates performing 

services for [the subsidiary].” Id. Additionally, courts have 

held that additional jurisdictional discovery is not appropriate 

where it is not necessary. See Vogt, 2002 WL 534542 at *7 citing 

to Central States Southeast & Southwest Areas Pension Fund v. 

Reimer Express World Corp., 230 F.3d 934, 946-47 (7th Cir. 2000) 

(holding district court did not abuse its discretion in 

dismissing for lack of personal jurisdiction without allowing 

additional jurisdictional discovery from foreign defendant 

because plaintiff's evidence showed only that the parents were 

affiliated with the subsidiary, not that the parents exercised 

an “unusually high degree of control” over the subsidiary or 

that corporate formalities were not observed); Kelly v. Syria 

Shell Petroleum Development B.V., 213 F.3d 841, 857 (5th Cir. 

2000) (holding same where plaintiffs “offer[ed] nothing to 

support their conclusory assertion they could have established 

evidence to support their alter ego theory had discovery not 

been restricted,” declarations of defendants negated possibility 

of alter ego finding, and plaintiffs did not provide any basis 

to conclude that defendants' deposition testimony would 

contradict their sworn declarations)(emphasis added). 

 CIGNA Defendants cite to Portera v. Winn Dixie of 

Montgomery, Inc., wherein the plaintiff sued the parent company. 

996 F.Supp. 1418, 1423-1424 (M.D. Ala. 1998). The parent 

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defendant company was not licensed to do business in Alabama, 

had no agent for service of process in Alabama, owned no 

property, real or personal in Alabama, had no office, facility 

or store in Alabama, maintained no bank accounts in Alabama, had 

no telephone listings in Alabama, and had not entered into any 

contracts in Alabama. Id. at 1423. Additionally, the parent 

defendant developed a handbook used by the subsidiary, but the 

decision to use the book was deemed by the court as a unilateral 

decision by the third party subsidiary. Id. The Portera court 

cited the Supreme court standard in regards to unilateral 

decisions and personal jurisdiction, as follows: “unilateral 

activity of another party or a third person is not an 

appropriate consideration when determining whether the defendant 

has sufficient contacts with a forum State to justify an 

assertion of jurisdiction.” Helicopteros, 466 U.S. at 417. 

Accordingly, the Portera court held that there was no specific 

personal jurisdiction over the parent company because the 

defendant had “done nothing which link[ed] it to the facts of 

th[e] suit. Id. at 1423. Second, the Portera court found that 

there was no general personal jurisdiction over the parent 

defendant since there was no continuous and systematic business 

contacts where the parent merely “owned a subsidiary in Alabama, 

employed someone who is also employed by the subsidiary, and 

furnished some materials to the subsidiary.” Id. at 1424. 

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 In the present action, Plaintiff has not specified the type 

of jurisdiction sought. Nevertheless, jurisdiction fails under 

either theory. Here, the Plaintiff alleges in the complaint 

that the CIGNA Defendants are an insurance company, underwriter 

and/or claims administrator, exercised authority or control 

respecting the management of disposition of the plan assets, 

and/or provided services to the plan at issue (Doc. 1, pp. 3-4). 

However, CIGNA Defendants specify that both are merely holding 

companies (Doc. 7). In its Answer, LINA specifically admits 

that it issued the policy, administers the long-term disability 

claims thereunder, and that it denied Plaintiff’s claims for 

long-term benefit under the policy as well as reviewed the 

appeal and upheld its appeal decision (Doc. 6, pp. 3-6). Also, 

Hertz Corporation admitted that it was the Plan Sponsor (Doc. 6, 

p. 4). Similar to the Portera case, CIGNA Defendants explained 

they were merely parent holding companies, are not licensed to 

do business in Alabama, have no agents in Alabama, own no 

property in Alabama, have no office in Alabama, maintain no bank 

accounts in Alabama, and have not entered into any contracts in 

Alabama to establish specific personal jurisdiction over either 

of the two entities. 

 Additionally, CIGNA Defendants state that: they did not do 

business in the State of Alabama; they did not issue the policy 

at issue; they did not offer insurance products or services to 

Case 1:10-cv-00573-KD-M Document 21 Filed 03/01/11 Page 16 of 21
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the public; they did not enter into any agency contracts where 

third parties or/agents were to offer insurance products or 

services; they do not conduct or carry business or business 

ventures in Alabama, by mail or otherwise; they have no 

employees in Alabama; they have not entered into any contracts 

or agreements with the Plaintiff or Plaintiff’s former employer, 

The Hertz Corporation; they are not party to any contract or 

policy at issue in this case; they had no role in the denial of 

Plaintiff’s claim; they are not parties to any contract 

performable in whole or in part in Alabama; they have not 

processed, manufactured, or sold any products, materials, or 

things which have been used or consumed in Alabama in the 

ordinary course of commerce, trade, or use; they have not issued 

any products or services in relation to the disability coverage 

offered by LINA; and they have not appointed or employed any 

agents on their behalf to issue disability insurance or 

coverages in the Alabama or the disability policy at issue in 

this action (Doc. 12-2, Ex. B). At best, CIGNA Defendants, 

like the parent defendant in Portera, own a subsidiary who is 

subject to the jurisdiction of the court where the suit has been 

filed. Therefore, it appears that CIGNA Defendants do not have 

continuous and systematic business contacts in the state of 

Alabama to give rise to general personal jurisdiction. 

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 Plaintiff attached letters as evidence to demonstrate CIGNA 

Defendants’ specific involvement with the claims made by 

Plaintiff (Doc. 17-1). However, LINA in its Answer admits that 

it wrote the letters dated November 29, 2007 (Ex. C), April 17, 

2008 (Ex. G), and October 15, 2008 (Ex. H). These letters, 

respectively, denied Plaintiff’s claim of benefits, upheld the 

decision to deny the claim, and reviewed the appeal and upheld 

the appeal decision. Second, CIGNA Defendants point out that 

all the letters themselves explain that services and products 

are not provided by CIGNA Corporation and the use of the words 

“CIGNA” and “CIGNA Group Insurance” are registered service marks 

and refer to actual subsidiaries (see footer of Docs. 17-1). 

Even though Plaintiff presumes without any proof that CIGNA 

Group is a shell company, besides the use of the words “CIGNA” 

and “CIGNA Group Insurance” as registered marks, nothing else in 

the letters refer specifically to the CIGNA Corporation or CIGNA 

Holdings Inc. Third, merely because CIGNA Corporation and CIGNA 

Holdings Inc. are holding companies of LINA, this relationship 

is not enough to establish that the CIGNA Defendants were 

involved in the denial of Plaintiff’s claims, in the appeal or 

review of the appeal. As the Vogt court explained, holding 

companies do not conduct the same business as their 

subsidiaries, but rather are investment companies. Vogt, 2002 

WL 534542 at *7. Plaintiff fails to offer proof that the CIGNA 

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Defendants exercised an unusually high degree of control over 

its subsidiary, or that the subsidiary acted merely as an agent. 

Rather, Plaintiff merely hopes to prove CIGNA Defendants’ 

control with discovery. See Vogt, 2002 WL 534542 at *7. 

Plaintiff makes the conclusory statement that CIGNA Defendants 

may have exercised control or may have had some role in the 

benefits decision process. However, CIGNA Defendants 

specifically state that they did not have any role in the 

benefits determination process, and Plaintiff offers no evidence 

contrary thereto. Affidavits based on personal knowledge are 

credited over contradictory allegations based on belief. General 

Elec. Credit Corp., 669 F.Supp. at 910. Plaintiff has not 

provided any basis to suspect that CIGNA Defendants’ testimony 

in the future would contradict their sworn affidavit. See Kelly, 

213 F.3d at 857. Plaintiff has not proffered sufficient reasons 

or evidence to warrant any discovery on the personal 

jurisdiction issue. Furthermore, since the Court finds that 

there is no personal jurisdiction, the other grounds asserted in 

the Motion to Dismiss have not been addressed. 

 In conclusion, for the reasons set out above, the Court 

finds that there is no personal jurisdiction over the CIGNA 

Defendants and, therefore, it is RECOMMENDED that Defendants' 

Motion to Dismiss (Doc. 12) be granted and that Defendants CIGNA 

Case 1:10-cv-00573-KD-M Document 21 Filed 03/01/11 Page 19 of 21
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Corporation and CIGNA Holdings, Inc. be dismissed from this 

action. 

MAGISTRATE JUDGE'S EXPLANATION OF PROCEDURAL RIGHTS 

AND RESPONSIBILITIES FOLLOWING RECOMMENDATION 

AND FINDINGS CONCERNING NEED FOR TRANSCRIPT

1. Objection. Any party who objects to this recommendation or 

anything in it must, within fourteen days of the date of service 

of this document, file specific written objections with the 

clerk of court. Failure to do so will bar a de novo

determination by the district judge of anything in the 

recommendation and will bar an attack, on appeal, of the factual 

findings of the magistrate judge. See 28 U.S.C. § 636(b)(1)(C); 

Lewis v. Smith, 855 F.2d 736, 738 (11th Cir. 1988); Nettles v. 

Wainwright, 677 F.2d 404 (5th Cir. Unit B, 1982)(en banc). The 

procedure for challenging the findings and recommendations of 

the magistrate judge is set out in more detail in SD ALA LR 72.4 

(June 1, 1997), which provides that: 

A party may object to a recommendation entered by a 

magistrate judge in a dispositive matter, that is, a matter 

excepted by 28 U.S.C. § 636(b)(1)(A), by filing a 

"Statement of Objection to Magistrate Judge's 

Recommendation" within fourteen days after being served 

with a copy of the recommendation, unless a different time 

is established by order. The statement of objection shall 

specify those portions of the recommendation to which 

objection is made and the basis for the objection. The 

objection party shall submit to the district judge, at the 

time of filing the objection, a brief setting forth the 

party's arguments that the magistrate judge's 

recommendation should be reviewed de novo and a different 

disposition made. It is insufficient to submit only a copy 

of the original brief submitted to the magistrate judge, 

although a copy of the original brief may be submitted or 

referred to and incorporated into the brief in support of 

the objection. Failure to submit a brief in support of the 

objection may be deemed an abandonment of the objection. 

 A magistrate judge's recommendation cannot be appealed to a 

Court of Appeals; only the district judge's order or judgment 

can be appealed. 

2. Transcript (applicable where proceedings tape recorded).

Pursuant to 28 U.S.C. § 1915 and Fed.R.Civ.P. 72(b), the 

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21 

magistrate finds that the tapes and original records in this 

action are adequate for purposes of review. Any party planning 

to object to this recommendation, but unable to pay the fee for 

a transcript, is advised that a judicial determination that 

transcription is necessary is required before the United States 

will pay the cost of the transcript. 

 Done this 1st day of March, 2011. 

 s/BERT. W. MILLING, JR.

 UNITED STATES MAGISTRATE JUDGE 

 

Case 1:10-cv-00573-KD-M Document 21 Filed 03/01/11 Page 21 of 21