The opinion of the court was delivered by: Robert Holmes Bell United States District Judge
This matter comes before the Court on Defendant Boar's Head Provisions Co., Inc.'s ("Boar's Head") motion to dismiss Plaintiffs' state law claims, or, in the alternative, for summary judgment and to strike class action allegations. (Dkt. No. 12.) For the reasons that follow, Defendant's motion will be granted.
In this action Plaintiffs have alleged a claim for unpaid wages under both the federal Fair Labor Standards Act (FLSA), 29 U.S.C. §§ 201-219, and the Michigan Minimum Wage Law (MMWL), Mich. Comp. Laws §§ 408.381-.398. Plaintiffs have also alleged state common law claims for breach of contract and unjust enrichment, and have requested class certification of their state law claims.
Defendant has moved for dismissal of Plaintiffs' state law claims pursuant to Rule 12(b)(6) of the Federal Rules of Civil Procedure for failure to state a claim upon which relief can be granted. "'[T]o survive a motion to dismiss, the complaint must contain either direct or inferential allegations respecting all material elements to sustain a recovery under some viable legal theory.'" In re Travel Agent Com'n Antitrust Litig., 583 F.3d 896, 903 (6th Cir. 2009) (quoting Eidson v. State of Tenn. Dep't of Children's Servs., 510 F.3d 631, 634 (6th Cir. 2007)). In reviewing the motion, the Court must "'construe the complaint in the light most favorable to the plaintiff, accept its allegations as true, and draw all reasonable inferences in favor of the plaintiff,'" but "'need not accept as true legal conclusions or unwarranted factual inferences.'" Hunter v. Sec'y of U.S. Army, 565 F.3d 986, 992 (6th Cir. 2009) (quoting Jones v. City of Cincinnati, 521 F.3d 555, 559 (6th Cir. 2008)). The complaint's factual allegations must be enough to "'raise a right to relief above the speculative level,'" and "'state a claim to relief that is plausible on its face.'" In re Travel Agent Com'n, 583 F.3d at 903 (quoting Bell Atl. v. Twombly, 550 U.S. 544, 570 (2007)).
"If, on a motion under Rule 12(b)(6) or 12(c), matters outside the pleadings are presented to and not excluded by the court, the motion must be treated as one for summary judgment under Rule 56." Fed. R. Civ. P. 12(d). However, "documents that a defendant attaches to a motion to dismiss are considered part of the pleadings if they are referred to in the plaintiff's complaint and are central to [the plaintiff's] claim." Weiner v. Klais & Co., Inc., 108 F.3d 86, 89 (6th Cir. 1997) (quoting Venture Assocs. Corp. v. Zenith Data Sys. Corp., 987 F.2d 429, 431 (7th Cir. 1993)). Defendant has attached exhibits to its brief in support of its motion to dismiss or for summary judgment. Exhibits A through D are copies, in English and in Spanish, of the employee handbook and Policy No. 0101.20, both of which were referenced in Plaintiffs' complaint. (See Compl. ¶¶ 22, 34, 49.) The Court has not considered Exhibits E through L. Accordingly, the Court will treat this motion as a motion to dismiss pursuant to Rule 12(b)(6) rather than as a motion for summary judgment pursuant to Rule 56.
In Count II of their complaint, Plaintiffs allege that Defendant "breached the employee manual by failing to comply with promised terms and conditions of employment, particularly, by not paying proper double-time for the seventh consecutive day of work and holidays, and not paying proper overtime." (Compl. ¶ 62.) Defendant moves for dismissal of Plaintiffs' breach of contract claim based upon its contention that the employee handbook cannot be construed as creating a contract.
Under Michigan law, written statements in a company policy and procedure manual can give rise to contractual obligations on the part of the employer. See Toussaint v. Blue Cross & Blue Shield, 292 N.W.2d 880, 890 (1990).*fn1 Michigan cases have repeatedly held, however, that an employee handbook "will not create enforceable rights when the handbook expressly states that such provisions are not intended to create an employment contract." Lytle v. Malady, 579 N.W.2d 906, 913 (Mich. 1998) (citing Heurtebise v. Reliable Bus. Computers, Inc., 550 N.W.2d 243 (Mich. 1996)); see also Highstone v. Westin Eng'g, Inc., 187 F.3d 548, 552 (6th Cir. 1999) (declining to find a contractual obligation where the handbook stated that "[i]t is not a contract with any employee"); Blake v. Mesaba Airlines, No. 99-1437, 2000 WL 712384, at *1-4 (6th Cir. May 24, 2000) (holding that an employee handbook containing an express disclaimer of contractual intent and an express reservation of the right to amend could not support a breach of contract claim).
The Boar's Head employee handbook states that it is only intended to provide guidelines, that it is subject to change without notice, and that it is not an employment contract.*fn2 The handbook cannot support a claim for breach of contract.
In response, Plaintiffs contend that Defendant mischaracterized their breach of contract claim. Plaintiffs contend that contrary to Defendant's assertions, their breach of contract claim is not limited to promises made in the employee handbook. Plaintiffs point out that their complaint also references Policy No. 0101.20, and alleges that Defendant made "made representations regarding employment," and "verbal offers." (Compl. ¶¶ 49, 59, 61.)
Plaintiffs' response mischaracterizes the nature of the breach of contract claim set forth in their complaint. Plaintiffs' allegation that Defendant made representations regarding employment is followed by statement, "[s]pecifically, Defendant agreed to abide by the terms of the 'Employee Manual.'" (Compl. ¶ 60.) Plaintiffs' complaint then alleges that "based on this agreement [the Employee Manual] and verbal offers," Plaintiffs worked in excess of forty hours per week, but did not receive wages as per the agreement. (Compl. ¶ 61.) The following two paragraphs also focus on the manual or handbook:
62. Defendant breached the employee manual by failing to comply with the promised terms and conditions of employment, particularly, by not paying proper double-time for the seventh consecutive day ...