IN RE: GLAXOSMITHKLINE ERISA LITIG. CHARLES J. GUM, on Behalf of Himself and a Class of Persons Similarly Situated, MARILYN S. HAYES, Plaintiffs-Appellants, v. GLAXOSMITHKLINE RETIREMENT SAVINGS PLAN COMMITTEE, ANDREW WITTY, JEAN-PIERRE GARNIER, JULIAN HESLOP, MONCEF SLAOUI, CHRISTOPHER VIEHBACHER, CHRISTOPHER GENT, ROY ANDERSON, STEPHANIE BURNS, LAWRENCE CULP, CRISPIN DAVIS, DERYCK MAUGHAN, JAMES MURDOCH, DANIEL PODOLSKY, IAN PROSSER, RONALDO SCHMITZ, TOM DE SWAAN, ROBERT WILSON, MICHELLE KILLIAN, JUDITH M. LYNCH, GLAXOSMITHKLINE LLC, DAVID DOWNES, ROGER EMERSON, MICHAEL CORRIGAN, ELEANOR BARGER, EILEEN C. LEAHY, MICHAEL J. SMITHWICK, SARAH-JANE CHILVER-STAINER, MORIA BECKWITH, PHILIP DRIVER, CHARLES KELLY, WILLIAM SHULBY, STEPHEN BURR, BILL MILLS, NANCY MARSH, DAVID J. JONES, FABRICE ENDERLIN, CATHRYN CAMPBELL, JAN FENTON, ANN KUHNEN, STEPHEN ETHRIDGE, WILLIAM MOSHER, IAN CARDWELL, DIANA CONRAD, BEVERLY E. MORGAN, STUART HEBPURN, DOES, 1-50, Defendants-Appellees, GLAXOSMITHKLINE PLC, DOES, 1-30, Defendants., 494 Fed. Appx. 172
Summary
Plaintiffs claimed that defendants breached their fiduciary duties by offering an investment option in a company stock fund. The terms of the plans, at a minimum, strongly favored that the fund be offered as an option to employees, e.g., the plans denominated the fund as the default investment and presupposed a fund option in sections governing withdrawals, exchange offers, and reinvestment of dividends. Because the plans' terms strongly favored an investment option in company stock, plaintiffs had to plead that the company faced a "dire situation" to state a claim that defendants abused their discretion by continuing to offer the option. Far worse prospects than those alleged were necessary to state an ERISA prudence claim against defendants; thus, plaintiffs' breach of the duty of prudence claim failed. The statements cited by plaintiffs were not made by the company in its capacity as plan administrator and thus were not actionable under ERISA. To the extent certain communications ...