The full case caption appears at the
end of this opinion. Easterbrook, Circuit Judge. Elite Erectors, whichinstalled skylights, was obliged under collectivebargaining agreements to contribute to the SheetMetal Workers’ National Pension Fund and othertrusts covered by ERISA. When Elite went out ofbusiness it owed plaintiffs (collectively “theFunds”) about $18,000. ERISA allows litigation “inthe district where the plan is administered,where the breach took place, or where a defendantresides or may be found”. 29 U.S.C.sec.1132(e)(2). Plaintiffs, which areadministered in Alexandria, Virginia, filed theirsuit in the United States District Court for theEastern District of Virginia. Elite Erectorsdefaulted. Before the district court enteredjudgment, the Funds amended their complaint toname Skylight Consultants of America, Inc., andMary Lowry as Elite’s alter egos. Skylight andLowry also defaulted, and the district courteventually entered judgment holding all threejointly and severally liable to the Funds. Just as they had ignored the suit, Elite,Skylight, and Lowry ignored the judgment: theyneither appealed nor paid. After registering thejudgment in the United States District Court forthe Southern District of Indiana, where Lowrylives and Skylight carries on a business, see 28U.S.C. sec.1963, the Funds initiated collectionproceedings. At last stirred to action, Skylightand Lowry (who, unlike Elite, are solvent) fileda motion under Fed. R. Civ. P. 60(b)(4), askingthe district judge in Indiana to declare theVirginia judgment void because, they asserted,the Eastern District of Virginia lacked personaljurisdiction over them. Skylight and Lowry didnot deny that they had been served with processbut observed that neither carried on any businessin Virginia. This much the Funds concede; theyrely, however, on another portion ofsec.1132(e)(2), which says that in a collectionaction by a pension or welfare plan “process maybe served in any other district where a defendantresides or may be found.” That nationwide-serviceclause enabled the Eastern District of Virginiato acquire personal jurisdiction, the Fundscontended, and required Skylight and Lowry tolitigate in Virginia whether they were Elite’salter egos. But the district judge in Indianaconcluded that Skylight and Lowry could bedefendants in Virginia only if they actually wereElite’s alter egos. Just as Skylight and Lowryhad declined to join issue on that subject inVirginia, the Funds declined to join issue inIndiana, deeming the subject foreclosed by theVirginia judgment. Considering only the argumentsand evidence presented by Skylight and Lowry, thedistrict judge in Indiana concluded that theywere not Elite’s alter egos and therefore had notbeen subject to suit in Virginia. 46 F. Supp. 2d852, reconsideration denied, 64 F. Supp. 2d 839(1999). Because the Virginia court lackedpersonal jurisdiction over Skylight and Lowry,the Indiana judge held, its judgment is void withrespect to them. Logically the first question is whether adistrict court in which a judgment is registeredunder sec.1963 may modify or annul that judgmentunder Rule 60(b). Some courts have held that thefinal sentence of sec.1963 para.1–”A judgment soregistered shall have the same effect as ajudgment of the district court of the districtwhere registered and may be enforced in likemanner.”–means that the original judgmentbecomes a judgment of the court in which it hasbeen registered, and therefore may be modified orset aside by the court of registration. SeeRector v. Peterson, 759 F.2d 809 (10th Cir.1985); Covington Industries, Inc. v. ResintexA.G., 629 F.2d 730 (2d Cir. 1980). But sec.1963does not say that the original judgment becomesa local one; it says that the original judgmenthas the effect of a local judgment. This is asubstantial difference, because the registeredjudgment does not lose its existence in the courtthat rendered the decree. Could the SouthernDistrict of Indiana tell the Eastern District ofVirginia that it may not enforce its own judgmentif, for example, Skylight or Lowry should haveassets in Virginia? A judgment may be registeredin many districts, see Charles Alan Wright,Arthur R. Miller & Mary Kay Kane, 11 FederalPractice and Procedure sec.2787 (2d ed. 1995),and it would not make much sense to allow each ofthese districts to modify the judgment under Rule60(b), potentially in different ways. Rector andCovington state a minority view. Other circuitsconclude (with the support of Wright & Miller,Federal Practice at sec.2865) that requests formodification under Rule 60(b) must be presentedto the rendering court. E.g., Indian HeadNational Bank of Nashua v. Brunelle, 689 F.2d 245(1st Cir. 1982); First Beverages, Inc. v. RoyalCrown Cola Co., 612 F.2d 1164, 1172 (9th Cir.1980). This circuit is among the majority thatrequire Rule 60(b) motions to be presented to therendering court. Fuhrman v. Livaditis, 611 F.2d203, 204-05 (7th Cir. 1979). Cf. Harris Trust &Savings Bank v. Ellis, 810 F.2d 700, 705-06 (7thCir. 1987). None of the parties alerted the district judgeto Fuhrman and similar cases; the Funds did notquestion the employment of Rule 60(b)(4), onlythe district court’s conclusion that the EasternDistrict of Virginia lacked jurisdiction overSkylight and Lowry. Still, the Southern Districtof Indiana was free to disregard the judgment,without formally annulling it under Rule60(b)(4), if the rendering court lackedjurisdiction. Adam v. Saenger, 303 U.S. 59, 62(1938); Hanes Supply Co. v. Valley EvaporatingCo., 261 F.2d 29 (5th Cir. 1958). A motion in theregistration court under Rule 60(b)(4) isfunctionally identical to a motion to precludeenforcement under Adam; perhaps this is why In reJoint Eastern & Southern District AsbestosLitigation, 22 F.3d 755, 762 n.15 (7th Cir.1994), approved the practice. Whether or not thedistrict court enters an order under Rule60(b)(4), principles of issue preclusion wouldprevent relitigation of the jurisdictionalquestion in other courts of registration. “A party that simply refuses to appear maycontend in a later case that the first tribunallacked jurisdiction–though jurisdiction is theonly issue thus preserved, and if the first courthad jurisdiction then the judgment must beenforced. See Earle v. McVeigh, 91 U.S. 503, 507(1875); Williams v. General Electric Capital AutoLease, Inc., 159 F.2d 266 (7th Cir. 1998);Metropolitan Life Insurance Co. v. Cammon, 929F.2d 1220, 1222-23 (7th Cir. 1991). . . .[O]therwise a court that lacked jurisdictioncould strong-arm a party to litigate the subject,decide in favor of its own power, and thus blockany review of its adjudicatory competence.”United States v. Cook County, 167 F.3d 381, 388(7th Cir. 1999) (emphasis in original). Skylightand Lowry, who did not appear in the Virginiaaction, therefore are entitled to resistenforcement in Indiana if, but only if, theUnited States District Court for the EasternDistrict of Virginia lacked personal or subject-matter jurisdiction. The district judge in Indiana concluded thatpersonal jurisdiction could be established inVirginia only if Skylight and Lowry were Elite’salter egos, as the Funds’ complaint asserted.This interprets sec.1132(e)(2) as if it allowednationwide service (and thus personaljurisdiction) only with respect to “employers”or, more generally, “persons liable under ERISA” — astep that would conflate jurisdiction with themerits. Section 1132(e)(2) does not say this; itprovides nationwide service to bring “adefendant” into the action. Whether the defendantis liable under ERISA is the subject to belitigated following service; it is not acondition precedent to personal jurisdiction. TheIndiana judge gave an unnatural reading tosec.1132(e)(2) in order to avoid what heperceived to be a constitutional problem.Ambiguous language that is constitutional whenread one way and unconstitutional when readanother properly may be understood the first way;judges assume that Congress did not set out totransgress constitutional limits. But theconstitutional penumbra is large; almost anystatute can be thought to raise “constitutionalissues,” and treating these as license to rewritethe law would divest Congress of effectivelawmaking power. Judges therefore must notmanufacture ambiguity or disregardstraightforward language. United States v.Marshall, 908 F.2d 1312, 1318 (7th Cir. 1990) (enbanc), affirmed under the name Chapman v. UnitedStates, 500 U.S. 453, 464 (1991). “[A]voidance ofa difficulty will not be pressed to the point ofdisingenuous evasion.” Rust v. Sullivan, 500 U.S.173, 191 (1991). Section 1132(e)(2) does notrequire or tolerate creative interpretation.”Defendant” means defendant; Skylight and Lowrywere defendants in the Virginia action and wereserved with process under sec.1132(e)(2); thedistrict court therefore had personaljurisdiction unless sec.1132(e)(2) violates theConstitution. Three other circuits have held thatsec.1132(e)(2) and its counterpart 29 U.S.C.sec.1451(d) (which applies exclusively to multi-employer plans such as the Funds) comport withall constitutional requirements. UnitedElectrical Workers v. 163 Pleasant Street Corp.,960 F.2d 1080, 1085 (1st Cir. 1991); IUE AFL-CIOPension Fund v. Herrmann, 9 F.3d 1049, 1056-57(2d Cir. 1993); Bellaire General Hospital v. BlueCross Blue Shield of Michigan, 97 F.3d 822, 825-26 (5th Cir. 1996). Cf. Republic of Panama v.BCCI Holdings (Luxembourg) S.A., 119 F.3d 935,942-48 (11th Cir. 1997) (holding sec.1132(e)(2)valid unless it causes a “severe disadvantage” todefendant). Although we have not previouslyaddressed this question under ERISA, we haveconcluded that nationwide service under otherstatutes is proper, as long as the defendantshave adequate contacts with the United States asa whole. E.g., United Rope Distributors, Inc. v.Seatriumph Marine Corp., 930 F.2d 532, 534 (7thCir. 1991) (admiralty); Lisak v. MercantileBancorp, Inc., 834 F.2d 668, 671-72 (7th Cir.1987) (RICO); Fitzsimmons v. Barton, 589 F.2d 330,332-34 (7th Cir. 1979) (securities laws). UnitedStates v. Union Pacific R.R., 98 U.S. 569, 603-04(1878), holds that Congress may make a court inWashington, D.C., the exclusive forum for certainclaims arising under federal law, which makes ithard to see how litigation across the Potomac inAlexandria–part of the District until itsretrocession to Virginia in 1847–could beunconstitutional. One court of appeals recently disagreed. Relyingprincipally on a passage in Omni CapitalInternational v. Rudolf Wolff & Co., 484 U.S. 97,104 (1987), the tenth circuit has concluded thatthe defendant must have adequate contacts withthe federal district in which the litigation willoccur, and not just with the United States as awhole. Peay v. Bellsouth Medical Assistance Plan,205 F.3d 1206 (10th Cir. 2000). Recognizing thatthere were many contrary decisions, Peaydisagreed particularly with In re FederalFountain, Inc., 165 F.3d 600 (8th Cir. 1999) (enbanc) (bankruptcy law), and Bellaire. Although wehave given its analysis respectful attention,Peay does not persuade us to abandon Fitzsimmonsand its successors in and out of this circuit. Linking personal jurisdiction to a defendant’s”contacts” with the forum developed in statelitigation. Due process limitations onadjudication in state courts reflect not so muchquestions of convenience as of jurisdictionalpower. Barrow, Alaska, is farther from Juneauthan Indianapolis is from Alexandria, and travelfrom Barrow to Juneau is much harder than istravel from Indianapolis to Alexandria (there areno highways and no scheduled air service fromBarrow to anywhere), yet no one doubts that theConstitution permits Alaska to require any of itscitizens to answer a complaint filed in Juneau,the state capital, just as the United Statesconfines some kinds of federal cases toWashington, D.C., on the eastern seaboard.Conversely Kentucky’s proximity to southernIndiana (Louisville would be more convenient forresidents of New Albany than tribunals inIndianapolis) does not permit Kentucky toadjudicate the rights of people who have nevervisited that state or done business there; itssovereignty stops at the border. Limitations onsovereignty, and not the convenience ofdefendants, lie at the core of cases such asBurger King Corp. v. Rudzewicz, 471 U.S. 462(1985), and World-Wide Volkswagen Corp. v.Woodson, 444 U.S. 286 (1980), and their manypredecessors. No limitations on sovereignty come into play infederal courts when all litigants are citizens.It is one sovereign, the same “judicial Power,”whether the court sits in Indianapolis orAlexandria. Peay did not deny this. Instead itrelied on the observation in Omni Capital, 484U.S. at 104, that restrictions on stateadjudication enable litigants to preserve theirliberty and property from arbitrary confiscation.No one doubts this; Congress could violate thedue process clause by requiring all federal casesto be tried in Adak (the westernmost settlementin the Aleutian Islands), because transportationcosts easily could exceed the stakes and make theoffer of adjudication a mirage. But thisprinciple is unrelated to any requirement that adefendant have “contacts” with a particularfederal judicial district and does not blocklitigation in easy-to-reach forums. A defendantwho lives in Springfield, in the territory of theUnited States District Court for the CentralDistrict of Illinois, may be required to defendin Chicago (part of the Northern District)without any constitutional objection on theground of undue inconvenience–even if thedefendant has never been to Chicago and has no”contacts” with the Northern District–just asIllinois could allocate the bulk of litigationamong its citizens to Chicago (or requireresidents of Chicago to visit Springfield, wherethe Supreme Court of Illinois sits). Congress has not sought to throw litigants’convenience to the winds or use transportationcosts to resolve small-stakes cases by default.Venue under 28 U.S.C. sec.1391 usually respectsdefendants’ interests. See Stafford v. Briggs,444 U.S. 527 (1980). Even when Congress departsfrom sec.1391 by allowing venue in the districtof the plaintiff’s business or residence,defendants’ legitimate interests are protected by28 U.S.C. sec.1404(a): “For the convenience ofparties and witnesses, in the interest ofjustice, a district court may transfer any civilaction to any other district or division where itmight have been brought.” Easy airtransportation, the rapid transmission ofdocuments, and the abundance of law firms withnationwide practices, make it easy these days forcases to be litigated with little extra burden inany of the major metropolitan areas. IfAlexandria was particularly inconvenient forSkylight and Lowry–and if it was “in theinterest of justice” for the Funds to bear theincremental burden of litigating in Indiana,rather than for Skylight and Lowry to bear theincremental burden of litigating in Virginia–then a motion under sec.1404(a) would have beenin order. Counsel for Skylight and Lowry couldhave filed the motion by mail, without steppingoutside the Southern District of Indiana.Moreover, if defending in Alexandria imposedextra costs on Skylight and Lowry, and if, asthey say, the Funds hadn’t a leg to stand onsubstantively, then Skylight and Lowry could havelitigated on the Funds’ dime–for prevailingparties in ERISA collection actions recover theattorneys’ fees necessary to fend off weakclaims. 29 U.S.C. sec.1132(g). Because 28 U.S.C.sec.1404 and 29 U.S.C. sec.1132(g) protectdefendants’ interests, sec.1132(e)(2) comportswith the Constitution and provided the EasternDistrict of Virginia with personal jurisdictionover Skylight and Lowry even on the assumptionthat neither has any “contacts” with Virginia. Although Skylight and Lowry persuaded theIndiana court that the Virginia court lackedpersonal jurisdiction over them, their argumentson appeal center on subject-matter jurisdiction.Invoking Peacock v. Thomas, 516 U.S. 349 (1996),and Levit v. Ingersoll Rand Financial Corp., 874F.2d 1186, 1192-94 (7th Cir. 1989), they contendthat state rather than federal law governsvicarious liability for debts under ERISA. Cf.Kokkonen v. Guardian Life Insurance Co., 511 U.S.375 (1994). If their liability turns on statelaw, then the Virginia court may have lackedsubject-matter jurisdiction over them–for,although the parties may be of diversecitizenship, the amount in controversy does notexceed $75,000. See 28 U.S.C. sec.1332. We say”may have” because the Funds’ claim against Eliteunquestionably arose under federal law, and 28U.S.C. sec.1367(a) creates supplementaljurisdiction over claims against other defendantsto the extent that they “are so related to claimsin the action within such original jurisdictionthat they form part of the same case orcontroversy under Article III of the UnitedStates Constitution.” See Stromberg Metal Works,Inc. v. Press Mechanical, Inc., 77 F.3d 928 (7thCir. 1996). We need not decide, however, whetherthe claim against Elite, Skylight, and Lowry wasa single controversy, because the Funds’entitlements vis … vis Skylight and Lowryindependently arise under ERISA. Peacock concludes that efforts to hold corporateofficers vicariously liable for their firms’pension debts arise under state rather thanfederal law, and that an effort to “pierce thecorporate veil” to collect a judgment under ERISAtherefore belongs in state court. Several of ourdecisions remark that this conclusion does notaffect supplemental jurisdiction under sec.1367.Thus federal courts may entertain vicarious-liability theories in a single suit. Peacock islimited, we have held, to successive litigation.Wilson v. Chicago, 120 F.3d 681, 683-85 (7th Cir.1997); see also Citizens Electric Corp. v.Bituminous Fire & Marine Insurance Co., 68 F.3d1016 (7th Cir. 1995). But there is a deeperproblem with defendants’ position–they do notappreciate the difference between vicarious anddirect liability. Efforts to pierce the corporate veil ask acourt to hold A vicariously liable for B’s debt.If federal law does not establish vicariousliability, then the request must rest on statelaw; what other source could it have? But acontention that A is B’s “alter ego” asserts thatA and B are the same entity; liability then isnot vicarious but direct. Varity Corp. v. Howe,516 U.S. 489, 492 (1996) (applying thisprinciple, initially developed in federal laborlaw, to ERISA litigation); Central States PensionFund v. Central Transport, Inc., 85 F.3d 1282,1286-87 (7th Cir. 1996). See also, e.g., HowardJohnson Co. v. Hotel Employees, 417 U.S. 249, 259n.5 (1974); United States v. Vitek Supply Corp.,151 F.3d 580, 584-85 (1998); Reich v. Sea SpriteBoat Co., 50 F.3d 413 (7th Cir. 1995). Allliability under ERISA is federal; a claim “arisesunder” federal law when federal law creates theright of action, see Merrell Dow PharmaceuticalsInc. v. Thompson, 478 U.S. 804, 808 (1986), andthe Funds contended in Virginia that they wereentitled to collect under ERISA. Consider, for example, the situation in UnitedStates v. Bestfoods, 524 U.S. 51 (1998): theUnited States claimed that Bestfoods, parentcorporation to the operator of a polluted site,was obliged to clean up that site. The Courtreplied that if the parent corporation justoperated a subsidiary that owned pollutingassets, then it would be liable only if thecorporate veil could be pierced; but if theparent actively exercised control over the assetsthemselves, then it would be directly liableunder federal law. Even veil-piercing likelywould be subject to federal law–though the Courtreserved the possibility that federal law wouldbe based on state-law principles. 524 U.S. at 63-64 n. 9. But when the parent and subsidiary arejust alter egos, then everything depends on, andthe claim arises under, federal law. Just sohere. The Funds claimed in Virginia that ERISArequired Skylight and Lowry to pay them about$18,000. That may be right or wrong under ERISA,but it was a federal rather than a state-lawclaim. Skylight and Lowry have one final sally: evenif a contention that defendants are alter egos ofan employer (and thus employers themselves)arises under ERISA, the Funds’ complaint inVirginia did not allege all components of alterego status. This supposes that complaints mustallege each “element” of a “cause of action,” thenorm in code pleading. But we have rejected thisproposition for federal litigation in general,and ERISA in particular. Bartholet v. ReishauerA.G. (Z�rich), 953 F.2d 1073, 1077-78 (7th Cir.1992). See also, e.g., Walker v. NationalRecovery, Inc., 200 F.3d 500 (7th Cir. 1999);Bennett v. Schmidt, 153 F.3d 516 (7th Cir. 1998).A complaint just initiates a case; it need notset out all of the applicable law or facts,provided it notifies the defendant of the claim’snature. Fed. R. Civ. P. 8. Even if the Funds’complaint was subject to dismissal under Fed. R.Civ. P. 12(b)(6), that shortcoming would not haveaffected the district court’s subject-matterjurisdiction. Skylight and Lowry appear tobelieve that whenever a claim flops, it alsofalls out of federal jurisdiction. That’s not so;there is a gulf between “deficient” and “toofeeble to invoke federal jurisdiction.” Steel Co.v. Citizens for a Better Environment, 523 U.S.83, 89-90 (1998); Bell v. Hood, 327 U.S. 678,682-83 (1946). Perhaps the Funds would not havebeen able to prove that Elite, Skylight, andLowry are just different manifestations of thesame entity. Cf. Papa v. Katy Industries, Inc.,166 F.3d 937 (7th Cir. 1999) (defining the extentof a single employer for purposes of employment-discrimination law). But defendants did not putthe Funds to their proof, and the complaint isnot so loopy that it failed to establish federalsubject-matter jurisdiction. Because the Virginiadistrict court had jurisdiction, the Indianadistrict court must enforce the judgment. Reversed and Remanded
Board of Trustees, Sheet Metal Workers’ Nat’l Pension Fund v. Elite Erectors, Inc. In the United States Court of Appeals for the Seventh Circuit Board of Trustees, Sheet Metal Workers’ National Pension Fund, et al., Plaintiffs-Appellants, v. Elite Erectors, Inc., Skylight Consultants of America, Inc., and Mary Lowry, Defendants-Appellees. No. 99-3410 Appeal from the United States District Court for the Southern District of Indiana, Indianapolis Division. No. IP 98-298-C H/G–David F. Hamilton, Judge. Argued: March 30, 2000 Decided: May 16, 2000 Before: Harlington Wood, Jr., Easterbrook, and Kanne, Circuit Judges.
