Bankruptcy Proof of Claim is Final Judgment
A union pension fund sued a limited liability company alleging it was the alter ego of the corporation that had ceased making fringe benefit payments to a multi-employer pension plan. The fund sought to recover withdrawal liability the corporation allegedly owed pursuant to the Employee Retirement Income Security Act (ERISA). Affirming summary judgment for the fund, the Sixth Circuit held the LLC was the corporation's alter ego. It also ruled as an issue of first impression, the pension fund's uncontested proof of claim (POC), allowed in the corporation's Chapter 7 bankruptcy proceedings, was a final judgment on the merits for res judicata purposes. The fund's ERISA claim was a subsequent action between the same parties for res judicata purposes. However, the fund's ERISA claim against the LLC did not arise out of, and was not created by, the same operative facts as its uncontested bankruptcy POC, and thus the res judicata effect of the POC did not bar litigation of the amount of LLC's liability.