Session October 26, 2016.
from the Circuit Court for Shelby County No. CT-001718-5
Rhynette N. Hurd, Judge
Plaintiff filed suit against a number of corporate and
individual Defendants alleging claims for intentional and
negligent misrepresentation. After filing answers to the
complaint, the Defendants moved for judgment on the pleadings
on the basis that the asserted claims were time-barred. The
trial court granted the motion and dismissed the
Plaintiff's case with prejudice. Discerning no error in
this decision, we affirm.
R. App. P. 3 Appeal as of Right: Judgment of the Circuit
Court Affirmed and Remanded
E. Mitchell, Memphis, Tennessee, for the appellant, Moufak
K. Morrison, Memphis, Tennessee, for the appellees, FedEx
Corporation, FedEx Corporate Services, Inc., Chris Wood,
Michael Dearen, and Robert Morrison.
B. Goldin, J., delivered the opinion of the Court, in which
J. Steven Stafford, P.J., W.S., and Brandon O. Gibson, J.,
B. GOLDIN, JUDGE.
and Procedural History
Moufak Sakaan ("Mr. Sakaan") is a former employee
of two FedEx companies, where he worked as a software
platform liaison. He was hired at FedEx Express in 1998, and
in 2007, he obtained a transfer to FedEx Corporate Services,
Inc. Both FedEx Express and FedEx Corporate Services, Inc.
are wholly-owned subsidiaries of FedEx Corporation.
December 2012, FedEx Corporate Services, Inc. sent Mr. Sakaan
a proposed confidential severance agreement as part of a wide
cost-cutting initiative. The proposed agreement offered Mr.
Sakaan a lump sum severance benefit in exchange for
voluntarily ending his employment. Following the offer of the
proposed severance agreement, Mr. Sakaan engaged in a number
of conversations with FedEx representatives, as well as his
supervisor, Robert Morrison. Mr. Sakaan was concerned about
the ramifications of accepting the severance package, namely
whether it would preclude him from working on FedEx projects
that were either fully or partially staffed through a
third-party vendor. Through these conversations, Mr. Sakaan
alleges he was assured that his acceptance of the severance
agreement would not prohibit him from working on FedEx
projects sourced through a third-party vendor. Mr. Sakaan
subsequently signed the severance agreement on March 2, 2013.
to leaving FedEx, Mr. Sakaan was hired by Tango, a
third-party vendor with an existing FedEx relationship. Tango
hired Mr. Sakaan to work on FedEx projects that were sourced
through it. Mr. Sakaan eventually left his employment with
FedEx on November 30, 2013.
December 19, 2013, Mr. Sakaan attended a meeting at FedEx as
a Tango employee. While Mr. Sakaan was at the meeting, a
member of the FedEx legal team recognized Mr. Sakaan and
identified him as an individual that had accepted the
severance agreement. After this legal team employee notified
the litigation team and other departments about Mr.
Sakaan's participation in the meeting, Mr. Sakaan was
removed from the premises. He has not worked on a FedEx
project since that time.
April 21, 2015, Mr. Sakaan filed a complaint in the Shelby
County Circuit Court against FedEx Corporation, Inc., FedEx
Corporate Services, Inc., and three individual defendants
(collectively, "the Defendants"). The complaint
asserted claims for intentional and negligent
misrepresentation and alleged that FedEx Corporation and/or
its wholly-owned subsidiaries were vicariously liable for the
misrepresentations made by the individual defendants. In
relevant part, the complaint accused the Defendants of making
false representations regarding the impact that signing the
severance agreement would have on Mr. Sakaan's ability to
work on FedEx projects. The complaint averred that Mr. Sakaan
was justified in relying on the truth of these
representations when choosing to accept the severance package
and stated that the Defendants' actions had contributed
to a loss of earnings and loss of earning capacity for Mr.
Sakaan. The complaint specifically sought to recover a
judgment in the sum of $600, 000.00, plus interest, for the
compensatory damages that were alleged to have been
29, 2015, FedEx Corporation, Inc., and FedEx Corporate
Services, Inc., jointly filed an answer to the complaint. The
named individual defendants later filed their respective
answers to the complaint on June 30, 2015. Shortly
thereafter, on July 28, 2015, the Defendants collectively
moved for judgment on the pleadings pursuant to Rule 12.03 of
the Tennessee Rules of Civil Procedure. In relevant part, the
Defendants argued that the claims asserted in Mr.
Sakaan's complaint were filed outside the applicable
one-year statute of limitations period set forth in Tennessee
Code Annotated section 28-3-104(a)(1).
August 7, 2015, Mr. Sakaan filed a response to the
Defendants' motion for judgment on the pleadings, as well
as a motion for partial summary judgment as to his negligent
misrepresentation claim. On November 25, 2015, Mr. Sakaan
submitted a personal affidavit in support of his motion for
partial summary judgment, and on December 4, 2015, he filed a
statement of undisputed facts pursuant to Rule 56.03 of the
Tennessee Rules of Civil Procedure. Later, on January 11,
2016, he filed the deposition of one of the individual
defendants. Defendants responded to Mr. Sakaan's motion
for partial summary judgment on January 21, 2016, arguing,
inter alia, that the motion had been prematurely
filed. They submitted that if Mr. Sakaan's case survived
their motion for judgment on the pleadings, additional time
should be afforded to complete discovery.
hearing on the Defendants' motion for judgment on the
pleadings took place a couple of weeks later on February 5,
2016. At the conclusion of the hearing, the trial judge
orally ruled that a one-year statute of limitations applied
to Mr. Sakaan's claims. An order granting the
Defendants' motion for judgment on the pleadings was
subsequently entered on February 19, 2016. Therein, the trial
court specifically concluded that because the one-year
statute of limitations contained in Tennessee Code Annotated
section 28-3-104 applied to Plaintiff's claims, such
claims were time-barred. Following the trial court's
dismissal of Mr. Sakaan's claims with prejudice, this
brief on appeal, Mr. Sakaan designates five issues for our
review. Restated verbatim, these issues are as follows:
1. Whether the trial court erred in granting Defendants'
Motion for Judgment on the Pleadings, on the sole basis of a
determination in-error that Plaintiff's contract-based
claims somehow sound within a one-year statute of
2. Whether the trial court erred in granting Defendants'
Motion for Judgment on the Pleadings, by even allowing
Defendants to argue the motion: each of the
Defendants specifically admitted in their separate Answers
that the Complaint was brought within the applicable statute
of limitations, and did not plead any affirmative defense
with the requisite degree of specificity necessary to
overcome preclusion on this basis.
3. Whether the trial court erred in granting Defendants'
Motion for Judgment on the Pleadings, given that such a
motion is unripe until the pleadings are closed and given