Delay v. Rosenthal Collins Group, Inc.

Delay v. Rosenthal Collins Group, Inc.

Opinion

 [*1004]  [***1]   KETHLEDGE, Circuit Judge. Todd Delay filed this suit against his former employer, Rosenthal Collins Group, LLC (RCG), seeking indemnification for legal expenses incurred in successfully defending a prior suit brought against him under the Commodities Exchange Act (CEA), 7 U.S.C. § 1 et seq. The district court dismissed Delay's claim, finding it preempted by federal law. We respectfully disagree, and thus vacate and remand.

 [***2]  I.

According to Delay's complaint, RCG is a "futures commission merchant," see 7 U.S.C. § 1a(20), operating numerous trading desks on the floor of the Chicago Board of Trade and the Chicago Mercantile Exchange. Beginning in 2002,  [**2] Delay worked as the manager of RCG's branch office in Columbus, Ohio.

Delay was fired from that job in September 2005. Soon thereafter, the Commodity Futures Trading Commission (CFTC) filed a civil complaint against Delay in federal court, alleging he had violated several provisions of the CEA. Delay eventually prevailed in that suit after a bench trial.

Delay thereafter commenced this suit against RCG in Ohio state court, asserting two claims for relief. First, Delay sought indemnification for his expenses in defending against the CFTC's claims, alleging that the claims involved conduct in his capacity as an employee of RCG. Second, Delay claimed that RCG had breached his employment contract by failing to provide ninety days' notice before terminating him.

RCG removed the case to federal court on diversity grounds and then moved to dismiss both claims. The district court granted the motion as to Delay's indemnification claim, but denied it as to his contractual one. The district court later denied Delay's motion to reconsider that decision. The parties thereafter settled the contractual claim, which accordingly was voluntarily dismissed with prejudice. That cleared the way for Delay  [**3] to bring this appeal.

We first address the issue of subject-matter jurisdiction. ] "[E]very federal appellate court has a special obligation to 'satisfy itself not only of its own jurisdiction, but also that of the lower courts in a cause under review,' even though the parties are prepared to concede it." Bender v. Williamsport Area Sch. Dist., 475 U.S. 534, 541, 106 S. Ct. 1326, 89 L. Ed. 2d 501 (1986) (quoting Mitchell v. Maurer, 293 U.S. 237, 244, 55 S. Ct. 162, 79 L. Ed. 338 (1934)). Discharging that obligation requires some work here.

Full case includes Shepard's, Headnotes, Legal Analytics from Lex Machina, and more.