Rowe Plastic Surgery of New Jersey, L.L.C. v. Aetna Insurance Company

Background

This case was one of many nearly identical actions that plaintiffs brought against Aetna Life Insurance Company. The case had been stayed while the U.S. Court of Appeals for the Second Circuit considered an earlier related proceeding. After that appellate decision, Magistrate Judge Ona Wang directed plaintiffs that any request to amend had to address specific issues identified in another related action, including whether a legal rule preventing relitigation applied to the parties or their lawyers.

Judge Wang denied plaintiffs’ later motion for leave to amend on April 7, 2025. She found that plaintiffs had not explained how their proposed amended complaint would fix the identified problems or addressed whether the legal rule applied. Because plaintiffs had not complied with the scheduling order, Judge Wang considered both the rule governing amendments and the rule requiring good cause to modify a scheduling order. She found that plaintiffs had not acted diligently because they had waited more than a year after a nearly identical complaint was dismissed. She also found that amendment would prejudice Aetna by delaying resolution and requiring it to litigate the same issues in multiple cases.

Plaintiffs objected under Federal Rule of Civil Procedure 72(a), which allows a district judge to set aside a magistrate judge’s nondispositive order only if it is clearly mistaken based on the evidence or contrary to law.

Court’s analysis

Judge Stein held that Judge Wang properly balanced the general rule favoring permission to amend with the scheduling-order requirement that a party show good cause. The findings regarding plaintiffs’ lack of diligence and the prejudice to Aetna supported denying the motion to amend.

Judge Stein also held that amendment would be futile. An amendment is futile when the proposed complaint could not survive a motion to dismiss for failure to state a claim. The proposed amended complaint did not adequately plead four claims:

- Breach of contract: The alleged communications about reimbursement did not contain a sufficiently definite offer that plaintiffs could accept to form a contract. The September 28, 2021 call also included a statement that precertification was required and did not create an obligation by Aetna. - Unjust enrichment: The complaint did not allege that the medical services were performed for Aetna. Instead, the proposed complaint indicated that the surgeries were performed at the patient’s request. - Promissory estoppel: The alleged communications did not establish a clear and unambiguous promise by Aetna. - Fraudulent inducement: Plaintiffs relied on the same reimbursement allegations underlying the contract claim. The court held that those allegations did not identify a misrepresentation separate from, or collateral to, the alleged contract and therefore did not state a fraudulent-inducement claim.

Disposition

Judge Stein concluded that Judge Wang’s April 7 order was neither clearly erroneous nor contrary to law. The court therefore denied plaintiffs’ objection to that order. The opinion did not grant plaintiffs leave to amend their complaint.