Shirley Williams v. Mohawk Industries, Inc.

[PUBLISH]

IN THE UNITED STATES COURT OF APPEALS
FILED
FOR THE ELEVENTH CIRCUIT
U.S. COURT OF APPEALS
________________________ ELEVENTH CIRCUIT
June 9, 2005
No. 04-13740 THOMAS K. KAHN
________________________ CLERK

D.C. Docket No. 04-00003-CV-HLM-4

SHIRLEY WILLIAMS, GALE PELFREY,
BONNIE JONES, LORA SISSON,
individually and on behalf of a class,

Plaintiffs-Appellees,

versus

MOHAWK INDUSTRIES, INC.,

Defendant-Appellant.

__________________________

Appeal from the United States District Court for the
Northern District of Georgia
_________________________

(June 9, 2005)

Before ANDERSON, HULL and GIBSON*, Circuit Judges.

PER CURIAM:

*
Honorable John R. Gibson, United States Circuit Judge for the Eighth Circuit, sitting by
designation.
 In this case, Plaintiffs Shirley Williams, Gale Pelfrey, Bonnie Jones, and

Lora Sisson are current or former hourly employees of Defendant Mohawk

Industries, Inc. The plaintiffs filed this class-action complaint alleging that

Mohawk’s widespread and knowing employment and harboring of illegal workers

allowed Mohawk to reduce labor costs by depressing wages for its legal hourly

employees and discourage worker’s-compensation claims, in violation of federal

and state RICO statutes. The plaintiffs also alleged that Mohawk was unjustly

enriched by the lower wages it paid, as well as the reduced number of worker’s-

compensation claims it paid. The district court denied in part and granted in part

Mohawk’s 12(b)(6) motion, and this interlocutory appeal followed. After review

and oral argument, we affirm in part and reverse in part.

I. BACKGROUND

Mohawk is the second largest carpet and rug manufacturer in the United

States and has over 30,000 employees. According to the plaintiffs, Mohawk has

conspired with recruiting agencies to hire and harbor illegal workers in an effort to

2
keep labor costs as low as possible.1 For example, according to the plaintiffs’

complaint

Mohawk employees have traveled to the United States Border, including
areas near Brownsville, Texas, to recruit undocumented aliens that
recently have entered the United States in violation of federal law.
These employees and other persons have transported undocumented
aliens from these border towns to North Georgia so that those aliens may
procure employment at Mohawk. Mohawk has made various incentive
payments to employees and other recruiters for locating workers that
Mohawk eventually employs and harbors.

Furthermore, “[v]arious recruiters, including Mohawk employees, have provided

housing to these illegal workers upon their arrival in North Georgia and have

helped them find illegal employment with Mohawk.” Additionally, Mohawk

knowingly or recklessly accepts fraudulent documentation from the illegal aliens.

The plaintiffs further allege that Mohawk has concealed its efforts to hire

and harbor illegal aliens by destroying documents and assisting illegal workers in

evading detection by law enforcement. According to plaintiffs’ complaint,

Mohawk takes steps to shield those illegal aliens from detection by, among other

1
At this point in the litigation, we must assume the facts set forth in the plaintiffs’
complaint are true. See Marsh v. Butler County, 268 F.3d 1014, 1023 (11th Cir. 2001) (en banc)
(setting forth the facts in the case by “[a]ccepting all well-pleaded factual allegations (with
reasonable inferences drawn favorably to Plaintiffs) in the complaint as true”). Because we must
accept the allegations of plaintiffs’ complaint as true, what we set out in this opinion as “the
facts” for Rule 12(b)(6) purposes may not be the actual facts.

3
things, helping them evade detection during law enforcement searches and

inspections at Mohawk’s facilities.

According to the complaint, Mohawk’s widespread and knowing

employment and harboring of illegal workers has permitted Mohawk to reduce

labor costs. Mohawk has done so by reducing the number of legal workers it must

hire and, thereby, increasing the labor pool of legal workers from which Mohawk

hires. This practice permits Mohawk to depress the wages it pays its legal hourly

workers.

Finally, the plaintiffs allege that Mohawk is “able to save substantial sums

of money” by paying its workers reduced wages. Furthermore, Mohawk knows

that illegal workers are less likely to file worker’s-compensation claims, and,

therefore, Mohawk is able to save additional monies. According to the plaintiffs,

these benefits constitute unjust enrichment under state law.

Mohawk filed a Rule 12(b)(6) motion to dismiss the plaintiffs’ complaint

for failure to state a claim. The district court determined that the plaintiffs had

stated a claim under both federal and state RICO statutes, as well as a claim for

unjust enrichment under state law for paying legal workers lower wages because

of the illegal workers Mohawk employed. However, the district court dismissed

4
the plaintiffs’ unjust-enrichment claim insofar as it was based on the reduced

number of worker’s-compensation claims Mohawk was forced to pay.2

II. FEDERAL RICO CLAIMS

Pursuant to 18 U.S.C. § 1962(c), it is illegal “for any person employed by or

associated with any enterprise engaged in, or the activities of which affect,

interstate or foreign commerce, to conduct or participate, directly or indirectly, in

the conduct of such enterprise’s affairs through a pattern of racketeering activity . .

. .” 18 U.S.C. § 1962(c). Thus, in order to establish a federal civil RICO violation

under § 1962(c), the plaintiffs “must satisfy four elements of proof: ‘(1) conduct

(2) of an enterprise (3) through a pattern (4) of racketeering activity.’” Jones v.

Childers, 18 F.3d 899, 910 (11th Cir. 1994) (quoting Sedima, S.P.R.L. v. Imrex

Co., 473 U.S. 479, 496, 105 S. Ct. 3275, 3285 (1985)). These requirements apply

whether the RICO claim is civil or criminal in nature.

In civil cases, however, RICO plaintiffs must also satisfy the requirements

of 18 U.S.C. § 1964(c). Section 1964(c) states that “[a]ny person injured in his

business or property by reason of” RICO’s substantive provisions has the right to

2
This Court reviews the denial of a Rule 12(b)(6) motion “de novo, applying the same
standard as the district court did.” Hoffman-Pugh v. Ramsey, 312 F.3d 1222, 1225 (11th Cir.
2002). A complaint should not be dismissed pursuant to Rule 12(b)(6) “unless it appears beyond
doubt that the plaintiff can prove no set of facts in support of his claim.” Beck v. Deloitte &
Touche, 144 F.3d 732, 735 (11th Cir. 1998) (internal quotation marks and citation omitted).

5
“recover threefold the damages he sustains . . . .” 18 U.S.C. § 1964(c). Thus,

under § 1964(c), civil RICO claimants, such as the plaintiffs here, must show (1)

the requisite injury to “business or property,” and (2) that such injury was “by

reason of” the substantive RICO violation. We discuss each of these requirements

in turn.

A. Pattern of Racketeering Activity

As mentioned above, there are four requirements under § 1962(c). Because

elements (3) and (4) – a pattern of racketeering activity – are easily met in this

case (at least at the motion-to-dismiss stage), we address them first.

“A ‘pattern of racketeering activity,’ for purposes of the RICO Act,

‘requires at least two acts of racketeering activity.’” Cox v. Administrator U.S.

Steel & Carnegie, 17 F.3d 1386, 1397 (11th Cir. 1994), modified on other grounds

by 30 F.3d 1347 (11th Cir. 1994). “An act of racketeering is commonly referred to

as a ‘predicate act.’ A ‘pattern’ of racketeering activity is shown when a racketeer

commits at least two distinct but related predicate acts.” Maiz v. Virani, 253 F.3d

641, 671 (11th Cir. 2001) (quotation marks, citations, and brackets omitted). “If

distinct statutory violations are found, the predicate acts will be considered to be

distinct irrespective of the circumstances under which they arose.” Cox, 17 F.3d

at 1397 (quotation marks, citations, and emphasis omitted).

6
 According to 18 U.S.C. § 1961(1)(F), “‘racketeering activity’ means any act

which is indictable under the Immigration and Nationality Act, section 274

(relating to bringing in and harboring certain aliens), . . . if the act indictable under

such section of such Act was committed for the purpose of financial gain.” In this

case, the plaintiffs have alleged that the defendant has engaged in an open and

ongoing pattern of violations of section 274 of the Immigration and Nationality

Act. In particular, plaintiffs allege that Mohawk has violated and continues to

violate: (1) 8 U.S.C. § 1324(a)(3)(A), which makes it a federal crime to

“knowingly hire[] for employment at least 10 individuals with actual knowledge

that the individuals are aliens” during a twelve-month period; (2) 8 U.S.C. §

1324(a)(1)(A)(iii), which makes it a federal crime to “conceal[], harbor[], or shield

from detection, or attempt[] to conceal, harbor or shield from detection” aliens that

have illegally entered the United States; and (3) 8 U.S.C. § 1324(a)(1)(A)(iv),

which makes it a federal crime to “encourage[] or induce[] an alien to come to,

enter, or reside in the United States, knowing or in reckless disregard of the fact

that such coming to, entry, or residence is or will be in violation of law.”

According to the plaintiffs’ complaint, Mohawk has committed hundreds, even

7
thousands, of violations of federal immigration laws. Consequently, we conclude

that the plaintiffs have properly alleged a “pattern of racketeering activity.”3

B. Conduct of an Enterprise

With regard to elements (1) and (2) of the four-part test under § 1962(c), the

plaintiffs must establish “conduct of an enterprise” and that the enterprise had a

common goal. See United States v. Turkette, 452 U.S. 576, 583, 101 S. Ct. 2524,

2528-29 (1981) (“The enterprise is an entity, for present purposes a group of

persons associated together for a common purpose of engaging in a course of

conduct.”). Furthermore, Mohawk “must participate in the operation or

management of the enterprise itself.” Reves v. Ernst & Young, 507 U.S. 170, 185,

113 S. Ct. 1163, 1173 (1993).

An enterprise “includes any individual, partnership, corporation,

association, or other legal entity, and any union or group of individuals associated

in fact although not a legal entity.” 18 U.S.C. § 1961(4). As stated in United

States v. Goldin Indus., Inc., 219 F.3d 1271, 1275 (11th Cir. 2000), “the existence

of an enterprise is proved by evidence of an ongoing organization, formal or

3
There is no dispute that these predicate acts, if they occurred, are related. See Pelletier v.
Zweifel, 921 F.2d 1465, 1496-97 (11th Cir. 1991) (“Predicate acts are related if they have the
same or similar purposes, results, participants, victims, or methods of commission, or otherwise
are interrelated by distinguishing characteristics and are not isolated events.” (internal quotation
marks and citation omitted)).

8
informal, and by evidence that the various associates function as a continuing

unit.” (internal quotation marks and citation omitted). Furthermore, “the definitive

factor in determining the existence of a RICO enterprise is the existence of an

association of individual entities, however loose or informal, that furnishes a

vehicle for the commission of two or more predicate crimes, that is, the pattern of

racketeering activity requisite to the RICO violation.” Id.

In this case, the plaintiffs have alleged that Mohawk and third-party temp

agencies/recruiters have conspired to violate federal immigration laws, destroy

documentation, and harbor illegal workers. Specifically, the plaintiffs allege that

[e]ach recruiter is paid a fee for each worker it supplies to Mohawk, and
some of those recruiters work closely with Mohawk to meet its
employment need by offering a pool of illegal workers who can be
dispatched to a particular Mohawk facility on short notice as the need
arises. Some recruiters find workers in the Brownsville, Texas area and
transport them to Georgia. Others, like TPS, have relatively formal
relationships with the company in which they employ illegal workers
and then loan or otherwise provide them to Mohawk for a fee. These
recruiters are sometimes assisted by Mohawk employees who carry a
supply of social security cards for use when a prospective or existing
employee needs to assume a new identity.

Given the Rule 12(b)(6) stage of the litigation, the plaintiffs’ complaint must be

taken as true, and it has sufficiently alleged an “enterprise” under RICO; that is an

association-in-fact between Mohawk and third-party recruiters. This Court has

never required anything other than a “loose or informal” association of distinct

9
entities. Mohawk and the third-party recruiters are distinct entities that, at least

according to the complaint, are engaged in a conspiracy to bring illegal workers

into this country for Mohawk’s benefit. As such, the complaint sufficiently

alleges an “enterprise” under RICO.

As for the common purpose, the plaintiffs’ complaint alleges that “[t]he

recruiters and Mohawk share the common purpose of obtaining illegal workers for

employment by Mohawk.” The complaint further alleges that “[e]ach recruiter is

paid a fee for each worker it supplies to Mohawk” and that “Mohawk has made

various incentive payments to employees and other recruiters for locating workers

that Mohawk eventually employs and harbors.” Furthermore, “[t]he acts of

racketeering activity committed by Mohawk have the same or similar objective:

the reduction of wages paid to Mohawk’s hourly workforce.” What is clear from

the complaint is that each member of the enterprise is allegedly reaping a large

economic benefit from Mohawk’s employment of illegal workers.

In United States v. Church, 955 F.2d 688, 698 (11th Cir. 1992), this Court

concluded that the common purpose of making money was sufficient under RICO.

Because the complaint clearly alleges that the members of the enterprise stand to

gain sufficient financial benefits from Mohawk’s widespread employment and

10
harboring of illegal workers, the plaintiffs have properly alleged a “common

purpose” for the purposes of RICO.

Furthermore, Mohawk “must participate in the operation or management of

the enterprise itself.” Reves, 507 U.S. at 185, 113 S. Ct. at 1173. That is,

Mohawk “must have some part in directing” the affairs of the enterprise. Id. at

179, 113 S. Ct. at 1170. However, the Supreme Court has cautioned that “RICO

liability is not limited to those with primary responsibility for the enterprise’s

affairs . . . .” Id. In their complaint, the plaintiffs allege that “Mohawk

participates in the operation and management of the affairs of the enterprise . . . ,”

which includes some direction over the recruiters. Whatever difficulties the

plaintiffs may have in proving such an allegation, they have sufficiently alleged

that Mohawk is engaged in the operation or management of the enterprise. Again,

at this stage in the litigation, we simply cannot say whether the plaintiffs will be

able to establish that Mohawk had “some part in directing” the affairs of the

enterprise. However, they have alleged sufficient acts to survive a Rule 12(b)(6)

motion.

Accordingly, we conclude that the plaintiffs’ complaint states a claim that is

cognizable under § 1962(c). In so doing, we note that the allegations in this case

are similar to those in cases recently decided by the Second, Sixth, and Ninth

11
Circuits. See Trollinger v. Tyson Foods, 370 F.3d 602 (6th Cir. 2004) (former

employees alleging employer used illegal immigrants in order to depress wages);

Medoza v. Zirkle Fruit Co., 301 F.3d 1163 (9th Cir. 2002) (legally documented

workers alleging that employers leveraged hiring of undocumented workers in

order to depress wages); Commercial Cleaning Servs., L.L.C. v. Colin Services

Sys., Inc., 271 F.3d 374 (2d Cir. 2001) (company alleging competitor hired

undocumented workers in order to underbid competing firms). In each of these

decisions, the circuit court determined that, at the Rule 12(b)(6) stage, the

plaintiffs had alleged sufficient damages to be permitted to pursue their RICO

claims. Although none of the opinions specifically addressed § 1962(c)’s

requirements, each of these cases has essentially the same factual basis for RICO

liability as the complaint before this Court.

We recognize that the above conclusion puts our circuit in conflict with the

Seventh Circuit’s decision in Baker v. IBP, Inc., 357 F.3d 685 (7th Cir. 2004), cert.

denied, 125 S. Ct. 412 (2004). In Baker, an employees’ class-action lawsuit

alleged that a meat-processing facility conspired with recruiters (and a Chinese aid

group), and violated RICO by employing undocumented, illegal workers in an

effort to drive down employee wages. The Seventh Circuit concluded that the

employees’ union was a necessary party to the lawsuit. Id. at 690-91.

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 However, the Seventh Circuit in Baker also concluded that there was

“another fatal problem” with the complaint. Id. at 691. Although stating that an

“enterprise” arguably existed, the Seventh Circuit determined that there was not a

common purpose among the entities in the enterprise. Id. at 691. Specifically, the

Seventh Circuit stated that the employer “wants to pay lower wages; the recruiters

want to be paid more for services rendered (though [the employer] would like to

pay them less); the Chinese Mutual Aid Association wants to assist members of its

ethnic group. These are divergent goals.” Id. at 691.

In our circuit, however, there has never been any requirement that the

“common purpose” of the enterprise be the sole purpose of each and every

member of the enterprise. In fact, it may often be the case that different members

of a RICO enterprise will enjoy different benefits from the commission of

predicate acts. This fact, however, is insufficient to defeat a civil RICO claim.

Rather, all that is required is that the enterprise have a common purpose. In this

case, the complaint alleges that Mohawk and the recruiters, under Mohawk’s

direction, worked together to recruit illegal workers to come to Georgia and that

they had the common purpose of providing illegal workers to Mohawk so that

Mohawk could reduce its labor costs and the recruiters could get paid. This

commonality is all that this circuit’s case law requires. See Church, 955 F.2d at

13
698. Again, while the plaintiffs may be unable to prove such allegations at trial,

we cannot say at this 12(b)(6) stage of the litigation that they have failed to

properly allege a common purpose.

We recognize that the Baker Court also concluded that there was no way to

establish that the employer “operate[d] or manage[d] th[e] enterprise through a

pattern of racketeering activity.” Baker, 357 F.3d at 691 (emphasis omitted).

However, as this Court has noted, “the Supreme Court has yet to delineate the

exact boundaries of the operation or management test.” United States v. Starrett,

55 F.3d 1525, 1546 (11th Cir. 1995). Although the exact boundaries have not been

established, it is possible that the plaintiffs will be able to establish that Mohawk

played some part in directing the affairs of the enterprise. Whether the plaintiffs

ultimately establish sufficient evidence to meet the boundaries of the operation-or-

management test is a question best answered at the summary-judgment stage or at

trial. Accordingly, we conclude that the plaintiffs have sufficiently alleged

conduct that may potentially satisfy the operation-or-management test. As such,

the plaintiffs are entitled to continue with their claims at this juncture.

Having reviewed the four elements of § 1962(c), we turn to § 1964(c).

C. Injury to “Business or Property” Interest Under RICO

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 As indicated above, RICO’s civil-suit provision states that “[a]ny person

injured in his business or property by reason of” RICO’s substantive provisions

has the right to “recover threefold the damages he sustains . . . .” 18 U.S.C. §

1964(c). “The terms ‘business or property’ are, of course, words of limitation

which preclude [certain forms of] recovery.” Doe v. Roe, 958 F.2d 763, 767 (7th

Cir. 1992). However, RICO is to be “liberally construed,” Sedima, 473 U.S. at

497-98, 105 S. Ct. at 3285-86 (1985). Accordingly, we must determine whether

the plaintiffs have a “business or property” interest that could be injured under

RICO. We need not reach whether plaintiffs have a property interest because

plaintiffs clearly have alleged a business interest affected by Mohawk’s alleged

RICO violations.

Indeed, this case is similar to the Ninth Circuit’s Mendoza decision, where

legally documented agricultural workers sued fruit growers under RICO alleging

that the growers depressed wages by hiring illegal workers. In Mendoza, the

defendant claimed that the employees would have to show a “‘property right’ in

the lost wages[] by showing that they were promised or contracted for higher

wages.” Mendoza, 301 F.3d at 1168 n.4. The Ninth Circuit concluded that this

argument was misplaced, pointing out that the plaintiffs’ claim did not implicate

procedural due process. Id. Rather, the Ninth Circuit concluded that “what is

15
required is precisely what the employees allege here: a legal entitlement to

business relations unhampered by schemes prohibited by the RICO predicate

statutes.” Id. (citations omitted). Given that a relationship clearly exists between

plaintiff workers and their employer, Mohawk, we conclude that a similar business

interest exists in this case, and that the employees’ alleged injury to their business

interests satisfies the business-interest requirement. Consequently, the plaintiffs

have alleged a sufficient injury to a business interest to pursue their RICO claims.

D. “By Reason Of” the Substantive RICO Violations

We now turn to the “by reason of” requirement contained in § 1964(c). The

“by reason of” requirement implicates two concepts: (1) a sufficiently direct injury

so that a plaintiff has standing to sue; and (2) proximate cause, whereby the

wrongful conduct is shown to be a substantial cause of the alleged injury and

causal connection is foreseeable and not speculative. See Trollinger, 370 F.3d at

612 (“RICO’s civil-suit provision imposes two distinct but overlapping limitations

on claimants – standing and proximate cause.”); Green Leaf Nursery v. E.I.

Dupont De Nemours and Co., 341 F.3d 1292, 1307 (11th Cir. 2003), cert. denied,

124 S. Ct. 2094 (2004) (“[O]ne or more of the predicate acts [in a RICO claim]

must not only be the ‘but for’ cause of the injury, but the proximate cause as well.”

(citations omitted)); Mendoza, 301 F.3d at 1168-72 (concluding that the plaintiffs

16
had satisfied both “statutory” and “constitutional” standing requirements of

RICO); see also Holmes v. Securities Investor Protection Corp., 503 U.S. 258,

268-69, 112 S. Ct. 1311, 1318 (1992) (stating in a RICO case that “a plaintiff who

complain[s] of harm flowing merely from the misfortunes visited upon a third

person by the defendant’s acts was generally said to stand at too remote a distance

to recover” (citations omitted)). Despite some significant overlap, we address the

proximate cause and standing concepts separately.4

(i) Proximate Cause

“It is well-established that RICO plaintiffs must prove proximate causation

in order to recover.” Cox, 17 F.3d at 1399 (citations omitted). “A proximate

cause is not, however, the same thing as a sole cause. Instead, a factor is a

4
As the Sixth Circuit aptly explained,
the two concepts overlap and that is particularly true in the context of civil RICO
claims. As a general matter, they overlap because a plaintiff who lacks standing
to vindicate a derivative injury also will be unable to show proximate cause. And
as a matter of RICO law, the two concepts overlap because they both grow out of
the “by reason of” limitation in RICO – namely, the requirement that claimants
establish that their injury was “by reason of” a RICO predicate act violation. The
“by reason of” limitation, in other words, bundles together a variety of “judicial
tools,” some of which are traditionally employed to decide causation questions
and some of which are employed to decide standing questions. Holmes, 503 U.S.
at 268, 112 S. Ct. [at 1318] (“Here we use ‘proximate cause’ to label generically
the judicial tools used to limit a person's responsibility for the consequences of
that person's own acts. At bottom, the notion of proximate cause reflects ideas of
what justice demands, or of what is administratively possible and convenient.”)
(quotation omitted) . . . .
Trollinger, 370 F.3d at 613.

17
proximate cause if it is a substantial factor in the sequence of responsible

causation.” Id. (internal quotation marks and citation omitted).

In this case, the plaintiffs have alleged sufficient proximate cause to

withstand defendant Mohawk’s motion to dismiss. According to their complaint,

Mohawk has hired illegal workers “[i]n an effort to keep labor costs as low as

possible.” Furthermore, “Mohawk’s employment and harboring of large numbers

of illegal workers has enabled Mohawk to depress wages and thereby pay all of its

hourly employees, including legally employed workers who are members of the

class, wages that are lower than they would be if Mohawk did not engage in this

illegal conduct.” Again, the complaint alleges that “Mohawk’s widespread

employment and harboring of illegal workers has substantially and unlawfully

increased the supply of workers from which Mohawk makes up its hourly

workforce. This unlawful expansion of the labor pool has permitted Mohawk to

depress the wages that it pays all its hourly employees . . . .” The plaintiffs also

allege that “[o]ne purpose and intended effect of Mohawk’s widespread

employment and harboring of illegal workers is to deprive Mohawk’s hourly

workforce of any individual or collective bargaining power” and that they “were

injured by direct and proximate reason of Mohawk’s illegal conduct.”

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 Given these allegations, which we must assume are true at this Rule

12(b)(6) stage of the litigation, it is clear that the plaintiffs have properly alleged

proximate cause. According to the complaint, Mohawk’s widespread scheme of

hiring and harboring of illegal workers has the purpose and direct result of

depressing the wages paid to the plaintiffs. This is all that is needed to establish

proximate cause.

Our conclusion is consistent with the two other circuits to have addressed

this proximate cause issue in RICO decisions involving schemes to depress wages

of legal workers by widespread hiring of illegal workers. See Trollinger, 370 F.3d

at 619; Medoza, 301 F.3d at 1171-72.

In Trollinger, the Sixth Circuit considered a situation in which former Tyson

employees at poultry processing plant sued their former employer under RICO,

alleging that the use of illegal workers permitted the employer to lower wages via

the collective-bargaining agreement with the union representing the employees.

The Sixth Circuit, reviewing the district court’s dismissal of the employees’

complaint under Rule 12(b)(6), determined that “at this preliminary stage in the

proceedings” it could not conclude that there was no likelihood of success on the

merits. Id. at 619. The Sixth Circuit explained that it remained possible that the

legal-worker plaintiffs might prove the following allegations in their complaint:

19
 (1) that Tyson hired sufficient numbers of illegal aliens to impact the
legal employees’ wages; (2) that each additional illegal worker hired
into the bargaining unit by Tyson has a measurable impact on the
bargained-for wage-scale; (3) that the illegal immigrants allegedly
brought into this country through Tyson’s efforts allowed Tyson not to
compete with other businesses for unskilled labor; and (4) that Tyson’s
legal workers did not “choose” to remain at Tyson for less money than
other businesses offered, but had no choice in the matter given the hiring
needs of the other businesses in the area and the influx of illegal
immigrants at Tyson’s facilities. While Tyson’s proximate-cause
argument may well carry the day at the summary-judgment stage, it
requires more assistance than the complaint alone provides.
One other circuit has reached the same result on somewhat similar
facts . . . Mendoza . . . .

Trollinger, 370 F.3d at 619.5

Although the plaintiffs in this case may not ultimately satisfy the proximate-

cause requirement, we conclude it remains possible that plaintiffs may prove their

allegations, and we cannot say at this Rule 12(b)(6) stage that there is no

possibility of such proof. Consequently, we join the Sixth and Ninth Circuits in

concluding that employees such as the ones in this case have alleged sufficient

proximate cause to proceed with their RICO claims.

(ii) Statutory Standing

5
As noted earlier, in Mendoza, the Ninth Circuit was faced with a similar suit in which
legally documented agricultural workers sued fruit growers under RICO alleging that the growers
depressed wages by hiring illegal-immigrant workers. 301 F.3d at 1166. Under almost the exact
same legal theory as advanced in this case, the Mendoza Court concluded that the plaintiffs’
“causation allegations are sufficient at this stage.” Id. at 1172.

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 Lastly, we address RICO’s statutory standing limitation that also grows out

of the “by reason of” limitation in § 1964(c). “[T]he test for RICO standing is

whether the alleged injury was directly caused by the RICO violation, not whether

such harm was reasonably foreseeable.” Bivens Gardens Office Bldg., Inc. v.

Barnett Banks of Fla., Inc., 140 F.3d 898, 908 (11th Cir. 1998); see Sedima, 473

U.S. at 496-97, 105 S. Ct. at 3285 (“[T]he plaintiff only has standing if, and can

only recover to the extent that, he has been injured in his business or property by

the conduct constituting the violation” and the plaintiff’s damages must “flow

from the commission of the predicate acts.”); Green Leaf Nursery , 341 F.3d at

1307 (stating that plaintiffs must show a “direct relation between the injury

asserted and the injurious conduct” and that we ask “whether the alleged conduct

was ‘aimed primarily’ at a third party” (quotation marks and citations omitted));

Bivens, 140 F.3d at 906 (concluding that a party whose alleged injuries result from

“the misfortunes visited upon a third person by the defendant’s acts lacks standing

to pursue a claim under RICO” (quotation marks and citation omitted)); Pelletier

v. Zweifel, 921 F.2d 1465, 1497 (11th Cir. 1991) (stating that the plaintiff has

RICO standing if he shows “a causal connection between his injury and a

21
predicate act”).6 Thus, we must evaluate whether the plaintiffs’ injury is

sufficiently direct to give plaintiffs standing to sue for Mohawk’s alleged RICO

violations.

Both the Sixth and Ninth Circuits have expressly concluded that legal

workers have sufficiently direct injuries for RICO standing in similar cases.

Trollinger, 370 F.3d at 615-618; Mendoza, 301 F.3d at 1170. The Ninth Circuit’s

Mendoza decision is particularly well-reasoned and instructive on the statutory

standing issue.

As mentioned earlier, the Mendoza plaintiffs were legal workers who

claimed that the purpose and result of the defendants’ scheme of hiring

undocumented immigrants was to depress the wages of legally documented

employees. The Ninth Circuit concluded that the plaintiffs had statutory standing

because “we are unable to discern a more direct victim of the illegal conduct.”

Mendoza, 301 F.3d at 1170. The Ninth Circuit explained:

The documented employees here do not complain of a passed-on harm.
They allege that the scheme had the purpose and direct result of
depressing the wages paid to them by the growers. Thus, as the district

6
This Court has more often evaluated the “by reason of” requirement primarily as part of
its proximate-cause analysis, as opposed to the distinct concept of standing. However, despite
significant overlap, we must also examine whether the plaintiffs’ injury is sufficiently direct to
permit standing.

22
 court correctly determined, “plaintiffs have stated a claim that they are
the direct victims of the illegal hiring scheme.”
...
We also note that the undocumented workers cannot “be counted
on to bring suit for the law’s vindication.” As the district court noted,
the fact that RICO specifically provides that illegal hiring is a predicate
offense indicates that Congress contemplated the enforcement of the
immigration laws through lawsuits like this one.

Id. (internal citations omitted). The Ninth Circuit further stated that

the workers must be allowed to make their case through presentation of
evidence, including experts who will testify about the labor market, the
geographic market, and the effects of the illegal scheme. Questions
regarding the relevant labor market and the growers’ power within that
market are exceedingly complex and best addressed by economic
experts and other evidence at a later stage in the proceedings.

Id. at 1171.

Plaintiffs’ complaint clearly alleges that Mohawk has engaged in

widespread and knowing hiring and harboring of illegal aliens with the express

purpose and direct result of lowering the wages of legal workers. For example, the

complaint alleges that “[o]ne purpose and intended effect of Mohawk’s

widespread employment and harboring of illegal workers is to deprive Mohawk’s

hourly workforce of any individual or collective bargaining power.” The plaintiffs

also allege that “[t]he acts of racketeering activity committed by Mohawk have the

same or similar objective: the reduction of wages paid to Mohawk’s hourly

workforce.” Furthermore, the plaintiffs “were injured by direct and proximate

23
reason of Mohawk’s illegal conduct.” Given this stage of the litigation, we

conclude that the plaintiffs have sufficiently alleged that Mohawk’s illegal

conduct was aimed primarily at them. Consequently, the district court correctly

denied Mohawk’s 12(b)(6) motion as it relates to the plaintiffs’ federal civil RICO

claim.

III. STATE LAW RICO

Under the Georgia RICO statute, “[i]t is unlawful for any person, through a

pattern of racketeering activity or proceeds derived therefrom, to acquire or

maintain, directly or indirectly, any interest in or control of any enterprise, real

property, or personal property of any nature, including money.” O.C.G.A. 16-14-

4(a). Unlike federal civil RICO, the Georgia RICO statute does not require proof

of an “enterprise.” Cobb County v. Jones Group, P.L.C., 460 S.E. 2d 516, 520-21

(Ga. Ct. App. 1995). Rather, under Georgia RICO, the plaintiffs need only

establish racketeering activity; that is, “a plaintiff must show that the defendant

committed predicate offenses (set forth in O.C.G.A. § 16-14-3(9)) at least twice.”

Id. at 521 (quotation marks and citation omitted).

With regard to their state-law RICO claim, the plaintiffs rely on 18 U.S.C. §

1546 (relating to the fraud and misuse of visas, permits, and other documents) for

24
their predicate offenses.7 Despite being limited to § 1546, the plaintiffs have

alleged sufficiently numerous violations to satisfy the racketeering activity

requirement under Georgia state law. In fact, according to the complaint,

“Mohawk has committed hundreds, probably thousands, of violations of . . . 18

U.S.C. § 1546 as part of its pattern of racketeering activity.”

There are, however, two issues under the Georgia RICO statute that warrant

further discussion: (1) whether, under the Georgia RICO statute, a corporation

may be sued; and (2) whether the plaintiffs have sufficiently alleged proximate

cause to have standing to bring a Georgia RICO suit.

A. Whether Corporations May be Sued Under Georgia RICO

“Although this is a civil suit, RICO predicate acts are criminal offenses.”

Cobb County, 460 S.E. 2d at 521 (quotation marks omitted). Therefore, in order

to determine whether a corporation may be held liable under RICO, Georgia courts

look to O.C.G.A. § 16-2-22. See Cobb County, 460 S.E. 2d at 521.

7
According to O.C.G.A. § 16-14-3(9)(A)(xxix), “racketeering activity” is defined as
“conduct defined as ‘racketeering activity’ under 18 U.S.C. Section 1961(1)(A), (B), (C), and
(D).” The only “racketeering activity” contained in 18 U.S.C. § 1961(1)(A), (B), (C), or (D) on
which the plaintiffs rely is § 1546. To the extent the plaintiffs attempt to rely on § 1324, as they
do with their federal civil RICO claims, such a claim is barred under the Georgia RICO statute
because § 1324 is listed as a “racketeering offense” in 18 U.S.C. § 1961(1)(F), and not in
subsections (A), (B), (C), or (D).

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 There are two means by which a corporation may be held liable: (1) directly

(under O.C.G.A. § 16-2-22(a)(1)); and (2) through its agents and employees under

certain situations (under O.C.G.A. § 16-2-22(a)(2)). The Georgia Supreme Court

already has concluded that corporations may not be sued directly under RICO.

Clark v. Security Life Ins. Co. of America, 509 S.E. 2d 602, 604 n.11 (Ga. 1998)

(“A corporation may also face prosecution under O.C.G.A. § 16-2-22(a)(1) for a

crime if the statute defining the crime clearly indicates a legislative purpose to

impose liability on a corporation. RICO, however, is not such a statute . . . .”).

Although a corporation cannot be prosecuted directly under RICO, a

corporation will be liable under Georgia RICO “if the ‘crime is authorized,

requested, commanded, performed, or recklessly tolerated by the board of

directors or by a managerial official who is acting within the scope of his

employment.’” Clark, 509 S.E. 2d at 604 (quoting § 16-2-22(a)(2)). Whether the

acts were performed at the request, command, or authorization of the board of

directors or other managers is a question of proof at trial, not a sufficiency-of-the-

pleading issue. See State v. Military Circle Pet Center, No. 94, Inc., 360 S.E. 2d

248, 249 (Ga. 1987) (“Although the state must prove the applicable provisions of

[§ 16-2-22(a)(2)] at trial against a criminal defendant, it is not necessary that the

state allege these provisions in the accusation.”).

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 In this case, the plaintiffs’ complaint alleges that “Mohawk supervisors have

encouraged these [illegal-immigrant] employees to return to the United States and

reapply for work at Mohawk in violation of United States law.” Furthermore,

“Mohawk also has knowingly and recklessly accepted proof of eligibility for

employment documents that reflect successive different names for a single

person.” The plaintiffs’ complaint is rife with allegations that supervisors and

managers at Mohawk were either aware of, or in reckless disregard of, the misuse

of various work-related documents. Consequently, the plaintiffs have alleged

sufficient conduct that, if proven, would allow them to hold Mohawk liable under

state law.

B. Standing to Pursue State-Law RICO Claims

As with Federal RICO claims, under Georgia’s RICO statute, “[a]ny person

who is injured by reason of any violation of” Georgia’s RICO statute “shall have a

cause of action for three times the actual damages sustained . . . .” O.C.G.A. § 16-

14-6(c). “[B]ecause the state RICO act is modeled upon and closely analogous to

the federal RICO statute,” Georgia courts “look to federal authority” in

determining RICO standing. Maddox v. So. Engineering Co., 500 S.E. 2d 591,

594 (Ga. Ct. App. 1998) (quotation marks and citation omitted). We already have

concluded that the plaintiffs have alleged sufficient injury to pursue their federal

27
RICO claims, and accordingly, we conclude that they have alleged a sufficient

injury to pursue their state RICO claims as well. Although under Georgia law the

plaintiffs are limited to predicate acts arising out of 18 U.S.C. § 1546, we conclude

that the plaintiffs’ allegations are neither too remote nor too indirect to satisfy

Georgia’s proximate-cause requirement under state-law RICO. See Maddox, 500

S.E.2d at 594 (“In short, the language ‘by reason of’ imposes a proximate

causation requirement on the plaintiff.” (citation omitted)); id. (A plaintiff “must

show a causal connection between his injury and a predicate act.” (citation

omitted)).

IV. UNJUST ENRICHMENT

The plaintiffs’ complaint claims that Mohawk’s illegal conduct permits it

“to reap substantial wage savings” because Mohawk pays plaintiffs lower wages

than it would otherwise be forced to pay. Therefore, according to the plaintiffs’

complaint, Mohawk has been unjustly enriched under state law. Plaintiffs also

claim that Mohawk has been unjustly enriched because the hiring of illegal aliens

has led to a reduced number of worker’s-compensation claims. Both of plaintiffs’

state-law unjust-enrichment claims fail.

Here, the plaintiffs were all paid an agreed-upon wage. In essence, the

plaintiffs have a contract to work for the defendant and were paid the agreed-upon

28
wage. In Georgia, “[u]njust enrichment is an equitable concept and applies when

as a matter of fact there is no legal contract . . . .” St. Paul Mercury Ins. Co. v.

Meeks, 508 S.E. 2d 646, 648 (Ga. 1998) (quotation marks and citation omitted);

see Bonem v. Golf Club of Georgia, Inc., 591 S.E. 2d 462, 467-68 (Ga. Ct. App.

2003). In this case, there was a legal contract as a matter of fact (i.e., if the

plaintiffs were not paid, they could sue for breach of the employment contract).

See, e.g., SurgiJet, Inc. v. Hicks, 511 S.E. 2d 194, 195 (Ga. Ct. App. 1999);

Brazzeal v. Commercial Cas. Ins. Co., 180 S.E. 853, 853 (Ga. Ct. App. 1935).

Therefore, there can be no unjust enrichment. Consequently, the plaintiffs’ unjust-

enrichment claim as it related to Mohawk’s purported savings from lower wages

should have been dismissed.

As for plaintiffs’ claims that hiring illegal workers resulted in fewer

worker’s-compensation claims, there is no reasonable allegation that this fact,

even if true, is connected to the plaintiffs receiving lower wages. To put it another

way, the fact that Mohawk may have increased profits by lowering the number of

worker’s-compensation claims it paid is not related to what wages Mohawk paid

the plaintiffs. Consequently, the district court correctly determined that the

plaintiffs did not have standing to assert this claim.

V. CONCLUSION

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 For all the above reasons, we conclude that the district court properly denied

Mohawk’s Rule 12(b)(6) motion as it related to both the plaintiffs’ federal and

state RICO claims. Furthermore, the district court properly dismissed the

plaintiffs’ unjust-enrichment claim as it related to worker’s compensation.

However, the district court should have also dismissed the plaintiffs’ unjust-

enrichment claim as it related to the agreed-upon wages that plaintiffs received.

AFFIRMED IN PART, REVERSED IN PART, AND REMANDED FOR

FURTHER PROCEEDINGS.

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