147 A.3d 777 (D.C. 2016), 14-CV-939, Woodroof v. Cunningham

Docket Nº:14-CV-939, 14-CV-1426, 14-CV-1441
Citation:147 A.3d 777
Opinion Judge:John Fisher, Associate Judge
Party Name:ROSANNE L. WOODROOF, APPELLANT, v. JOSEPH F. CUNNINGHAM, et al., APPELLEES; ROSANNE L. WOODROOF, APPELLANT, v. CUNNINGHAM & ASSOCIATES, PLC, APPELLEE; CUNNINGHAM & ASSOCIATES, PLC, APPELLANT, v. ROSANNE L. WOODROOF, APPELLEE
Attorney:Rosanne L. Woodroof, Pro se. J. Jonathan Schraub, with whom Sarah A. Bucovetsky was on the brief, for appellees in Appeal No. 14-CV-939. Joseph F. Cunningham for appellees/cross-appellants in Appeal Nos. 14-CV-1426 and 14-CV-1441. Adam Raviv and Lauren N. Moore were on the brief for amicus curiae...
Judge Panel:Before FISHER and BLACKBURNE-RIGSBY, Associate Judges, and NEBEKER, Senior Judge.
Case Date:October 13, 2016
Court:Court of Appeals of Columbia District
 
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Page 777

147 A.3d 777 (D.C. 2016)

ROSANNE L. WOODROOF, APPELLANT,

v.

JOSEPH F. CUNNINGHAM, et al., APPELLEES;

ROSANNE L. WOODROOF, APPELLANT,

v.

CUNNINGHAM & ASSOCIATES, PLC, APPELLEE;

CUNNINGHAM & ASSOCIATES, PLC, APPELLANT,

v.

ROSANNE L. WOODROOF, APPELLEE

Nos. 14-CV-939, 14-CV-1426, 14-CV-1441

Court of Appeals of Columbia District

October 13, 2016

Argued May 10, 2016

Appeals from the Superior Court of the District of Columbia. (CAM-6474-13 and CAF-9591-12). (Hon. Brian F. Holeman, Trial Judge).

Rosanne L. Woodroof, Pro se.

J. Jonathan Schraub, with whom Sarah A. Bucovetsky was on the brief, for appellees in Appeal No. 14-CV-939.

Joseph F. Cunningham for appellees/cross-appellants in Appeal Nos. 14-CV-1426 and 14-CV-1441.

Adam Raviv and Lauren N. Moore were on the brief for amicus curiae The Attorney/Client Arbitration Board of the District of Columbia Bar in response to the court's April 20, 2015, order for the purpose of contesting the appealability of the Superior Court order compelling arbitration.

Before FISHER and BLACKBURNE-RIGSBY, Associate Judges, and NEBEKER, Senior Judge.

JUDGMENT

This case came to be heard on the transcript of record and the briefs filed, and was argued by counsel. On consideration whereof, and as set forth in the opinion filed this date, it is now hereby

ORDERED and ADJUDGED that the order and judgment of the Superior Court are affirmed.

OPINION

John Fisher, Associate Judge

Two sets of proceedings underlie these three consolidated appeals: (1) a malpractice claim filed by Rosanne L. Woodroof against her former attorney Joseph F. Cunningham and his law firm Cunningham & Associates, PLC (collectively " Cunningham" ), and (2) proceedings to enforce a foreign judgment for unpaid attorney's fees that Cunningham obtained against Woodroof in Virginia. The primary issue before this court is whether we have jurisdiction to hear Woodroof's appeal from the trial court's order staying the malpractice proceedings and compelling arbitration. We hold that we do have jurisdiction of that appeal; our jurisdiction of the appeals related to the foreign judgment proceedings is not questioned. We affirm the challenged order and the judgment of the Superior Court.

I. The Malpractice Claim

In December 2008, Woodroof retained Cunningham to represent her in a lawsuit pending in the District of Columbia against the St. George Condominium Association (" Condo Association" ). That same day, Woodroof signed an Arbitration Agreement (attached to the Retainer Agreement), which specified that " any dispute as to legal malpractice . . . will be determined by submission to arbitration as provided by District of Columbia law[.]" In 2010, Woodroof, " with Mr. Cunningham's involvement," settled the damages suit against the Condo Association for $160,000. At this time, Woodroof asserted, she had incurred over $250,000 in attorney's fees. She refused to pay the full amount, contending that " [t]he ballooning costs were in large part due to Cunningham's failure to pursue the lawsuit with the expected diligence and zeal." The litigation over attorney's fees, which occurred in Virginia, is discussed later in this opinion.

Woodroof filed a malpractice complaint against Cunningham on September 24, 2013. On July 9, 2014, Judge Brian F. Holeman granted Cunningham's motion to stay the malpractice proceedings and ordered the parties to " submit the . . . [malpractice action] to binding arbitration, pursuant to the terms of the Retainer Agreement and the Arbitration Agreement entered between the parties." Woodroof appealed and argues that there is no enforceable agreement to arbitrate. Cunningham challenges our jurisdiction to consider the issue but argues, in the alternative, that the agreement to arbitrate is valid and enforceable.

A. Appellate Jurisdiction

Although the District of Columbia Revised Uniform Arbitration Act (" RUAA" ) provides that " [a]n appeal may be taken from . . . [a]n order denying or granting a motion to compel arbitration," D.C. Code § 16-4427 (a)(1) (2012 Repl.) (emphasis added), Cunningham argues that Woodroof cannot appeal Judge Holeman's order. He asserts that, by making such orders appealable, the Council of the District of Columbia violated the District of Columbia Self-Government and Governmental Reorganization Act, Pub. L. 93-198, 87 Stat. 774 (1973) (" the Home Rule Act" ) by attempting to expand our jurisdiction. We reject Cunningham's argument.

1. Background

The Home Rule Act specifies that the Council " shall have no authority to . . . [e]nact any act, resolution, or rule with respect to any provision of Title 11 (relating to organization and jurisdiction of the District of Columbia courts.)" D.C. Code § 1-206.02 (a)(4) (2012 Repl.). Among other things, Title 11 gives us jurisdiction over " appeals from . . . all final orders and judgments . . . [and certain] interlocutory orders of the Superior Court of the District of Columbia," including those " granting, continuing, modifying, refusing, or dissolving or refusing to dissolve or modify injunctions." D.C. Code § 11-721 (a) (2012 Repl.). As a matter of precedent, an order denying a motion to arbitrate is an appealable order under Title 11, but an order granting a motion to arbitrate is not. See, e.g., Brandon v. Hines, 439 A.2d 496, 507 (D.C. 1981) (" [O]nly an order denying--not granting--a stay of litigation pending arbitration is appealable." ); Hercules & Co., Ltd. v. Shama Rest. Corp., 566 A.2d 31, 38-39 (D.C. 1989) (adopting Brandon 's distinction between orders denying and granting a stay pending arbitration).

Woodroof points out that we recently articulated a narrow exception to this rule in Andrew v. Am. Imp. Ctr., 110 A.3d 626 (D.C. 2015). There we held that an order compelling arbitration was " appealable as an interlocutory order under § 11-721 . . . where arbitration was entered into with a commercial entity by way of an adhesion contract." Id. at 633-34. However, for reasons explained below, the contract at issue here is not a contract of adhesion, and Woodroof cannot rely on Andrew to establish our jurisdiction. Instead, we must squarely face the question of whether the provision of the RUAA permitting appeals from an order " granting a motion to compel arbitration" violates the Home Rule Act's prohibition on enacting legislation " with respect to" Title 11.

Previously, we avoided this question. In Parker v. K & L Gates, LLP, for example, we did not need to address the Home Rule Act issue because, unlike this case, the motion to compel arbitration was " filed and decided in an independent proceeding," 76 A.3d 859, 864 n.3 (D.C. 2013), where arbitrability was the " sole issue before the court." Id. (quoting Green Tree Fin. Corp.-Ala. v. Randolph, 531 U.S. 79, 87, 121 S.Ct. 513, 148 L.Ed.2d 373 (2000)). The order " left no part of [the case] pending before the court," id. at 864 (quoting Green Tree, 531 U.S. at 86-89), and was therefore " final and appealable under both Title 11 and the RUAA." Id. at 864. See also

Andrew, 110 A.3d at 636 (reserving judgment as to " whether § 16-4427 as applied in other contexts might violate . . . the Home Rule Act" ); BiotechPharma, LLC v. Ludwig & Robinson, PLLC, 98 A.3d 986, 989 (D.C. 2014) (holding that, as applicable there, the RUAA did not violate the Home Rule Act because Title 11 already " gives this court jurisdiction" over " orders denying motions to compel arbitration" (emphasis added)).

In 2010, we addressed for the first time whether the Council had exceeded its authority by adopting the portion of the RUAA which authorizes an appeal from an order granting a motion to compel arbitration. See Stuart v. Walker, 6 A.3d 1215, 1219 (D.C. 2010) (holding that " the attempt by the D.C. Council to modify the definitional parameters of finality . . . is . . . beyond its authority" ). However, we subsequently vacated that opinion, see

Stuart v. Walker, 30 A.3d 783, (D.C. 2011) (en banc) (granting petitions for rehearing en banc), and, sitting en banc, we were equally divided " regarding the issue of jurisdiction." Stuart v. Walker, No. 09-CV-900, (D.C. Feb. 16, 2012) (en banc) (unpublished judgment). We now set out once more to answer the question of whether D.C. Code § 16-4427 (a)(1) " violates the District of Columbia Home Rule Act by expanding this court's jurisdiction." Stuart v. Walker, 6 A.3d at 1219 (Steadman, J., dissenting).1

We conclude that D.C. Code § 16-4427 (a)(1) does not violate the Home Rule Act. Our cases have not construed D.C. Code § 1-206.02 (a)(4) rigidly, but instead have recognized that the Council may make substantive changes to the law, even when those changes affect the kinds of cases that the courts adjudicate. Indeed, our decisions...

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