C-Sculptures, LLC v. Brown

742 S.E.2d 359, 403 S.C. 53, 2013 WL 1898379, 2013 S.C. LEXIS 87
CourtSupreme Court of South Carolina
DecidedMay 8, 2013
DocketAppellate Case No. 2011-195907; No. 27246
StatusPublished
Cited by11 cases

This text of 742 S.E.2d 359 (C-Sculptures, LLC v. Brown) is published on Counsel Stack Legal Research, covering Supreme Court of South Carolina primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
C-Sculptures, LLC v. Brown, 742 S.E.2d 359, 403 S.C. 53, 2013 WL 1898379, 2013 S.C. LEXIS 87 (S.C. 2013).

Opinion

Justice KITTREDGE.

We granted certiorari to review the court of appeals decision affirming the circuit court’s order that upheld an arbitration award. C-Sculptures, LLC v. Brown, 394 S.C. 519, 716 S.E.2d 678 (Ct.App.2011). We reverse, for we find the arbi[55]*55trator exceeded his powers, as his decision constitutes a “manifest disregard of the law.” See S.C.Code Ann. § 15-48-130 (Supp.2012); Gissel v. Hart, 382 S.C. 235, 676 S.E.2d 320 (2009).

I.

The underlying dispute arises from a construction contract whereby Respondent C-Sculptures, LLC, a general contractor, agreed to build a home for Petitioners Gregory and Kerry Brown. The contract price was in excess of $800,000. However, Respondent only possessed what is referred to as a Group II license, limiting Respondent to construction projects that did not exceed $100,000. A dispute arose between the parties, and Respondent filed an action in circuit court seeking to enforce a mechanic’s lien against Petitioners. Upon Petitioners’ motion and pursuant to an arbitration clause in the parties’ contract, the circuit court matter was stayed pending arbitration.

Petitioners sought to have the matter dismissed after they learned Respondent held only a Group II license. In a detailed memorandum in support of their motion to dismiss, Petitioners argued that Respondent did not have a valid license and was therefore prohibited from bringing a legal or equitable action to enforce the contract pursuant to S.C.Code Ann. section 40-11-370(0 (Supp.2012).1

The arbitrator was apprised of the applicable law, but nevertheless denied Petitioners’ motion to dismiss “after due consideration of all the evidence and authorities presented by the parties in this Arbitration.” Respondent prevailed at arbitration, receiving an award of damages and an award of attorney’s fees as the prevailing party pursuant to S.C.Code Ann. section 29-5-10(b) (Supp.2012). Petitioners challenged the arbitration award, contending the arbitrator’s denial of their motion to dismiss amounted to a manifest disregard of the law. Following adverse decisions in the circuit court and the court of appeals, we granted a writ of certiorari.

[56]*56II.

South Carolina has a strong policy favoring resolution of disputes through alternative dispute resolution, including arbitration. See Gissel v. Hart, 382 S.C. 235, 240, 676 S.E.2d 320, 323 (2009) (“Arbitration is a favored method of disputes in South Carolina”). “Generally, an arbitration award is conclusive and courts will refuse to review the merits of an award.” Id. at 241, 676 S.E.2d at 323. An award will be vacated only under narrow, limited circumstances, inter alia, “when the arbitrator exceeds his or her powers and/or manifestly disregards or perversely misconstrues the law.” Id. (citing Tech. College v. Lucas & Stubbs, 286 S.C. 98, 333 S.E.2d 781 (1985)). This Court has held that for a court to vacate an arbitration award based upon an arbitrator’s “manifest disregard for the law,” the “governing law ignored by the arbitrator must be well defined, explicit, and clearly applicable.” Id. Indeed, “[a]n arbitrator’s ‘manifest disregard of the law,’ as a basis for vacating an arbitration award occurs when the arbitrator knew of a governing legal principle yet refused to apply it.” Id. at 241-12, 676 S.E.2d at 323.

III.

Petitioners argue the court of appeals erred in refusing to find the arbitrator manifestly disregarded the law in declining to dismiss the action. They maintain the plain language of section 40-ll-370(C) is clear, defined, explicit, and unquestionably applicable, yet the arbitrator simply chose to ignore it. We agree.

“Under the plain meaning rule, it is not the court’s place to change the meaning of a clear and unambiguous statute.” Hodges v. Rainey, 341 S.C. 79, 85, 533 S.E.2d 578, 581 (2000). “Where the statute’s language is plain and unambiguous, and conveys a clear and definite meaning, the rules of statutory interpretation are not needed and the court has no right to impose another meaning.” Id.

It is undisputed that Respondent is a “general contractor” that performs “general construction” within the meaning of section 40-11-20(8) and (9) of the South Carolina Code. Section 40-11-30 states:

[57]*57No entity or individual may practice as a contractor by performing or offering to perform contracting work for which the total cost of construction is greater than five thousand dollars for general contracting ... without a license issued in accordance with this chapter.

S.C.Code Ann. § 40-11-30 (Supp.2012) (emphasis added).

A contractor’s failure to hold a license required by section 40-11-30 is governed by section 40-11-370 of the South Carolina Code, which provides in pertinent part:

(A)It is unlawful to use the term “licensed contractor” or to perform or offer to perform general or mechanical construction without first obtaining a license as required by this chapter.
(C)An entity which does not have a valid license as required by this chapter may not bring an action either at law or in equity to enforce the provisions of a contract. ...

(emphasis added).

The term “valid” is clear and unambiguous, and leaves no room for statutory construction. Respondent admits it did not have the appropriate license, yet attempts to avoid the door-closing effect of section 40-ll-370(C) by claiming it was merely “under-licensed.” The statute manifestly forecloses Respondent’s interpretation, as the term “valid” does not give rise to the slightest ambiguity.2 Our case law is in accord.

In Duckworth v. Cameron, 270 S.C. 647, 244 S.E.2d 217 (1978), a residential home builder, who was not licensed, entered into a contract for the construction of a house. This Court analyzed a similar statute that prohibited a residential home builder who did not have the required license from bringing an action to enforce the contract. We found the statute “clear and unambiguous. Any builder who violates the chapter by entering into a contract for home construction without obtaining the required license simply cannot enforce the contract.” Id. at 649, 244 S.E.2d at 218 (emphasis added); [58]*58see also Earthscapes Unlimited, Inc. v. Ulbrich, 390 S.C. 609, 614, 703 S.E.2d 221, 224 (2010) (recognizing but not enforcing section 40-ll-370(B) because “Appellants did not raise section 40-11-370 of the South Carolina Code as an affirmative defense at any stage in the proceeding below, we find this affirmative defense was not properly pled”); Skiba v. Gessner, 374 S.C. 208, 210, 648 S.E.2d 605

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742 S.E.2d 359, 403 S.C. 53, 2013 WL 1898379, 2013 S.C. LEXIS 87, Counsel Stack Legal Research, https://law.counselstack.com/opinion/c-sculptures-llc-v-brown-sc-2013.