In the Missouri Court of Appeals Eastern District DIVISION FOUR
KIARA STANDIFER and ) No. ED112162 QUENTINA TATE, ) ) Respondents, ) Appeal from the Circuit Court of ) St. Louis County v. ) Cause No. 23SL-CC02853 ) SUNTRUP HYUNDAI, INC. and ) HYUNDAI MOTOR AMERICA CORP., ) Honorable John N. Borbonus ) Appellants. ) Filed: August 6, 2024
Suntrup Hyundai, Inc. and Hyundai Motor America Corp. (collectively, “Suntrup”)
appeal the circuit court’s order overruling its motion to compel arbitration of two consumer
disputes. Suntrup alleged there were valid, binding arbitration agreements requiring arbitration
rather than resolution by the circuit court.
Because the consumers’ arbitration agreements are enforceable and the consumers failed
to submit their claims to arbitration, the circuit court’s judgment denying Suntrup’s motion to
compel arbitration is vacated. This case is remanded to the circuit court with instructions to issue
an order compelling arbitration. Background
Kiara Standifer and Quentina Tate (collectively, “Consumers”) each purchased a
Hyundai vehicle from a dealership in St. Louis County. Subsequent to their purchases,
Consumers’ vehicles were stolen.
Consumers filed a petition in the circuit court, claiming Suntrup violated the Missouri
Merchandising Practices Act, section 407.010 et seq., RSMo 2016, 1 because Suntrup failed to
install the appropriate anti-theft protection devices in their vehicles. Suntrup timely moved to
compel arbitration and stay the proceedings because Consumers signed arbitration agreements
requiring arbitration of all disputes.
Consumers conceded they signed arbitration agreements but claimed they were relieved
of their obligation to arbitrate because Suntrup failed to register the arbitration agreements with
the American Arbitration Association (“AAA”) as required by AAA rules. Accordingly,
Consumers argued they were not required to submit their claims to arbitration and could proceed
in the circuit court. Suntrup replied, asserting Consumers’ arbitration agreements allowed for a
choice of arbitrators, it had registered with the AAA, and any determination regarding
arbitrability of a different state case in the circuit court is not binding in this case. See Martin v.
HW Automotive, LLC, No. ED112165, --- S.W.3d --- (Mo. App. August 6, 2024).
The circuit court held a hearing on the motion to compel and entered a judgment denying
Suntrup’s motion to compel arbitration. Suntrup appeals pursuant to § 435.440.1(1).
Standard of Review
Section 435.355 governs the procedure for resolving a motion to compel arbitration. If
the party seeking to compel arbitration demonstrates there is a valid arbitration agreement and
1 All statutory references are to RSMo 2016. 2 the party opposing the motion refuses to arbitrate, “the court shall order the parties to proceed
with arbitration ….” Section 435.355.1. If the party opposing the motion denies the existence of
an arbitration agreement, then “the court shall proceed summarily to the determination of the
issue so raised and shall order arbitration if found for the moving party ….” Id. In “an appeal
from a circuit court’s order overruling a motion to compel arbitration when there is a dispute as
to whether the arbitration agreement exists, the circuit court’s judgment will be affirmed unless
there is no substantial evidence to support it, it is against the weight of the evidence, or it
erroneously declares or applies the law.” Theroff v. Dollar Tree Stores, Inc., 591 S.W.3d 432,
436 (Mo. banc 2020).
However, when there is no dispute about the existence of an arbitration agreement, this
Court conducts de novo review of whether a motion to compel arbitration should be sustained.
Bridgecrest Acceptance Corp. v. Donaldson, 648 S.W.3d 745, 751 (Mo. banc 2022). This Court
also engages in de novo review to determine “whether the right to insist on arbitration, if present,
has been waived.” GFS, II, LLC v. Carson, 684 S.W.3d 170, 176 (Mo. App. 2023) (quoting Frye
v. Speedway Chevrolet Cadillac, 321 S.W.3d 429, 435 (Mo. App. 2010). When a reviewing court
engages in de novo review, it “exercises independent judgment to correct erroneous
interpretations.” Missouri Pub. Serv. Comm’n v. Union Elec. Co., 552 S.W.3d 532, 539 (Mo.
banc 2018) (internal quotation omitted). The circuit court’s decision is given no deference in de
novo review. Chastain v. United Fire & Cas. Co., 653 S.W.3d 616, 620 (Mo. App. 2022).
Because Consumers concede they signed arbitration agreements with Suntrup, this Court’s
review of the order overruling Suntrup’s motion to compel is de novo.
3 Analysis
“[A]rbitration is a matter of contract.” Rent-A-Ctr., W., Inc. v. Jackson, 561 U.S. 63, 67,
130 S. Ct. 2772, 177 L.Ed.2d 403 (2010). “The usual rules and canons of contract interpretation
govern the subsistence and validity of an arbitration clause.” Dunn Indus. Grp., Inc. v. City of
Sugar Creek, 112 S.W.3d 421, 428 (Mo. banc 2003); see also Am. Exp. Co. v. Italian Colors
Rest., 570 U.S. 228, 233, 133 S. Ct. 2304, 2309, 186 L. Ed. 2d 417 (2013); Bridgecrest, 648
S.W.3d at 752 (applying contract principles to an arbitration dispute).
Consumers do not dispute that their claims are subject to a binding arbitration agreement.
Instead, Consumers assert they are relieved of their obligation to arbitrate because the circuit
court in a different case, Martin v. H.W. Automotive LLC, did not compel arbitration after finding
that the Martin defendants failed to properly register their arbitration clause with the AAA.
Consumers suggest that, because the AAA declined to arbitrate the claims in Martin, this Court
should assume that the AAA would also decline to arbitrate Consumers’ claims here.
Consumers’ argument that this Court should rely on a circuit court’s order in another case
involving different parties is incorrect. This Court evaluates each case on its own merits, and in
this case, Consumers agree that they have signed a binding arbitration clause. Although Martin
involved similar claims to those at issue here, it dealt with different parties and different
arbitration clauses. Martin also involved evidence that the plaintiffs in that case actually
attempted to initiate an arbitration.
The record in this case lacks any support for Consumers’ argument that an arbitrator
would refuse to accept their cases for arbitration. Consumers have not presented any evidence
that they attempted to arbitrate their claims or that their claims would be rejected if they
4 attempted to do so. As a result, the circuit court erred in failing to compel the parties to arbitrate
based only on a similar refusal in a separate case. 2
Additionally, Consumers argue this Court should affirm the circuit court’s judgment
because Suntrup waived arbitration by responding to Consumers’ lawsuit. 3 A court may
determine whether a party waives its right to compel arbitration when that party affirmatively
litigated the dispute in the circuit court. Carson, 684 S.W.3d at 178. “A claim that a litigant has
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In the Missouri Court of Appeals Eastern District DIVISION FOUR
KIARA STANDIFER and ) No. ED112162 QUENTINA TATE, ) ) Respondents, ) Appeal from the Circuit Court of ) St. Louis County v. ) Cause No. 23SL-CC02853 ) SUNTRUP HYUNDAI, INC. and ) HYUNDAI MOTOR AMERICA CORP., ) Honorable John N. Borbonus ) Appellants. ) Filed: August 6, 2024
Suntrup Hyundai, Inc. and Hyundai Motor America Corp. (collectively, “Suntrup”)
appeal the circuit court’s order overruling its motion to compel arbitration of two consumer
disputes. Suntrup alleged there were valid, binding arbitration agreements requiring arbitration
rather than resolution by the circuit court.
Because the consumers’ arbitration agreements are enforceable and the consumers failed
to submit their claims to arbitration, the circuit court’s judgment denying Suntrup’s motion to
compel arbitration is vacated. This case is remanded to the circuit court with instructions to issue
an order compelling arbitration. Background
Kiara Standifer and Quentina Tate (collectively, “Consumers”) each purchased a
Hyundai vehicle from a dealership in St. Louis County. Subsequent to their purchases,
Consumers’ vehicles were stolen.
Consumers filed a petition in the circuit court, claiming Suntrup violated the Missouri
Merchandising Practices Act, section 407.010 et seq., RSMo 2016, 1 because Suntrup failed to
install the appropriate anti-theft protection devices in their vehicles. Suntrup timely moved to
compel arbitration and stay the proceedings because Consumers signed arbitration agreements
requiring arbitration of all disputes.
Consumers conceded they signed arbitration agreements but claimed they were relieved
of their obligation to arbitrate because Suntrup failed to register the arbitration agreements with
the American Arbitration Association (“AAA”) as required by AAA rules. Accordingly,
Consumers argued they were not required to submit their claims to arbitration and could proceed
in the circuit court. Suntrup replied, asserting Consumers’ arbitration agreements allowed for a
choice of arbitrators, it had registered with the AAA, and any determination regarding
arbitrability of a different state case in the circuit court is not binding in this case. See Martin v.
HW Automotive, LLC, No. ED112165, --- S.W.3d --- (Mo. App. August 6, 2024).
The circuit court held a hearing on the motion to compel and entered a judgment denying
Suntrup’s motion to compel arbitration. Suntrup appeals pursuant to § 435.440.1(1).
Standard of Review
Section 435.355 governs the procedure for resolving a motion to compel arbitration. If
the party seeking to compel arbitration demonstrates there is a valid arbitration agreement and
1 All statutory references are to RSMo 2016. 2 the party opposing the motion refuses to arbitrate, “the court shall order the parties to proceed
with arbitration ….” Section 435.355.1. If the party opposing the motion denies the existence of
an arbitration agreement, then “the court shall proceed summarily to the determination of the
issue so raised and shall order arbitration if found for the moving party ….” Id. In “an appeal
from a circuit court’s order overruling a motion to compel arbitration when there is a dispute as
to whether the arbitration agreement exists, the circuit court’s judgment will be affirmed unless
there is no substantial evidence to support it, it is against the weight of the evidence, or it
erroneously declares or applies the law.” Theroff v. Dollar Tree Stores, Inc., 591 S.W.3d 432,
436 (Mo. banc 2020).
However, when there is no dispute about the existence of an arbitration agreement, this
Court conducts de novo review of whether a motion to compel arbitration should be sustained.
Bridgecrest Acceptance Corp. v. Donaldson, 648 S.W.3d 745, 751 (Mo. banc 2022). This Court
also engages in de novo review to determine “whether the right to insist on arbitration, if present,
has been waived.” GFS, II, LLC v. Carson, 684 S.W.3d 170, 176 (Mo. App. 2023) (quoting Frye
v. Speedway Chevrolet Cadillac, 321 S.W.3d 429, 435 (Mo. App. 2010). When a reviewing court
engages in de novo review, it “exercises independent judgment to correct erroneous
interpretations.” Missouri Pub. Serv. Comm’n v. Union Elec. Co., 552 S.W.3d 532, 539 (Mo.
banc 2018) (internal quotation omitted). The circuit court’s decision is given no deference in de
novo review. Chastain v. United Fire & Cas. Co., 653 S.W.3d 616, 620 (Mo. App. 2022).
Because Consumers concede they signed arbitration agreements with Suntrup, this Court’s
review of the order overruling Suntrup’s motion to compel is de novo.
3 Analysis
“[A]rbitration is a matter of contract.” Rent-A-Ctr., W., Inc. v. Jackson, 561 U.S. 63, 67,
130 S. Ct. 2772, 177 L.Ed.2d 403 (2010). “The usual rules and canons of contract interpretation
govern the subsistence and validity of an arbitration clause.” Dunn Indus. Grp., Inc. v. City of
Sugar Creek, 112 S.W.3d 421, 428 (Mo. banc 2003); see also Am. Exp. Co. v. Italian Colors
Rest., 570 U.S. 228, 233, 133 S. Ct. 2304, 2309, 186 L. Ed. 2d 417 (2013); Bridgecrest, 648
S.W.3d at 752 (applying contract principles to an arbitration dispute).
Consumers do not dispute that their claims are subject to a binding arbitration agreement.
Instead, Consumers assert they are relieved of their obligation to arbitrate because the circuit
court in a different case, Martin v. H.W. Automotive LLC, did not compel arbitration after finding
that the Martin defendants failed to properly register their arbitration clause with the AAA.
Consumers suggest that, because the AAA declined to arbitrate the claims in Martin, this Court
should assume that the AAA would also decline to arbitrate Consumers’ claims here.
Consumers’ argument that this Court should rely on a circuit court’s order in another case
involving different parties is incorrect. This Court evaluates each case on its own merits, and in
this case, Consumers agree that they have signed a binding arbitration clause. Although Martin
involved similar claims to those at issue here, it dealt with different parties and different
arbitration clauses. Martin also involved evidence that the plaintiffs in that case actually
attempted to initiate an arbitration.
The record in this case lacks any support for Consumers’ argument that an arbitrator
would refuse to accept their cases for arbitration. Consumers have not presented any evidence
that they attempted to arbitrate their claims or that their claims would be rejected if they
4 attempted to do so. As a result, the circuit court erred in failing to compel the parties to arbitrate
based only on a similar refusal in a separate case. 2
Additionally, Consumers argue this Court should affirm the circuit court’s judgment
because Suntrup waived arbitration by responding to Consumers’ lawsuit. 3 A court may
determine whether a party waives its right to compel arbitration when that party affirmatively
litigated the dispute in the circuit court. Carson, 684 S.W.3d at 178. “A claim that a litigant has
waived its right to compel arbitration, because it has actively and extensively litigated the case in
court before seeking arbitration, is similar to many other procedural issues that routinely arise in
civil litigation, and which are resolved by courts every day.” Id. at 183.
“[W]aiver occurs when a party ‘knowingly relinquish[ed] the right to arbitrate by acting
inconsistently with that right[.]’” Lopez v. GMT Auto Sales, Inc., 656 S.W.3d 315, 327 (Mo.
App. 2022) (quoting Morgan v. Sundance, Inc., 596 U.S. 411, 419, 142 S. Ct. 1708, 1714, 212 L.
Ed. 2d 753 (2022)). “A party’s conduct amounts to a waiver when the party submits arbitrable
issues to a court for decision.” Boulds v. Dick Dean Econ. Cars, Inc., 300 S.W.3d 614, 620 (Mo.
App. 2010) (quoting WorldSource Coil Coating, Inc. v. McGraw Const. Co., 946 F.2d 473, 477
(6th Cir. 1991)).
2 This Court, in Martin v. HW Automotive, LLC, No. ED112165, --- S.W.3d --- (Mo. App. August 6, 2024), issued on the same date as this opinion, also reversed the circuit court’s ruling on which Consumers rely, reasoning that the AAA had not yet fully declined to arbitrate the plaintiff’s claims. Even if Martin could be considered controlling here, the reversal of the circuit court’s judgment in Martin would similarly lead to a reversal here. 3 Ironically, Consumers, while claiming Suntrup waived arbitration, concede they never raised their waiver argument in the circuit court. In any event, Consumers’ argument is internally inconsistent. Consumers fault Suntrup for not answering their petition and delaying this case, while simultaneously claiming Suntrup waived arbitration by participating in separate federal litigation. Rather than showing Suntrup waived arbitration, Consumers’ argument shows it is nothing more than a Catch-22. 5 Suntrup did not waive arbitration. After Consumers filed their petition, Suntrup, rather
than litigating the matter, instead filed a motion to compel arbitration. Responding to
Consumers’ petition with a motion to compel was the appropriate step for Suntrup to enforce
arbitration. Accepting Consumers’ argument would require this Court to hold Suntrup waived its
arbitration rights by filing a motion to compel arbitration. Suntrup’s actions were the antithesis
of a waiver. C.f. Carson, 684 S.W.3d at 187 (finding waiver-by-litigation when creditor engaged
in extensive litigation for more than a year) and Lopez, 656 S.W.3d at 329-30 (finding
company’s acts of engaging in more than a year of motion practice, participating in discovery,
requesting sanctions, and seeking summary judgment of arbitrable issues resulted in a waiver-by-
litigation). Suntrup did not waive its right to compel arbitration by affirmatively litigating in the
circuit court; its only interaction with the circuit court was seeking to compel Consumers’
arbitration agreements, which Consumers concede they signed.
Conclusion
The circuit court’s judgment denying Suntrup’s motion to compel arbitration is vacated.
The case is remanded to the circuit court with instructions to enter an order compelling
arbitration.
John P. Torbitzky, P.J. James M. Dowd, J., and Michael S. Wright, J., concur.