Court of Appeals of Texas, Second District, Fort Worth
SCOTT A. MILLER APPELLANT
JEREMY J. WALKER, D/B/A MAVERICK WEALTH MANAGEMENT APPELLEE
THE 236TH DISTRICT COURT OF TARRANT COUNTY TRIAL COURT NO.
WALKER, MEIER, and BIRDWELL, JJ.
Jeremy J. Walker, d/b/a Maverick Wealth Management petitioned
the trial court to vacate the attorneys'-fees portion of
an arbitration award in favor of Appellant Scott A. Miller,
arguing that the panel had exceeded its authority by awarding
attorneys' fees that were not recoverable under an
arbitration agreement or pursuant to Texas law. In response,
Miller moved the trial court to confirm the arbitration award
and to sanction Walker for filing a frivolous petition to
vacate. The trial court vacated the attorneys' fees and
declined to sanction Miller. In two issues, Miller challenges
both rulings. We hold that the panel was authorized to award
Miller attorneys' fees in light of the parties'
submissions requesting attorneys' fees and Walker's
failure to advise the panel that it lacked the authority to
award Miller attorneys' fees. We also conclude, however,
that the trial court did not abuse its discretion by denying
Miller's motion for sanctions. Therefore, we will affirm
the trial court's judgment insofar as it denied
Miller's motion for sanctions, but we will reverse the
trial court's judgment vacating the attorneys' fees
and render judgment confirming the arbitration award.
operates a financial-advisory practice as an independent
affiliate of Ameriprise Financial Services, Inc. Walker
joined the practice in 2009 as an Associate Financial Advisor
and signed an "Ameriprise Financial Services, Inc.
Associate Financial Advisor Agreement" (AFA Agreement),
which among other employment terms, contained a section
providing for arbitration of certain claims. Both Miller and
Walker are "registered" with-or are considered
"Associated Persons" by-the Financial Industry
Regulatory Authority (FINRA).
2015, Walker resigned as an Associate Financial Advisor and,
according to Miller, "started a competing business two
miles away." Believing that Walker was using
confidential information taken from his practice to gain a
competitive advantage for his new business in violation of
several written agreements, and concluding that FINRA Rule
13200 required the dispute to be arbitrated through FINRA,
Miller obtained a temporary restraining order against Walker
in state court and concurrently filed a statement of claim
with FINRA Dispute Resolution. In his statement of claim,
Miller averred that Walker had breached contracts, breached
fiduciary duties, and misappropriated trade secrets, and he
sought permanent injunctive relief and attorneys' fees.
Walker filed an answering statement that contained general
and specific denials, affirmative defenses, and his own
request for attorneys' fees. Both sides also signed a
FINRA Arbitration Submission Agreement, agreeing to
"submit the present matter in controversy, as set forth
in the attached statement of claim, answers, and all related
[other claims], to arbitration in accordance with the FINRA
By-Laws, Rules, and Code of Arbitration Procedure."
Miller nonsuited his state-court action after a FINRA
arbitration panel was selected.
hearing on June 22, 2015, the panel issued an order granting
in part Miller's request for a permanent injunction.
Later, on August 11, 2015, the panel held a full-day
evidentiary hearing on damages, costs, and attorneys'
fees. In addition to some testimonial evidence about
attorneys' fees, both sides submitted an affidavit or
declaration in support of attorneys' fees and costs.
Miller's attorney's declaration sought reasonable
attorneys' fees in the amount of $95, 965.90, and
Walker's attorney's affidavit sought attorneys'
fees and costs in the amount of $150, 025.00.
panel issued its award on September 1, 2015, awarding Miller
compensatory damages in the amount of $76, 238.49 and
attorneys' fees and costs in the amount of $95, 965.50.
The award stated that Walker was liable for the
attorneys' fees "pursuant to Texas Civil Practice
and Remedies Code Section 38.001." Walker paid the
compensatory-damages portion of the award but filed a
petition in state court, pursuant to the Federal Arbitration
Act (FAA), to vacate or, alternatively, to modify or correct
the attorneys'-fees portion of the award.
petition to vacate, Walker argued that in awarding Miller
attorneys' fees, the panel had exceeded its authority
under section IX(7) of the AFA Agreement because that
provision permitted attorneys' fees incurred in an
arbitration to be awarded to Walker or to Ameriprise but not
to Miller. According to Walker, "There was
simply no authority in the AFA Agreement for the Panel to
require Mr. Walker to pay Mr. Miller's attorneys'
fees." Citing a choice-of-law provision, Walker
alternatively argued that the panel had exceeded its
authority under the AFA Agreement by basing its
attorneys'-fees award on a Texas statute (civil practice
and remedies code section 38.001) instead of on Minnesota
law, which does not contain a statute like section 38.001. In
his petition to modify or correct the attorneys'-fees
portion of the award, Walker argued that the award should be
reduced by $17, 400.50 because there was an evident, material
miscalculation of figures.
responded to each of Walker's arguments and additionally
asked the trial court to sanction Walker under rule of civil
procedure 13 and civil practice and remedies code chapter 10
for filing a frivolous petition to vacate the attorneys'
fees. The trial court vacated the attorneys'-fees portion
of the award and denied all other relief, including
Miller's motion for sanctions and accompanying request
for attorneys' fees incurred as a result of Walker's
petition to vacate.
Authority to Award Attorneys' Fees
first issue, Miller argues that the panel did not exceed its
authority by awarding him attorneys' fees because the
arbitration was conducted under FINRA rules, which allow an
award of attorneys' fees, not pursuant to the AFA
Agreement, which expressly excluded from arbitration the
claims that Miller alleged against Walker. Alternatively,
Miller contends that even if the AFA Agreement and its
section IX(7) controlled, the parties authorized the panel to
award him attorneys' fees because both sides submitted
requests for attorneys' fees and Walker neither objected
to Miller's request for attorneys' fees nor claimed
that the panel ...