NELSON S. ROMAN, United States District Judge.
Credit One appeals from an order of the United States Bankruptcy Court for the Southern District of New York (Drain, J.) (the "Bankruptcy Court") dated May 14, 2015 (ECF No. 3, Exhibit A), denying Credit One's motion to compel arbitration under the Federal Arbitration Act ("FAA"), 9 U.S.C. § 1 et seq. For the following reasons, the Bankruptcy Court's order is AFFIRMED.
Plaintiff-Appellee Orrin Anderson opened a credit card account with Defendant-Appellant Credit One in 2002. Mr. Anderson's cardholder agreement contained an arbitration agreement, which provided that, "[y]ou and we agree that either you or we may, without the other's consent, require that any controversy or dispute between you and us (all of which are called "Claims"), be submitted to mandatory, binding arbitration." (Appx. at 203, ECF No. 33:3.) The agreement additionally provided that "[c]laims subject to arbitration include, but are not limited to, disputes relating to the establishment, terms, treatment, operation, handling, limitations on or termination of your account; ... credit reporting ... or collections matters relating to your account; ... and any other matters relating to your account, a prior related account or the resulting relationships between you and us." (Id. at 204.)
In 2011, Mr. Anderson defaulted on the account, and the account was closed in December 2011. Mr. Anderson filed a voluntary bankruptcy with the Bankruptcy Court on January 31, 2014. As a result of the bankruptcy proceedings, Mr. Anderson received a discharge of consumer debt, including the Credit One account. Despite the discharge, the debt remained on Mr. Anderson's credit report as "charged off" (i.e., not discharged in bankruptcy). Mr. Anderson subsequently contacted Credit One to notify it that the debt had been discharged in bankruptcy and to request that Credit One update his credit report. According to Mr. Anderson, Credit One took no action and Mr. Anderson's credit report continues to show the debt as charged off rather than discharged in bankruptcy.
On October 17, 2014, Mr. Anderson moved to reopen the bankruptcy proceeding and after a hearing, the Bankruptcy Court reopened the case to "permit the Debtor to commence and pursue an adversary proceeding ... against Credit One Bank with respect to alleged violations of the Debtor's discharge injunction." (Bank. Doc. 14-22147-rdd, ECF No. 26.) Thereafter, Mr. Anderson filed an Amended Class Action Complaint (the "Class Action Complaint"), seeking to represent a class of persons having credit reports with remaining entries for discharged debts. In the Class Action Complaint, Mr. Anderson asserts
On March 3, 2015, Credit One filed a combined motion to compel arbitration, among other requests. The Bankruptcy Court held a hearing on May 5, 2015, and on May 14, 2015, the Bankruptcy Court issued an order denying Credit One's motion to compel arbitration, relying principally on the analysis in In re Belton, No. 12-23037, 2014 WL 5819586 (Bankr. S.D.N.Y. Nov. 10, 2014), rev'd, No. 15 CV 1934 VB, 2015 WL 6163083 (S.D.N.Y. Oct. 14, 2015), motion to certify appeal denied, No. 15 CV 1934, 2016 WL 164620 (S.D.N.Y. Jan. 12, 2016) (hereinafter, Belton I). Credit One now appeals that denial.
A district court "may affirm, modify, or reverse a bankruptcy judge's judgment, order, or decree." Fed. R. Bankr. P. 8013. A district court reviews a bankruptcy court's conclusions of law de novo and its findings of fact under a clearly erroneous standard. See In re Ames Dep't Stores, Inc., 582 F.3d 422, 426 (2d Cir.2009) (citing Momentum Mfg. Corp. v. Emp. Creditors Comm., 25 F.3d 1132, 1136 (2d Cir.1994)).
As an initial matter, the parties dispute the applicable standard of review. More specifically, Mr. Anderson contends that this Court must afford due deference to the Bankruptcy Court's determination, relying on MBNA America Bank, N.A. v. Hill, 436 F.3d 104, 107 (2d Cir.2006)(hereinafter, Hill). Hill states that "[i]f the bankruptcy court `has properly considered the conflicting policies in accordance with law, we acknowledge its exercise of discretion and show due deference to its determination that arbitration will seriously jeopardize a particular core bankruptcy proceeding.'" Id. (quoting U.S. Lines, Inc. v. Am. S.S. Owners Mut. Prot. & Indem. Ass'n, Inc. (In re U.S. Lines, Inc.), 197 F.3d 631, 641 (2d Cir.1999)). However, due deference is only afforded to a bankruptcy court's exercise of discretion. But a bankruptcy court will not always have this discretion; only where "it finds that the [core] proceedings are based on provisions of the Bankruptcy Code that inherently conflict with the [FAA] or that arbitration of the claim would necessarily jeopardize the objectives of the Bankruptcy Code" will the bankruptcy court have discretion to override the arbitration agreement. In re Salander-O'Reilly Galleries, LLC, 475 B.R. 9, 25-26 (S.D.N.Y.2012) (citing Hill, 436 F.3d at 108). The determination of whether a bankruptcy court has this discretion is "a matter of law that must be reviewed de novo." In re Lehman Bros. Holdings, Inc., No. 14 CIV. 7643 ER, 2015 WL 5729645, at *4 (S.D.N.Y. Sept. 30, 2015) (citing In re Winimo Realty Corp., 270 B.R. 108, 117 (S.D.N.Y.2001) (internal citations omitted)). Accordingly, this Court is required to review de novo the Bankruptcy Court's determination of whether the proceedings for violations of discharge injunctions inherently conflict with the FAA. If, and only if, there is an inherent conflict, the Bankruptcy Court is afforded discretion to override the arbitration agreement, an exercise of which is then entitled to due deference.
The issue before the Court, therefore, is whether the Bankruptcy Court had discretion to override the arbitration agreement.
In addressing inherent conflicts between the Bankruptcy Code and the FAA, the Second Circuit has drawn a distinction between core and non-core proceedings.
Therefore, to determine that the Bankruptcy Court had discretion to override the arbitration agreement, the Court must find an inherent conflict. Because only core issues present an inherent conflict, the Court must first determine if the issues are core or non-core to the Bankruptcy Code. If the issues are core, the Court must then decide whether arbitration would present a severe, inherent conflict with or necessarily jeopardize the objectives of the Bankruptcy Code.
In this case, Mr. Anderson's claim pursuant to § 524 of the Bankruptcy Code is properly characterized as a core issue. See Haynes v. Chase Bank USA, N.A. (In re Haynes), Adv. Pro. No. 13-08370-rdd, 2014 WL 3608891, at *7 (Bankr.S.D.N.Y. Jul. 22, 2014) ("A `core proceeding' includes enforcement of the discharge, there being few matters as `core' to the basic function of the bankruptcy courts as the enforcement of the discharge under Sections 524 and 727 of the Bankruptcy Code."); In re Torres, 367 B.R. 478, 481 (Bankr.S.D.N.Y.2007) ("There is no question that the plaintiffs' claims to enforce Bankruptcy Code section 524(a)(2)'s discharge injunction are core proceedings...."); In re Texaco Inc., 182 B.R. 937, 945 (Bankr.S.D.N.Y.1995) (citing In re Kiker, 98 B.R. 103, 103-04 (Bankr.N.D.Ga. 1988) for the proposition that a debtor's motion to reopen a Chapter 13 case to enjoin an alleged violation of the discharge provision of 11 U.S.C. § 524 is a core proceeding); In re Russell, 378 B.R. 735, 738 (Bankr.E.D.N.Y.2007) (holding that a "claim brought under 11 U.S.C. § 524(a)(2) [] constitutes a core proceeding.").
Credit One acknowledges that Mr. Anderson's individual claim to enforce the discharge injunction is a "core" claim under the Bankruptcy Code, but it contends that the class claims are "non-core" claims that should be arbitrated because (1) the Bankruptcy Court lacks jurisdiction over the putative class's claims because they do not relate to Mr. Anderson's bankruptcy, and (2) the Bankruptcy Court does not have subject matter jurisdiction to enforce discharge injunctions entered in other districts. (Credit One Memo at 17-22.)
The Bankruptcy Court previously heard and disposed of the core/non-core issue:
(Hearing Transcript at 48: 10-22.) Moreover, the arguments regarding jurisdiction were made in and rejected by the Bankruptcy Court, and this Court refused to grant Credit One leave to appeal those determinations. See Anderson v. Credit One Bank. N.A. In re Anderson, 550 B.R. 228 (S.D.N.Y.2016) (declining to hear an appeal of (1) whether the Bankruptcy Court has subject matter jurisdiction to entertain a putative nationwide class action over non-core claims for alleged violations of the discharge orders of other bankruptcy courts, and (2) whether the Bankruptcy Court has subject matter jurisdiction to award declaratory or injunctive relief or punitive damages for an alleged violation of the discharge injunction). Thus, those matters are not currently before the Court.
In any event, the determination of whether a matter is core or non-core depends on the nature of the proceeding. See In re Best Products Co., 68 F.3d 26, 31 (2d Cir.1995). Specifically:
In re Robert Plan Corp., 777 F.3d 594, 596-97 (2d Cir.), cert. denied sub nom. Kirschenbaum v. Dep't of Labor, ___ U.S. ___, 136 S.Ct. 317, 193 L.Ed.2d 227 (2015) (internal citations, quotation marks, and alterations omitted). The discharge is clearly a right created by federal bankruptcy law, and an enforcement proceeding concerning that discharge therefore arises under the Bankruptcy Code. See In re Nat'l Gypsum Co., 118 F.3d at 1064 ("[A] proceeding to enforce or construe a bankruptcy court's section 524(a) discharge injunction... necessarily arises under title 11"). Thus, a proceeding concerning a violation of a discharge injunction is a core proceeding. See, e.g., In re Torres, 367 B.R. at 481 ("There is no question that the plaintiffs' claims to enforce Bankruptcy Code section 524(a)(2)'s discharge injunction are core proceedings"). Therefore, given that the issues are core, the Court must proceed to the second inquiry and determine whether enforcement of the discharge injunction by arbitration inherently conflicts with or necessarily jeopardizes the objectives of the Bankruptcy Code.
To make a determination that an inherent conflict exists, a court must engage in "a particularized inquiry into the nature of the claim and the facts of the specific bankruptcy."
Here, the Bankruptcy Court refused to stay the proceedings and compel arbitration on the grounds that the discharge is the fundamental right of the debtor obtained in bankruptcy, as it guarantees a debtor's fresh start, which is a central purpose of the Bankruptcy Code, and that purpose should not be jeopardized by decentralized resolution of claims through arbitration. (See Hearing Transcript at 45-50.) In so holding, the court relied primarily on its analysis in Belton I and Second Circuit precedent in MBNA America Bank, N.A. v. Hill.
The Court agrees that arbitrating Plaintiffs-Appellees' § 524 claims would necessarily jeopardize the objectives of the Bankruptcy Code.
In coming to this conclusion, the Court considers and applies the analysis from the seminal case on point, MBNA America Bank, N.A. v. Hill, where the Second Circuit enumerated three justifications for not finding an inherent conflict. 436 F.3d at 109. In addition, the Court takes into account an additional consideration — uniform application of the bankruptcy law.
In Hill, the Second Circuit ruled that arbitration of the claim would not seriously jeopardize the objectives of the Bankruptcy Code because "(1) Hill's estate has now been fully administered and her debts have been discharged, so she no longer requires protection of the automatic stay and resolution of the claim would have no effect on her bankruptcy estate; (2) as a purported class action, Hill's claims lack the direct connection to her own bankruptcy case that would weigh in favor of refusing to compel arbitration; and (3) a stay is not so closely related to an injunction that the bankruptcy court is uniquely able to interpret and enforce its provisions." Id. Applying each of these justifications to the instant case, the Court finds that the weight of authority compels the opposite conclusion.
In Hill, the court noted that, first and most importantly, arbitration of Hill's § 362(h) claim would not jeopardize the important purposes that the automatic stay serves, including "providing debtors with a fresh start, protecting the assets of the estate, and allowing the bankruptcy court to centralize disputes concerning the estate." Hill, 436 F.3d at 109. The court explained that, because the bankruptcy case had closed, the automatic stay (which operates during the adjudication of the bankruptcy) was no longer necessary, so arbitration would not conflict with the objectives
In the instant case, the Court must instead examine the purposes and objectives of the discharge (rather than the automatic stay) and whether Mr. Anderson still requires protection of the discharge.
The Bankruptcy Code stems from "Congress's determination, rooted in Article 1, Section 8 of the Constitution, that debtors should be able to discharge their debts and creditors should have the benefit of uniform bankruptcy laws premised on that ultimate quid pro quo." Belton I, 2014 WL 5819586, at *8. Accordingly, "Congress made it a central purpose of the [B]ankruptcy [C]ode to give debtors a fresh start in life and a clear field for future effort unburdened by the existence of old debts." In re Bogdanovich, 292 F.3d 104, 107 (2d Cir.2002). The effectiveness of a bankruptcy proceeding therefore relies exclusively on a functioning discharge.
Moreover, the discharge is the mechanism through which debtors are protected after the resolution of their bankruptcy proceedings and distribution of their estates. Thus, whereas Hill "no longer require[d] the protection of the stay to ensure her fresh start," the discharge is essential in the post-bankruptcy context, and its objective is still — if not primarily — implicated after the estate is fully administered. In other words, in Hill, the automatic stay was at issue, and the automatic stay by definition operates during the debtor's bankruptcy, which explains the Hill court's reluctance to hold that an inherent conflict exists where the bankruptcy proceeding had concluded and the estate had been administered. In contrast, the discharge operates postbankruptcy to ensure the objectives of the bankruptcy are carried out. Therefore, a central purpose of the Bankruptcy Code is implicated by the discharge even after the conclusion of bankruptcy proceedings, and arbitration of a discharge violation would jeopardize this central objective.
The Court now turns to Hill's other two bases for holding that arbitration of the plaintiff's automatic stay claim would not seriously jeopardize the objectives of the Bankruptcy Code — the facts that the proceeding was a class action and that a bankruptcy court is not uniquely able to interpret an automatic stay.
The Hill court noted, secondly, that the fact that Hill filed her claim as a class action tended to show that the claim is not integral to her individual bankruptcy proceedings, and that lack of direct connection weighed in favor of arbitration. Hill, 436 F.3d at 110. "By tying her claim to a class of allegedly similarly situated individuals, many of whom are no longer in bankruptcy proceedings, she demonstrates the lack of close connection between the claim and her own underlying bankruptcy case." Id. Here too, the class action nature of the action weighs in favor of arbitration.
Third and finally, Hill explained that because an arbitrator would be asked to interpret and enforce a statute, rather than an affirmative order of the bankruptcy court, arbitration is an appropriate and competent forum for the § 362 claim. Hill, 436 F.3d at 110. In contrast, the claims here arise from a discharge injunction, which is an affirmative order of the bankruptcy court. As noted in Hill, a main objective of the Bankruptcy Code is the "undisputed power of a bankruptcy court to enforce its own orders." Hill, 436 F.3d at 108-09. Additionally, courts in the Second Circuit consistently recognize the unique power of a bankruptcy court to interpret its own orders. See Deep v. Copyright Creditors, 122 Fed.Appx. 530, 533 (2d Cir.2004) (citing In re Casse, 198 F.3d 327, 333 (2d Cir.1999) ("The bankruptcy court [is] in the best position to interpret its own orders."); In re Texaco Inc., 182 B.R. 937, 947 (Bankr.S.D.N.Y.1995) ("A bankruptcy court is undoubtedly the best qualified to interpret and enforce its own orders including those providing for discharge and injunction"). See also PRL USA Holdings, Inc. v. United States Polo Ass'n, Inc., No. 14-CV-764 RJS, 2015 WL 1442487, at *6 (S.D.N.Y. Mar. 27, 2015) ("Federal courts, and federal courts alone, possess `the inherent authority to enforce their judgments,' and the FAA may not be construed to divest courts of their traditional powers to police their own orders.") (citing Cardell Fin. Corp. v. Suchodolksi Assoc., Inc., 896 F.Supp.2d 320, 328 (S.D.N.Y.2012); Emilio v. Sprint Spectrum L. P., No. 08-cv-7147, 2008 WL 4865050, at *2 (S.D.N.Y. Nov. 6, 2008), rev'd on other grounds, No. 08 CV 7147, 2008 WL 4865050, at *1 (S.D.N.Y. Nov. 6, 2008), order vacated in part, No. 08 CV 7147, 2008 WL 4865182 (S.D.N.Y. Nov. 6, 2008), and aff'd, 315 Fed.Appx. 322 (2d Cir.2009)). This consideration, therefore, weighs in favor of refusing to compel arbitration, as the Bankruptcy Court is uniquely suited to interpret its discharge order.
In addition to the three considerations in Hill, the court in Belton I — relied on by the Bankruptcy Court in the instant case — addressed an additional justification for arbitration that this Court finds compelling. Specifically, Belton I emphasized the importance of the uniform application of bankruptcy law, which has been recognized consistently in courts throughout this district. Belton I, 2014 WL 5819586, at *10; Lehman Bros. Holdings Inc. v. Wellmont Health Sys, No. 14 CIV. 01083 LGS, 2014 WL 3583089, at *1 (S.D.N.Y. July 18, 2014) (finding that uniformity in the administration of bankruptcy laws weighs in favor of leaving the case in bankruptcy court, noting that although the claims are principally private and contractual in nature, "they are brought within the context of similar disputes arising out of various [] agreements"); In re Lehman Bros. Holdings Inc., 480 B.R. 179, 196 (S.D.N.Y.2012) (recognizing the important policy promoting uniform application of the bankruptcy law); In re Extended Stay, Inc., 466 B.R. 188, 207 (S.D.N.Y.2011) (same). Accordingly, Belton I emphasized the need for "complete and consistent relief," which "is more likely to occur if [the disputes are] determined by ... a bankruptcy court [rather] than on an arbitration-by-arbitration basis of separate alleged violations of the discharge." Belton I, 2014 WL 5819586, at *10. See also In re Nat'l Gypsum, 118 F.3d at 1070 n. 21 ("Efficient resolution of claims [is an] integral purpos[e] of the Bankruptcy Code."). In other words, uniform application of the Bankruptcy Code is furthered by federal, class action litigation:
In re Bethlehem Steel Corp., 390 B.R. 784, 794-95 (Bankr.S.D.N.Y.2008). Here, a number of debtors assert claims under virtually identical agreements with one creditor — Credit One. Given that each individual claim would be subject to separate arbitration, this could create wildly inconsistent results. This is especially true in light of the broad discretion arbitrators have in deciding whether or not to apply collateral estoppel offensively. Bear, Stearns & Co., Bear, Stearns Sec. Corp. v. 1109580 Ontario, Inc., 409 F.3d 87, 92 (2d Cir.2005) ("In view of differing results reached by different panels, the arbitrators had discretion to apply collateral estoppel or not."). In Bear Stearns, the Second Circuit upheld an arbitration decision where the arbitrator refused to apply collateral estoppel where differing results had
In light of the two Hill factors weighing against arbitration and the additional consideration of uniform application of the discharge injunction, the Court finds that the Bankruptcy Court had discretion to refuse to compel arbitration and agrees with the Bankruptcy Court's determination. As stated previously, when the Bankruptcy Court exercises its discretion to override an arbitration agreement, this Court must afford that determination due deference, and the Court finds no clear error in that aspect of the Bankruptcy Court's decision.
For the foregoing reasons, the Court AFFIRMS the Bankruptcy Court's order denying Credit One's motion to compel arbitration. Accordingly, Credit One's motion to expedite the appeal and motion to stay the Bankruptcy Court proceedings are mooted. The Clerk of the Court is respectfully requested to terminate the motions at ECF Nos. 22 and 40 and close this case.
SO ORDERED.