Bickerstaff v. Suntrust Bank
299 Ga. 459
Ga.2016Background
- Plaintiff Jeff Bickerstaff (substituted by his representative after his death) filed a putative class action against SunTrust alleging overdraft fees constituted usury; he filed before SunTrust gave notice of an amended deposit agreement that created a window to "reject" arbitration.
- SunTrust’s amended deposit agreement allowed an individual depositor to reject the arbitration provision by sending written notice including name, account number, signature, and meeting a deadline (later of Oct. 1, 2010 or 45 days from account opening).
- Bickerstaff’s complaint (and an amended complaint) was filed before the rejection deadline; SunTrust later moved to compel arbitration, arguing the complaint did not validly reject arbitration for absent class members.
- The trial court denied SunTrust’s motion to compel arbitration and denied class certification for lack of numerosity; the Court of Appeals affirmed on the ground that the complaint could only reject arbitration for Bickerstaff individually and not for other depositors.
- The Georgia Supreme Court granted certiorari and reversed: it held the filing of the class complaint tolled the contractual deadline to reject arbitration for all putative class members until class-certification and opt-out notice.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether filing a class complaint can toll a contractual deadline to reject arbitration for absent class members | Bickerstaff: filing the class complaint tolls the contractual rejection period for all putative class members (like tolling statutes of limitation under American Pipe) | SunTrust: contract language requires individualized notice and signature; only each depositor can reject arbitration for themselves, so the complaint cannot toll or bind others | Held: Filing the class complaint tolls the contractual deadline for all putative class members until certification and opt-out, preserving numerosity for class certification |
| Whether a named plaintiff is in privity or can act for absent class members to fulfill contractual notice requirements | Bickerstaff: class-representative doctrine and agency principles allow the named plaintiff to act on behalf of putative class members for tolling purposes | SunTrust: absent privity and the contract’s "you" language prevent a stranger from altering others’ contractual rights | Held: Privity is not required; the class action device permits the representative’s filing to toll the deadline and later ratification (by remaining in the class) relates back to the timely filing |
| Whether tolling improperly binds absent class members before certification | Bickerstaff: tolling only preserves the opt-in/opt-out window; absent members are not bound until they fail to opt out after certification | SunTrust: tolling would effectively bind absent members and abridge their contractual rights | Held: Tolling does not bind absent members pre-certification; members retain the right to opt out and are only bound if they remain after notice |
| Whether tolling a contractual deadline conflicts with Georgia contract or agency law | Bickerstaff: existing Georgia precedent allows representatives to satisfy preconditions for suit and agency law supports representation | SunTrust: individual contractual requirements override class-action tolling | Held: Tolling is consistent with Georgia contract and agency principles and with precedents allowing representatives to satisfy preconditions on behalf of a class |
Key Cases Cited
- American Pipe & Construction Co. v. Utah, 414 U.S. 538 (1974) (filing a timely class action tolls the statute of limitations for putative class members)
- Schorr v. Countrywide Home Loans, Inc., 287 Ga. 570 (2010) (named plaintiffs can satisfy pre-suit statutory prerequisites on behalf of a class)
- Barnes v. City of Atlanta, 281 Ga. 256 (2006) (class representatives can satisfy statutory administrative preconditions for the class)
- Kornberg v. Carnival Cruise Lines, Inc., 741 F.2d 1332 (11th Cir. 1984) (filing a class complaint satisfies contract ticket notice requirements for absent passengers)
- Jackson v. Payday Fin., LLC, 764 F.3d 765 (7th Cir. 2014) (putative class representative may obtain pre-certification rulings invalidating arbitration clauses)
- Noohi v. Toll Bros., Inc., 708 F.3d 599 (4th Cir. 2013) (pre-certification challenge to enforceability of arbitration provisions)
- In re Charter Co., 876 F.2d 866 (11th Cir. 1989) (class representative acts as agent for absent class members)
- In re American Reserve Corp., 840 F.2d 487 (7th Cir. 1988) (class representative maintains suit pending certification on behalf of absent members)
- In re Checking Account Overdraft Litigation, 734 F. Supp. 2d 1279 (S.D. Fla. 2010) (district court decision addressing unconscionability of arbitration clause in deposit agreements)
- Latman v. Costa Cruise Lines, N.V., 758 So. 2d 699 (Fla. Dist. Ct. App. 2000) (contractual ticket claim-filing periods tolled by class complaints)