Crown Asset Management, LLC, Respondent, v. Lisa Lawson, Appellant, v. Santander Consumer USA, Inc., Respondent.Crown Asset Management, LLC, Respondent, v. Lisa Lawson, Appellant, v. Santander Consumer USA, Inc., Respondent.
Introduction
Lisa Lawson (Lawson) appeals the circuit court‘s judgment denying her motion for class certification of an action against Crown Asset Management, LLC (Crown) and Santander Consumer USA Inc. (Santander) (collectively, Defendants) for violating the
The circuit court‘s judgment denying class certification is affirmed.
Factual and Procedural Background
In October 2018, Lawson obtained financing from Santander to purchase a vehicle. After Lawson failed to make payments, Santander repossessed the vehicle. Santander mailed Lawson a notice entitled, “Notice of Our Plan to Sell Property” (pre-sale notice). This notice advised her of its intent to dispose of her vehicle and her redemption rights. The pre-sale notice also explained how: (1) any proceeds from disposal would apply to her account balance; (2) any deficiency would be calculated; and (3) to obtain further information. After Lawson did not redeem her vehicle, Santander sold it. Santander mailed Lawson a second notice entitled, “Explanation of Calculation of Surplus or Deficiency” (post-sale notice). This notice stated she owed a deficiency balance of $8,992.03 and explained how the sale proceeds were applied to her account balance. Santander assigned its interests in Lawson‘s and other consumers’ accounts to Crown.
Defendants moved to compel Lawson to litigate her claims in arbitration, which was denied in April 2024.2 Defendants filed an answer, asserted affirmative defenses, and argued no class should be certified for several reasons, including because putative class members signed agreements requiring them to arbitrate their claims or waive their right to participate in a class action.
In January 2025, Lawson moved for class certification. She requested certification of two classes, one for Crown and Santander as follows:
The Class comprises all persons who Santander mailed a pre-sale notice or post-sale notice within the applicable statute of limitations and who were residents of the United States at the time.
Excluded from the Class are (1) persons whom Santander has obtained a final deficiency judgment against; (2) persons who filed for bankruptcy after the date on their pre-sale notice and who had such consumer debt discharged in bankruptcy.
As to Crown, Lawson proposed a class comprised of:
a. Who Santander mailed a pre[-]sale notice or post-sale notice in the same or a substantially similar form as the notices mailed to Lawson; and
b. Who had a loan agreement and account associated with the repossession and pre-sale notice or post-sale notice that was subsequently assigned to or purchased by [Crown]; and
c. Who have not had a deficiency judgment entered against them and in favor of [Crown] with respect to such consumer debt and who have not had such consumer debt discharged in bankruptcy.
Lawson did not request a Missouri subclass be certified. Defendants opposed class certification. The parties extensively briefed the issue and filed copious exhibits to support their respective positions.3 After a hearing, the circuit court denied Lawson‘s motion for class certification without explanation.4
Lawson sought and received this Court‘s permission to file an interlocutory appeal of the circuit court‘s certification decision.5 Additional facts will be adduced in the analysis to avoid repetition.
Whether an action should proceed under
Class Action Certification Elements
“Class actions are designed to provide an economical means for disposing of similar lawsuits while simultaneously protecting defendants from inconsistent obligations and the due process rights of absentee class members.” State ex rel. Coca-Cola Co. v. Nixon, 249 S.W.3d 855, 860 (Mo. banc 2008) (internal quotation omitted). “Although the express elements for class action certification are designed to accomplish these goals, courts must not forget that the underlying question in any class action certification is whether the class action device provides the most efficient and just method to resolve the controversy at hand, all things considered.” Id. at 860–61.
(1) the class is so numerous that joinder of all members is impracticable, (2) there are questions of law or fact common to the class, (3) the claims or defenses of the representative parties are typical of the claims or defenses of the class, and (4) the representative parties will fairly and adequately protect the interests of the class.
that the questions of law or fact common to the members of the class predominate over any questions affecting only individual members, and that a class action is superior to other available methods for the fair and efficient adjudication of the controversy. The matters pertinent to the findings include:
(A) the interest of members of the class in individually controlling the prosecution or defense of separate actions;
(B) the extent and nature of any litigation concerning the controversy already commenced by or against members of the class;
(C) the desirability or undesirability of concentrating the litigation of the claims in the particular forum;
(D) the difficulties likely to be encountered in the management of a class action.
“A class certification hearing is a procedural matter in which the sole issue is whether plaintiff has met the requirements for a class action.” Meyer, 220 S.W.3d at 715. The party seeking class certification bears the burden of proof to provide evidence satisfying “each and every requirement of the rule.” Dale, 204 S.W.3d at 164–65. The circuit “court has no authority to conduct a preliminary inquiry” into whether the plaintiff has stated a cause of action or will prevail on the merits.” Id. at 178. In fact, when making a class certification determination, “the named plaintiffs’ allegations are accepted as true.” Elsea v. U.S. Eng‘g Co., 463 S.W.3d 409, 413 (Mo. App. W.D. 2015) (quoting Hope v. Nissan N. Am., Inc., 353 S.W.3d 68, 74 (Mo. App. W.D. 2011)). Importantly, “[a]lthough the class certification decision is independent of the ultimate merits of the lawsuit, the applicable substantive law is relevant to a meaningful determination of the certification issues.” State ex rel. Gen. Credit Acceptance Co., LLC v. Vincent, 570 S.W.3d 42, 47 (Mo. banc 2019) (GCAC) (quoting Green v. Fred Weber, Inc., 254 S.W.3d 874, 880 (Mo. banc 2008)).
Lawson raises nine points addressing each element of
Discussion
Point Five: Predominance
In Point Five, Lawson argues the circuit court abused its discretion in denying her class certification motion because
Regarding predominating common questions of fact, Lawson argues it is undisputed the alleged defects in Santander‘s template notices were common to the
When presented with Defendants’ choice of law arguments, Lawson cites Elsea, 463 S.W.3d at 418, for the proposition she is required only to demonstrate either a common fact question or a common legal question predominates because
Addressing the disjunctive nature of the predominance element is premature because “[i]n order to make the findings required to certify a class action under [
Lawson submitted a chart containing the UCC provisions 9-611, 9-614, and 9-616 from all 50 states which she maintains confirms every state has uniformly enacted these laws with the exception of North Dakota. Lawson maintains this chart is sufficient to show no conflicts of law analysis is necessary because there are no variations between Missouri‘s law and the other 48 states where the putative class members reside.7 Lawson
Lawson‘s attempt to distinguish Adams and Tylka based on their underlying claims is a distinction without a difference. What Adams and Tylka demonstrate is the quantum of proof needed to meet the burden of providing an “extensive analysis” of state law variations to demonstrate predominance when seeking nationwide certification, not whether the underlying cause of action mirrors hers and the putative class.
plaintiffs provided the district court with an extensive catalog of the statutory text of the warranty and redhibition laws of the fifty-one jurisdictions implicated in this suit; included in this catalog is the text of the relevant provisions of the Louisiana Civil Code and the UCC provisions of forty-nine states and the District of Columbia. Plaintiffs additionally provided an overview of textual variations in the relevant UCC provisions as adopted by the fifty jurisdictions. Finally, plaintiffs submitted a report from an expert on contract law who opined, after analyzing some variations, that “the few variations in the provisions of UCC Article 2 relevant to this case are such that they do not affect the result” and that Louisiana law “does not differ from Article 2 in a manner that would affect the result.”
Id. at 725 (footnotes omitted). Cole held this was insufficient to satisfy predominance:
because they failed both to undertake the required “extensive analysis” of variations in state law concerning their claims and to consider how those variations impact predominance. Plaintiffs’ assertion of predominance relied primarily on the textual similarities of each jurisdiction‘s applicable law and on the general availability of legal protection in each jurisdiction for express and implied warranties. Plaintiffs’ largely textual presentation of legal authority oversimplified the required analysis and glossed over the glaring substantive legal conflicts among the applicable laws of each jurisdiction.
Id. at 725–26 (internal citation omitted).
Lawson likewise oversimplifies her burden to provide an extensive analysis by asserting she sought certification on identical statutes applied to template documents. In Walsh, 807 F.2d at 1016, the court noted “the general, unstartling statement made in a
Despite this lack of proof, Lawson urges this Court to overlook state law variances because McKeage stated the general proposition that state law variations alone are insufficient to preclude nationwide class certification. McKeage, 357 S.W.3d at 601. Lawson‘s reliance on McKeage is misplaced because it presented no true choice of law or state law variation questions to resolve. In that case, the defendant‘s contract required any litigation arising from the agreement to be litigated in Missouri and Missouri law applied to any dispute. Id. at 600. Every putative class member, both in-state and out-of-state, had the same contract with the same Missouri choice of law and forum selection clause. Id. at 599. Further, McKeage explicitly rejected the defendant‘s attempt to “engage in a state by state choice of law analysis to invalidate the nationwide class.” Id.
Lawson also relies heavily on GCAC, which recognized “[c]laims involving the interpretation of form contracts often present a ‘classic case for treatment as a class action.‘” GCAC, 570 S.W.3d at 47 (quoting McKeage v. TMBC, LLC, 847 F.3d 992, 999 (8th Cir. 2017)). GCAC is inapposite here because in that case, the Supreme Court of
Lawson cannot satisfy predominance because she did not meet her burden of providing an extensive analysis of state law variances to demonstrate class certification did not present insuperable obstacles. E. Maine Baptist Church, 244 F.R.D. at 546. Point Five is denied.
Accordingly, this Court cannot say the circuit court abused its discretion in denying Lawson‘s class certification motion. Because Lawson did not demonstrate predominance, this Court need not address her remaining points challenging whether the other class certification elements were met.9
The circuit court‘s judgment is affirmed.
Virginia W. Lay, Presiding Judge
Angela T. Quigless, Judge, concurs.
Thomas C. Clark, II, Judge, concurs.
Notes
472 U.S. at 818 (quoting Allstate Ins. Co. v. Hague, 449 U.S. 302, 312–13 (1981)). Shutts emphasized these “constitutional limitations … must be respected even in a nationwide class action.” Id. at 823. This record shows no attempt by Lawson to address or satisfy these constitutional limitations to justify applying Missouri law to all nationwide putative class member claims nor does Lawson‘s brief explain which state‘s law would apply to these putative class claims.[T]he Due Process Clause and the Full Faith and Credit Clause provided modest restrictions on the application of forum law. These restrictions required “that for a State‘s substantive law to be selected in a constitutionally permissible manner, that State must have a significant contact or significant aggregation of contacts, creating state interests, such that choice of its law is neither arbitrary nor fundamentally unfair.”