MLD Community Development, LLC v. Dr. Jerry Wayne Dillon d/b/a Jerkett Enterprises, LLC, Jerkett, Eagles Nest

IN THE COURT OF APPEALS OF THE STATE OF MISSISSIPPI

NO. 2022-CA-00802-COA

MLD COMMUNITY DEVELOPMENT, LLC APPELLANT

v.

DR. JERRY WAYNE DILLON D/B/A JERKETT APPELLEE
ENTERPRISES, LLC, JERKETT, EAGLES NEST

DATE OF JUDGMENT: 08/08/2022
TRIAL JUDGE: HON. DEBBRA K. HALFORD
COURT FROM WHICH APPEALED: PIKE COUNTY CHANCERY COURT
ATTORNEY FOR APPELLANT: JARROD DILLON MUMFORD
ATTORNEY FOR APPELLEE: JOHN JAMIL McNEIL
NATURE OF THE CASE: CIVIL - REAL PROPERTY
DISPOSITION: AFFIRMED AND REMANDED - 11/28/2023
MOTION FOR REHEARING FILED:

BEFORE WILSON, P.J., McDONALD AND LAWRENCE, JJ.

McDONALD, J., FOR THE COURT:

¶1. This case deals with a land contract dispute in Pike County. MLD Community

Development (MLD), a limited liability company comprised of brothers and sisters of the

appellee Dr. Jerry Dillon, brought suit against Dillon in the Pike County Chancery Court to

enjoin his use of land where a lodge-style resort “Eagle Lodge” is located. After the

chancery court entered an order on March 7, 2022, compelling arbitration, MLD filed

subsequent motions to compel pre-arbitration meetings, as required by the land contract. The

chancery court granted one of these motions on July 7, 2022, but on August 8, 2022, the

chancery court entered its third and final order reiterating that the court had already

compelled arbitration, rescinding its July 7, 2022 order concerning pre-arbitration meetings
for lack of both subject-matter and personal jurisdiction, and dismissing the case. MLD

appeals, raising the sole issue of whether the chancery court had subject matter jurisdiction

over the land-contract dispute.

FACTS AND PROCEDURAL BACKGROUND

¶2. Approximately twenty-three years ago, Dillon, who lived in Illinois, acquired thirty-

four acres of land in Pike County, Mississippi, from his father and mother, Monroe and

Lavern Dillon. Dillon developed the land and its seven-acre lake into a lodge-style resort

that he dubbed “Eagle Lodge.”1 Dillon secured a mortgage on the property in order to

finance the development of Eagle Lodge. However, in 2005, Hurricane Katrina damaged the

property and wracked the tourism industry on the Mississippi Gulf Coast for years, causing

Dillon’s property to lose business and visitors.

¶3. In late 2012, Dillon defaulted on the mortgage, and the bank began foreclosure

proceedings. At this point, Dillon’s siblings noticed the foreclosure proceedings in the local

newspaper. In early 2013, they formed MLD Community Development LLC (dedicated to

the siblings’ parents Monroe and Lavern Dillon) to save the land that held a special place in

their family heritage.2 On November 6, 2013, Dillon signed a warranty deed conveying the

1
Dillon also is the sole proprietor of the d/b/a entities listed on the complaint and
appellant’s brief as defendants/appellees: “Jerkett Enterprises, LLC,” “Jerkett,” and “Eagles
Nest.”
2
MLD Community Development, LLC members included: Dr. Tracey Dillon
(President); Wesley Dillon (Vice-President); Brenda Dillon Holmes (Treasurer); Betty
Dillon (Secretary); Eva Bray (Assistant Secretary); Edna Owens; Beverly Gordon; Monroe
Dillon; Vikki Dillon Mumford; and Melvin Holmes, Jr. The listed members and officers all
were stakeholders in the LLC and financially contributed to preventing the foreclosure sale
of the Eagle Lodge property.

2
property to MLD, which in turn refinanced and began to pay off the mortgage, preventing

foreclosure.

¶4. Over three years later, on December 15, 2017, Brenda Holmes (representing MLD)

entered into the “Eagle Lodge Loan Assumption Agreement” with Dillon for the “sole

purpose of retiring loan # 4994646 held at First Bank, MS located in McComb, Mississippi

in exchange for the ownership of the 34 aces and lodge located at 1086 J.J. Carters Road,

Magnolia, Mississippi 39652.” The terms of the loan assumption agreement included:

Jerry Dillon agrees to assume referenced loan and exclusively occupy and take
possession of the premises of Eagle’s Lodge and accompanying 34 acres
throughout the terms of the assumption agreement under the following
conditions: $20,000.00 in increments of $10,000.00 to be satisfied within or
by the end of December 2018; promptly provide funds to satisfy the monthly
note; meet bank’s requirement to maintain property insurance and all other
expenses/taxes thereunto. As soon as practical, Jerry Dillon will pay off loan
agreement held between MLD (Brenda Dillon Holmes guarantor) and First
Bank MS or refinance said loan agreement relieving Brenda Dillon Holmes
and her Associates of any and all liability for said loan, in addition to,
relinquishing any and all ownership to said lodge and 34 acre property located
at 1089[3] J.J. Carters Road to Jerry Dillon. This agreement provides all rights
of ownership which includes the right to refinance said loan, or pay in full
existing loan without any encumbrances from the former loan holder(s). It is
further acknowledged and agreed that if said property note becomes delinquent
(30 plus days past due) then this control is null and void and property reverts
to former owners.

The loan assumption agreement stated that the lease period would begin on January 1, 2018,

and end when the loan was paid in full or refinanced. The agreement also required Dillon

to obtain any appropriate licenses for any business conducted on the property, pay all utilities,

3
Despite the apparent scrivener’s error, this loan assumption agreement relates to the
property at 1086 J.J. Carters Road, Magnolia, Mississippi 39652 where Eagle Lodge is
located, not 1089 J.J. Carters Road. Further, no one disagrees that this is the property in
question.

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and enter the property “as is” with the right to remodel and improve the facility as he saw fit.

The contract was to be governed under Mississippi law and could only be modified in writing

by both parties. Lastly, the agreement included indemnity and dispute-resolution clauses.

The dispute resolution clause provided:

Any dispute resolution will be first given an exhaustive 3 meeting minimum
attempt before a third party is solicited, (An Arbitrator), by agreement to
referee a resolution according to the rules of the American Arbitration
Association, such proceeding to be held in Magnolia, MS. It is hereby
acknowledged and agreed that arbitration shall be the final means of dispute
resolution relative to this agreement.

¶5. After several months, Dillon defaulted on the bank loan payments.4 The bank once

again started foreclosure proceedings. However, in March 2021, MLD was able to refinance

the loan for a second time, and MLD once again began paying the mortgage. At this time,

MLD continued as if the loan assumption agreement had become null and void because

Dillon had defaulted on the mortgage. However, Dillon continued to conduct business on

the property, including selling plate dinners and day-fishing passes and planning events at

Eagle Lodge.

¶6. On March 15, 2021, without MLD’s knowledge or consent, Dillon executed a

quitclaim deed, conveying the property to himself and signing it on behalf of MLD.

Complaint and Process

¶7. On June 23, 2021, MLD filed a complaint in the Pike County Chancery Court. MLD

sought a preliminary and permanent injunction directing Dillon to cease and desist any and

4
The record is unclear about when the first default occurred, at some points
mentioning default occurred ten months later, while other times referencing default
occurring eighteen months later.

4
all operations at Eagle Lodge; to refrain from taking anything from the building other than

personal items; to refrain from defacing the building in any way; and to obtain written

permission from MLD if he wished to use the property. MLD further sought to enjoin Dillon

from filing frivolous court documents, namely any future quitclaim deeds signed by Dillon.

Lastly, MLD requested payment of back rent for Dillon’s occupancy of Eagle Lodge since

his first default on the loan, reimbursement of taxes paid by MLD during his occupancy, all

attorney’s fees, and court costs. MLD attached to its complaint a copy of the loan

assumption agreement, the warranty deed transferring the property from Dillon to MLD, and

a copy of the quitclaim deed that Dillon had signed on behalf of MLD purportedly

transferring the property back to him.

¶8. A summons was issued to Dillon, who was personally served while he was in Pike

County, as evidenced by the process server’s return.

Dillon’s Motion to Dismiss

¶9. Dillon, pro se, filed a motion to dismiss the complaint on July 19, 2021. Dillon

claimed that MLD failed to properly serve him by delivering the complaint and summons to

the wrong address. He further alleged that the complaint failed to state a claim upon which

relief could be granted and that the sole remedy in this case was arbitration in accordance

with the loan assumption agreement.

¶10. Dillon retained counsel who filed an amended motion to dismiss on January 17, 2022.

In the amended motion to dismiss, Dillon argued that MLD was barred from bringing this

action based on the res judicata effect of filings in the Pike County Justice Court and County

5
Court. The amended motion did not allege any failure to properly serve Dillon.

Dillon’s Answer and Motion to Compel Arbitration

¶11. Dillon filed his answer and counter-claim ten days later. In his answer, Dillon pleaded

that MLD failed to state a claim for which relief could be granted, that the statute of

limitations had passed, and any other affirmative defenses that might become evident upon

further discovery. Dillon admitted to signing the warranty deed conferring Eagle Lodge to

MLD in 2013. However, Dillon claimed that the loan assumption agreement conferred

ownership of Eagle Lodge to him, and as part of a counter-claim, he sought a declaratory

judgment from the chancery court to “declare him Jerry Dillon as the rightful owner” of

Eagle Lodge. In the counter-claim, Dillon specifically pleaded that “[j]urisdiction and venue

are proper in this Court, as this matter concerns the title to real property located in Pike

County, Mississippi.”

¶12. On the same day that he filed his answer and counter-claim, Dillon also filed a motion

to refer the case to arbitration. In the motion, Dillon quoted the language of the loan

assumption agreement, which stated that the parties would discuss any dispute at least three

times before they solicited an arbitrator to conduct arbitration under the rules of the

American Arbitration Association. Dillon argued that no meetings had been held and that

no arbitrator had been solicited. Thus, Dillon argued that the case should be referred to

arbitration.

Court Hearing on Dillon’s Motions

¶13. The court heard both Dillon’s motion to dismiss and his motion to compel arbitration

6
on February 9, 2022. After arguments, the court entered an order bifurcating the trial and

denying preliminary injunctive relief. The chancery court stated in its order that at the outset

of the trial set for March 9, 2022, the court would decide whether or not the loan assumption

agreement was in effect between the parties, and, if so, whether to refer the case to

arbitration, mediation, or other means of alternative dispute resolution.

First Order Compelling Arbitration

¶14. On March 7, 2022, before beginning trial, the court held a hearing on the motion to

refer the case to arbitration in the hopes of avoiding a three-day trial and conserving judicial

resources. The court stated that should the case not be referred to arbitration, the sanctions

MLD requested would be addressed, but if the case were dismissed and referred to

arbitration, the court would not address this issue, as it would be moot. After hearing

arguments, the court found that the case should be referred to arbitration and dismissed it

without prejudice. That same day, the court entered an order finding that there was a valid

arbitration agreement between the parties contained within the loan assumption agreement

and that the controversy was within the scope of the arbitration agreement. The court

explicitly stated:

[T]he disagreement between the parties outlined by the pleadings are the types
of disagreements contemplated to be resolved under the Agreement’s dispute
resolution clause (i.e. Arbitration Clause).

The court did not explicitly address MLD’s argument that the loan assumption agreement,

which contained the arbitration agreement, was null and void due to Dillon’s default on the

loan. However, the court stated that it “fails to discern any allegations of [the] existence of

7
external legal constraints that preclude arbitration.” This first order simply compelled

arbitration and dismissed the action without prejudice. Neither party appealed from this

order of the chancery court.

Subsequent Motions and Orders Concerning Arbitration

¶15. On April 28, 2022, MLD filed a “Motion to Reopen the Case, Motion to Compel the

Second and Third Meeting Dates or Allow the Parties the Meetings and Head Immediately

Towards Arbitration.”

¶16. In the motion, MLD alleged that Dillon and MLD met on April 16, 2022, but failed

to resolve the dispute. MLD then sent a message to Dillon’s counsel stating, “Please submit

dates for Meeting #2. MLD members are free from [sic] the remainder of April, May, and

June. Please advise.” After receiving no response, MLD then offered specific dates to

Dillon’s counsel. However, Dillon’s counsel replied that Dillon and the members of MLD

would set dates for the next meeting and that Dillon preferred MLD’s counsel not to be

present. MLD’s counsel responded that Dillon could not dictate how MLD’s counsel would

represent his clients and said that if Dillon’s counsel did not wish to be there, MLD’s counsel

would reach out directly to Dillon. MLD then sent an email to Dillon offering to meet on any

day in May at Dillon’s convenience, either over the phone or via Zoom. MLD did not

receive a response from Dillon or Dillon’s counsel. After reciting these facts in the motion,

MLD requested that the court compel the meetings or allow the parties to proceed straight

to arbitration.

¶17. MLD’s motion included a certificate of service indicating that a copy had been

8
delivered to Dillon’s attorney, McNeil, via electronic means. However, MLD also had a

thirty-day summons issued to Dillon’s attorney, informing him of the need to respond to the

“Complaint” within thirty days, or “a judgment or default will be entered against you.” The

docket does not reflect the filing of any return, and we assume arguendo that this summons

was not served on McNeil.

¶18. MLD then filed an amended motion to reopen the case on April 29, 2022.5 The

amended motion contained a certificate of service, indicating that it was also delivered via

electronic means to Dillon’s attorney, McNeil. The body of the motion set forth the same

information as the initial motion.

¶19. On May 9, 2022, MLD had a subpoena issued to Dillon at two addresses in Chicago

“or anywhere he may be found.” The subpoena required Dillon to be present at a hearing on

June 6, 2022. Dillon was personally served with this subpoena by a private process server

in Chicago on May 10, 2022, as shown in a return filed with the chancery court.

¶20. On June 3, 2022, Dillon filed his “Response to Motion to Reopen Case, Motion to

Quash Subpoena, and for Sanctions.” In his response, Dillon argued that the dates and times

of meetings preceding arbitration were matters for the arbitrator to decide. He contended that

the court should dismiss the matter with prejudice.6

5
It is unclear why MLD filed an amended motion because the allegations in the
amended motion were exactly the same as those contained in the original motion to reopen
the case.
6
In the motion to quash the subpoena, Dillon argued that he was a party and should
have been properly served with a Rule 81 summons, not a witness subpoena. Further, Dillon
argued that MLD’s thirty-day summons, see M.R.C.P. 4(c)(4)(B), issued to McNeil was
equally improper and should be quashed, as no agreement was made that Dillon’s counsel

9
¶21. On June 10, 2022, MLD filed its “Plaintiff’s Reply to Defendant’s Response to

Plaintiff’s Motion to Compel Meeting Dates.” MLD argued that an arbitrator could not

handle the issue of the pre-arbitration meetings because no arbitrator could be hired until

after the meetings were held. MLD therefore urged the court to compel the meetings or

compel the parties to proceed to arbitration.7

¶22. The court held a hearing on July 7, 2022, on the motion to reopen the case, compel

the pre-arbitration meeting, or compel arbitration. At the beginning of this hearing, the

chancellor asked if the parties wanted a conference off the record, and the parties agreed.

The hearing was not reconvened and the record does not reflect what the parties discussed

with the chancellor. However, on July 7, 2022, the court entered an order compelling the

pre-arbitration meeting. In the order, the court set the date of July 18, 2022, at 11:00 a.m.

in Pike County for the third and final pre-arbitration meeting. The court ordered the parties

to record the meeting to prove it occurred, but stated that no such recording would be used

in any litigation over the substance of the conflict between the parties. Should either party

choose not to attend the meeting, or should the meeting not be held for some other reason,

or should the meeting not prove fruitful to settlement, the court ordered that the parties shall

proceed to arbitration without further meetings. The court then stated that “[t]here being no

further matter within the jurisdiction of this Court about this subject matter, this action is

would accept service for Dillon.
7
On June 16, 2022, MLD filed a “Second Motion to Reopen the Case, Compel the
Pre-arbitration Meetings, or Proceed to Arbitration” reiterating the same argument. MLD
served this motion on Dillon’s attorney via electronic mail.

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hereby closed.”

¶23. On July 18, 2022, after the court-ordered meeting did not occur, MLD filed its third

motion to compel arbitration. In its motion, MLD alleged that on July 18, MLD’s counsel

and MLD member Brenda Holmes went to Eagle Lodge for the court-ordered meeting.

Dillon, who was in Chicago, called Holmes and requested the meeting be moved. Holmes

declined to reschedule. Dillon hung up and did not answer any further calls. MLD then

emailed Dillon’s counsel stating that Dillon had not been present at the meeting and that per

the court’s order, the parties should now move directly to arbitration. MLD suggested an

arbiter and requested Dillon’s attorney let MLD know if that person would be acceptable.

Dillon’s counsel told MLD to contact Dillon directly. MLD alleged that neither Dillon nor

his counsel responded further. Based on this failure to communicate, MLD urged the court

to grant its motion to compel Dillon to agree to an arbitrator and set an arbitration date.

MLD served this motion on Dillon’s attorney via electronic mail.

¶24. After this third motion to compel, the court became concerned over whether it still had

jurisdiction to hear this case. On July 19, 2022, the court requested that both parties submit

briefs explaining whether the court had jurisdiction over this matter.

¶25. On July 20, 2022, MLD filed its brief arguing that the chancery court was the only

court with proper jurisdiction over this matter and that the court should enforce its previous

orders compelling the arbitration. MLD cited Mississippi Code Annotated section 9-5-81

(Rev. 2019), which sets out the jurisdiction of the chancery courts in general. This statute

provides that chancery courts shall have jurisdiction over all matters expressly conferred to

11
it by the Mississippi Constitution or statute, as well as any cases transferred to it by the

circuit court or remanded to it by the Supreme Court. MLD further cited Article 6, Section

160 of the Mississippi Constitution, which sets forth additional jurisdiction of the chancery

court:

[I]n suits to try title and to cancel deeds and other clouds upon title to real
estate, it shall have jurisdiction in such cases to decree possession, and to
displace possession; to decree rents and compensation for improvements and
taxes[.]

¶26. MLD further argued that the court had jurisdiction to enforce its previous orders.

However, MLD cited no caselaw and, instead, relied solely on anecdotal arguments.8 MLD

also argued that Dillon waived his right to challenge jurisdiction because he failed to timely

object to the chancery court’s jurisdiction. Based on the above reasoning, MLD argued that

the court should enforce its order compelling arbitration.

¶27. On July 29, 2022, Dillon filed his brief, arguing that the chancery court’s previous

ruling closing the case file ended the court’s jurisdiction and that the current filing was

frivolous. In his brief, Dillon argued that the chancery court dismissed this matter and

compelled the parties to arbitration pursuant to the loan assumption agreement. He then

8
MLD made the following two anecdotal arguments:

Plaintiffs are not asking this court to make any determination concerning the
actual arbitration, but so, compelling its previous Two orders for arbitration.
Similar, when Chancery Judges orders a paternity test. If the father does not
actively seek to get his DNA collected nor make an appointment, he’ll be in
contempt of court. Another example, if the Court wants land separated and
sold over a land dispute, one or both parties must agree to a land surveyor to
accurately note when one plot of lands ends, and the other plot starts. If one
party won’t cooperate, he’ll be in contempt of court.

12
argued that this was a jurisdictional ruling, and as such, it ended the matter. Because the case

file was closed, Dillon argued that MLD would have had to file a new complaint and re-issue

process. Dillon further contended that a second meeting had actually occurred between

Dillon and five members of MLD on July 2, 2022. Dillon argued that the court’s order

compelling the pre-arbitration meeting and closing the file meant that the court would not

issue any further orders, and if the meeting did not occur, the parties were to proceed directly

to arbitration without further court action. Dillon further argued that “[o]nce the Court has

lost its jurisdiction by compelling arbitration, ancillary matters regarding attending meetings

and truthfulness and credibility of the parties should be left to the arbitrator.”

¶28. On July 29, 2022, MLD filed a reply to Dillon’s brief, clarifying that it was not

requesting that the court manage the arbitration but, rather, that the court compel the

defendant to agree to an arbitrator so that the arbitrator could manage the dispute.

¶29. On August 8, 2022, the chancery court then entered its final order. In this order, the

court stated the following:

Final judgment was rendered in this action by Order Compelling Arbitration
and Dismissing Action without Prejudice (MEC 35) entered on March 7, 2022.
No appeal was taken from that judgment, which is and remains the final
judgment of the court in this action.

After the appeal period elapsed, Counsel for Plaintiff filed several pleadings
requesting the assistance of the Court in compelling Defendant to attending the
pre-arbitration meetings required under the terms of the parties’ agreement.

....

In an attempt to urge the parties toward compliance with their agreement, the
Court entered an Order Regarding Pre-arbitration Meeting and Closing File
(MEC 51) [ordered July 7, 2022].

13
....

Entry of that order did not resolve the parties dispute nor did it aid them in
proceeding toward arbitration. The Court, having now more maturely
considered the action ordered in said Order (MEC 51), finds that the Court was
without personal jurisdiction over Defendant, since so [sic] process was served
upon him and the response filed by Counsel properly raised such objection.
The Court further finds that the Court lacks subject matter jurisdiction, and
rests upon the findings of the Court made in the Final Order of March 7, 2022
(MEC 35) dismissing the case, from which no appeal was taken. The Court
hereby withdraws the Order Regarding Pre-arbitration Meeting and Closing
File (MEC 51).

There being no matter properly before the Court, the Court declines to issue
relief to Plaintiff, final dismissal of this action having occurred on March 7,
2022.

¶30. After the entry of this order, on August 9, 2022, MLD filed a notice of appeal. In its

appellate brief, MLD raises a single issue: “does the Chancellor have jurisdiction to hear a

land contract dispute?” Dillon did not file a brief with this Court.9

STANDARD OF REVIEW

9
Whenever the appellee has failed to file a brief, a reviewing court is presented with
two options. McGrew v. McGrew, 184 So. 3d 302, 306 (¶10) (Miss. Ct. App. 2015). The
first is to take the appellee’s failure to file a brief as an admission of error and reverse. Id.
However, this should only be done in cases where the record is “complicated or
voluminous,” and the appellant has presented an apparent case of error. Id. The second
option is to simply disregard the appellant’s argument and affirm, regardless of the
appellee’s failure to file a brief. Id. This should only be done when the record clearly
establishes that no error occurred. Id. Further, “it is not the obligation of this Court to
exhaustively study the record and research the authorities, and, in effect, brief the matter on
behalf of the appellee in an effort to avoid the force of the appellant’s argument.”
Rothschild v. Hermann, 542 So. 2d 264, 265 (Miss. 1989), overruled on other grounds by
Jones v. Chandler, 592 So. 2d 966, 971 (Miss. 1991); accord Westinghouse Credit Corp.
v. Deposit Guar. Nat’l Bank, 304 So. 2d 636, 637 (Miss. 1974).
Although the record before us is not voluminous, the procedural history is
complicated. Based on our review of the record and the appellant’s brief, we find that the
record is sufficient to render an opinion.

14
¶31. This Court “review[s] jurisdictional issues de novo. When considering jurisdictional

issues, the Court sits in the same position as the trial court, ‘with all facts as set out in the

pleadings or exhibits, and may reverse regardless of whether the error is manifest.’”

Canadian Nat. Ry. Co. v. Waltman, 94 So. 3d 1111, 1115 (¶6) (Miss. 2012) (quoting Knight

v. Woodfield, 50 So. 3d 995, 998 (¶11) (Miss. 2011)).

DISCUSSION

¶32. MLD appeals from the chancery court’s August 8, 2022 order in which the court

stated that its March 7, 2022 order compelling arbitration was a final judgment and withdrew

its subsequent July 7, 2022 order concerning pre-arbitration meetings. The chancery court

held that it did not have personal or subject matter jurisdiction to order the pre-arbitration

meeting. We agree that once the chancery court compelled arbitration, any other arbitration-

related matters were to be decided by the arbitrator, and the court did not err by withdrawing

its July 7, 2022 order.

A. Chancery Court’s Jurisdiction over Dillon and the Initial Dispute

¶33. MLD initially filed a complaint seeking possession of land claimed by Dillon. In his

first motion to dismiss, Dillon claimed he was not adequately served with process.10

However, in his second motion to dismiss, he abandoned this claim, and in his answer to the

complaint, he counterclaimed and pleaded that the court had jurisdiction and that venue was

proper. Thus, Dillon waived any claim to lack of personal jurisdiction over the initial claim.

He further petitioned the court to enforce the parties’ arbitration agreement.

10
The record reflects that Dillon was personally served in Pike County by a process
server.

15
¶34. There is no doubt that the chancery court had subject matter jurisdiction over the

parties’ initial land dispute. Subject matter jurisdiction “turns on the type of case at issue.”

Hogrobrooks v. Progressive Direct, 858 So. 2d 913, 918 (¶16) (Miss. Ct. App. 2003). “In

reviewing a subject-matter jurisdiction challenge to the Constitution’s grant of authority, the

Supreme Court looks at the type of case by examining the nature of the controversy and the

relief sought.” Id. Section 160 of Article 6 of the Mississippi Constitution lays out the

jurisdiction of the chancery court in land matters:

And in addition to the jurisdiction heretofore exercised by the chancery court
in suits to try title and to cancel deeds and other clouds upon title to real
estate, it shall have jurisdiction in such cases to decree possession, and to
displace possession; to decree rents and compensation for improvements and
taxes; and in all cases where said court heretofore exercised jurisdiction,
auxiliary to courts of common law, it may exercise such jurisdiction to grant
the relief sought, although the legal remedy may not have been exhausted or
the legal title established by a suit at law.

(Emphasis added). This clearly establishes the subject matter jurisdiction of chancery courts

in Mississippi to handle matters dealing with the possession of real estate, rents, and

compensation for improvements and taxes. Our appellate courts have reiterated the chancery

courts’ jurisdiction many times. Walters v. Gates, 362 So. 3d 101, 104 (¶11) (Miss. Ct. App.

2023) (finding that parties’ claims of adverse possession and cancellation of a deed should

have been brought in chancery court); Barham v. Miss. Power Co., 266 So. 3d 994, 997 (¶10)

(Miss. 2019) (reiterating that claims involving title to real estate were within the chancery

court’s jurisdiction); Graves v. Dudley Maples L.P., 950 So. 2d 1017, 1022 (¶22) (Miss.

2007) (“However, no justifiable basis exists for arguing that a chancery court does not have

jurisdiction over matters involving property. Such authority is conferred by our constitution,

16
history, and precedent.”). Here, MLD’s action primarily sought a court decree regarding

possession of the land at issue and for rent and taxes owed by Dillon to MLD for his time

occupying the land. Based on clearly established precedent and authority, the chancery court

had subject matter jurisdiction over the property dispute and personal jurisdiction over

Dillon.

¶35. Nonetheless, even disputes concerning land can be subject to arbitration if the parties’

contract indicates their intent to resolve their disputes by arbitration. Mississippi Code

Annotated section 11-15-1 (Rev. 2019) specifically states:

All persons, except infants and persons of unsound mind, may, by instrument
of writing, submit to the decision of one or more arbitrators any controversy
which may be existing between them, which might be the subject of an
action[.]

(Emphasis added). This includes contracts that touch on land. For example, applying

Mississippi law, a federal district court held that an arbitration provision in a deed-of-trust

rider was enforceable and that arbitration should be compelled when a party stopped making

payments. New S. Fed. Sav. Bank v. Anding, 414 F. Supp. 2d 636, 639 (S.D. Miss. 2005).

In Century 21 Maselle and Associates Inc. v. Smith, 965 So. 2d 1031, 1033 (¶¶2-3) (Miss.

2007), the Mississippi Supreme Court directed that a dispute involving a contract for sale of

a home be referred to arbitration consistent with the parties’ arbitration provisions contained

in a contract. Accordingly, just because a chancery court has original jurisdiction over land

matters, if such cases involve land contracts that include arbitration provisions, the chancery

court must determine if the arbitration agreement was valid and whether the dispute fell

within the scope of the arbitration agreement. E. Ford Inc. v. Taylor, 826 So. 2d 709, 713

17
(¶9) (Miss. 2002). If the court decides this two-pronged question in the affirmative, the court

must refer the dispute to arbitration for resolution.

B. Enforceability of the March 7, 2002 Order Compelling Arbitration

¶36. It remains undisputed that the chancery court entered an order compelling arbitration

in this case. Although MLD initially argued that the parties’ arbitration agreement was null

and void because Dillon had defaulted on the bank loans, the chancery court rejected MLD’s

position and entered the March 7, 2022 order compelling arbitration. Neither party appealed

from that court order or sought reconsideration or clarification of it.

¶37. “[A]n order compelling arbitration which disposes of all the issues before the trial

court or orders the entire controversy to be arbitrated is a final decision, and therefore,

immediately appealable.” Sawyers v. Herrin-Gear Chevrolet Co., 26 So. 3d 1026, 1034

(¶19) (Miss. 2010). In this case, neither party appealed from the chancery court’s order, thus

waiving their right to do so. “Even though a party has the right to appeal an order compelling

arbitration, that right can be waived.” Coombs v. Jason Pilger Hyundai of Gautier, 285 So.

3d 730, 736 (¶17) (Miss. Ct. App. 2019). In that case, we held that “[a]s a final appealable

order, [a party] had thirty days under Rule 4(a) of the Mississippi Rules of Appellate

Procedure to appeal the order compelling arbitration.” Id. at 736-37 (¶18). The parties did

not appeal within that time period. Id. at 737 (¶18). As a result, we found their “[f]ailure to

timely appeal leaves the supreme court and this court without jurisdiction to consider the

issue.” Id. Similarly, in the case at hand, neither party appealed from the chancery court’s

order compelling arbitration, so the order became final and binding on the parties.

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C. Resolution of Pre-arbitration Requirements

¶38. Both parties in this appeal acknowledge the order compelling arbitration, and MLD

does not challenge the validity of that order. MLD’s actions after entry of the order reflect

that MLD accepted the court’s ruling to arbitrate the dispute. However, MLD did not file

an arbitration complaint with the American Arbitration Association as the arbitration

agreement requires. Instead, when Dillon refused to comply with the pre-arbitration

requirements of meeting and choosing an arbitrator, MLD sought further court intervention

to compel Dillon to comply with the pre-arbitration conditions.

¶39. In the arbitration clause of the loan assumption agreement, the parties did not specify

what forum would resolve any pre-arbitration condition disputes. In such a case, the United

States Supreme Court has held that “when determining whether pre-arbitration requirements

have been met, the decision rests with the arbitrator.” BG Group PLC v. Argentina, 572 U.S.

25, 34 (2014). In particular, “[i]ssues of procedural arbitrability, such as whether a claim in

arbitration was made and pursued in a timely manner, whether the pre-arbitration

requirements of the applicable dispute resolution procedure have been satisfied, or whether

a claim in arbitration has been waived are questions for the arbitrator to resolve, not for the

courts.” Howsam v. Dean Witter Reynolds Inc., 537 U.S. 79, 84-85 (2002) (emphasis added);

accord Moses H. Cone Memorial Hosp. v. Mercury Constr. Corp., 460 U.S. 1, 24-25 (1983).

The issue of who decides pre-arbitration requirements often arises in cases where an

employee must first exhaust internal grievance procedures prior to arbitration. The Supreme

Court explained:

19
Doubt whether grievance procedures or some part of them apply to a particular
dispute, whether such procedures have been followed or excused, or whether
the unexcused failure to follow them avoids the duty to arbitrate cannot
ordinarily be answered without consideration of the merits of the dispute
which is presented for arbitration.

....

Once it is determined, as we have, that the parties are obligated to submit the
subject matter of a dispute to arbitration, ‘procedural’ questions which grow
out of the dispute and bear on its final disposition should be left to the
arbitrator.

John Wiley & Sons Inc. v. Livingston, 376 U.S. 543, 557 (2002).

¶40. Our Court dealt with a pre-arbitration condition in Dr. Arenia C. Mallory Community

Health Center Inc. v. Davis-Cornelius, 189 So. 3d 708 (Miss. Ct. App. 2016). In that case,

Davis-Cornelius was the CEO of Community Health Center. Id. at 710 (¶3). After her

employment was terminated, Davis-Cornelius sued Community Health Center for the

remaining pay promised by her contract (almost $1,000,000). Id. at (¶¶4-7). Community

Health Center filed a motion to compel arbitration, arguing that the employment contract

required the parties to submit the matter to arbitration. Id. at (¶8). The circuit court held that

because the arbitration clause stated the arbitration panel must be formed within a sixty-day

window following the CEO’s termination, and because that requirement was not met, the

arbitration clause was not enforceable. Id. at 711-12 (¶9). The circuit court thus denied the

motion to compel arbitration. Id.

¶41. On appeal, our Court held that “any issue of timeliness or failure to comply with the

procedural requirements of the arbitration agreement was for the arbitration panel, not the

circuit court, to decide.” Id. at 712 (¶11). We cited the United States Supreme Court’s

20
decision in Howsam:

[In Howsam] the Court addressed who—a court or an arbitrator—should
decide whether a claim was initiated within the time limit. The Court held that
“procedural questions of arbitrability which grow out of the dispute and bear
on its final disposition are presumptively not for the judge, but for an
arbitrator, to decide.” Thus, “the presumption is that the arbitrator should
decide allegations of waiver, delay, or a like defense to arbitrability.” The
Court continued, “in the absence of an agreement to the contrary, issues of
procedural arbitrability, i.e., whether prerequisites such as time limits and
other conditions precedent to an obligation to arbitrate have been met, are for
the arbitrators to decide.”

Dr. Arenia C. Mallory Cmty. Health Ctr., 189 So. 3d at 713-14 (¶20) (emphasis added)

(internal quotation marks, citations, and other emphasis omitted).11 Based on Howsam, we

reversed the circuit court’s order and remanded the case to the circuit court to compel

arbitration.

¶42. In the present case, MLD and Dillon clearly intended to arbitrate any dispute related

to this loan assumption agreement. Although they gave themselves an opportunity to conduct

pre-arbitration meetings to avoid arbitration, they clearly stated that “arbitration shall be the

final means of dispute resolution relative to this agreement.” Thus, any question of

compliance or non-compliance with the pre-arbitration meetings is for the arbitrator to

decide.

CONCLUSION

11
This general rule does have one exception, however. “[A] court could deny
arbitration only if it could confidently be said not only that the claim was strictly
‘procedural,’ but also that it should operate to bar arbitration altogether.” Id. at (¶21)
(quoting Gen. Warehousemen & Helpers Union Local 767 v. Albertson’s Distrib. Inc., 331
F. 3d 485, 488 (5th Cir. 2003)). This interpretation is “rare” and should only be used to
deny a motion to compel arbitration where “no rational mind” can question whether the
parties intended for a procedural provision to preclude arbitration in its entirety. Id.

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¶43. Finding no error by the chancery court in withdrawing its July 7, 2022 order and

reiterating its order compelling arbitration, we affirm. Pursuant to the court’s order

compelling arbitration, the parties may proceed to file their petition with the American

Arbitration Association (AAA) as the parties had agreed. The AAA’s rules contain a

procedure for the selection of an arbitrator, who then may resolve any disputes brought

before him or her concerning any failures of the parties to comply with pre-arbitration

conditions.12 Pursuant to Mississippi Code Annotated section 11-15-21 (Rev. 2019),13 the

chancery court retains personal and subject matter jurisdiction to enforce an arbitration

decision, if any.

¶44. AFFIRMED AND REMANDED.

BARNES, C.J., CARLTON AND WILSON, P.JJ., GREENLEE,
WESTBROOKS, LAWRENCE, McCARTY, SMITH AND EMFINGER, JJ.,
CONCUR.

12
Both the commercial and consumer rules of the AAA provide procedures for filing
a claim, selecting an arbitrator, and proceeding with arbitration in the absence of one or
more parties.
13
Mississippi Code Annotated section 11-15-21 states:

Upon presentation of the articles of submission and the award to the court
designated in the submission or the court having jurisdiction of the subject
matter of the award, the court shall, upon motion, confirm the award, unless
the same be vacated or modified, or a decision thereon be postponed, as
hereinafter provided. An award shall not be confirmed unless notice in writing
of such motion shall have been served on the adverse party at least five days
before the hearing, to be served as other process; but such motion shall not be
made after the expiration of one year from the making and publication of the
award.

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