Reversed and Rendered and Memorandum Opinion filed October 16, 2014.

In The

Fourteenth Court of Appeals

NO. 14-13-00600-CV

ROBERT P. LESLIE, Appellant

V.

JEFFREY R. HILL AND ANTHONY T. HILL, Appellees

On Appeal from the 127th District Court

Harris County, Texas

Trial Court Cause No. 2012-13069

MEMORANDUM OPINION

Appellant Robert P. Leslie appeals from the trial court’s order confirming

the arbitration award against appellees Jeffrey R. Hill and Anthony T. Hill, but 

refusing to sign a final judgment based on the confirmed award. Because the 

arbitration statutes do not contemplate a trial court confirming an arbitration award 

without also signing a final judgment based on that award, we reverse the trial 

court’s order and render judgment confirming the arbitration award.
BACKGROUND

On October 17, 2007, Leslie and the Hills entered into an Agreement and 

Assignment of Membership Interest in Conquest Marketing and Investments, LLC 

(d.b.a. Conquest Beverage Group, L.L.C.) (the Agreement), in which the Hills 

agreed to buy the majority interest in Conquest. Section 15(p) of the Agreement

provides:

Binding Arbitration. The parties hereto agree that all disputes arising 

out of or related to the terms and conditions of this Agreement and/or 

the Concurrent Agreements or to the performance, breach or 

termination thereof, shall be settled by binding arbitration 

administered by the American Arbitration Association conducted 

pursuant to the Commercial Arbitration Rules of the American 

Arbitration Association. The arbitration shall take place in either New 

Orleans or Metairie, Louisiana. Judgment on the award rendered by 

the arbitrator(s) may be entered in any court having jurisdiction 

thereof.

In Section 15(i) of the Agreement, Leslie and the Hills agreed that if a dispute 

arose, the prevailing party would recover its reasonable attorneys’ fees and 

expenses incurred as a result of that dispute.

At a time not disclosed in the record, a dispute arose regarding the Hills’

failure to make the required payments to Leslie. Leslie initiated an arbitration 

proceeding, alleging that the Hills had breached the Agreement. The arbitrator 

found in favor of Leslie and awarded him damages, prejudgment interest, and “an 

amount equal to 40% of the sums due, including accrued interest, . . . at the time 

those sums are finally paid, representing the reasonable attorneys[’] fees incurred 

by [Leslie] to enforce [the Hills’] obligations.”

Leslie filed a petition to confirm the arbitration award in Harris County 

district court and subsequently filed a motion to confirm the award. Uncertain 

whether Texas law allowed a trial court to confirm an arbitration award containing 

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an award of prejudgment interest and attorneys’ fees, the trial court denied Leslie’s 

motion. Leslie filed a second motion to confirm the arbitration award, which the 

trial court denied because it concluded Texas law did not allow recovery of 

attorneys’ fees that included accrued interest. 

Leslie then filed a third motion to confirm the award. The Hills responded

that the trial court should not confirm the arbitration award, but instead should 

vacate the award because it contained a gross mistake. The trial court signed an 

order stating: “the Court does not find that there is any gross mistake in the 

Arbitration Award. However, because the Arbitration Award is in contravention to 

Texas law, the Court cannot enter a final judgment on the Arbitration Award.” 

The trial court subsequently signed Amended Findings of Fact and Conclusions of 

Law. The trial court concluded: “without a basis to deny the confirmation of the 

Arbitration Award, the Award was confirmed.” It further concluded that “because 

the Arbitration Award does not allow this Court to sign a Final Judgment that is 

sufficiently definite as required by Texas law, this Court refused to sign Leslie’s 

[proposed] Final Judgment.” This appeal followed.

ANALYSIS

In two issues, Leslie challenges the trial court’s refusal to render a final 

judgment based on the confirmed arbitration award. The Hills, for their part, ask 

this Court to affirm the trial court’s order in its entirety and affirmatively disclaim 

any challenge to the trial court’s order or to the arbitration award itself. We 

address Leslie’s issues on appeal together.

We review de novo a trial court’s decision to confirm or vacate an 

arbitration award. Broemer v. Houston Lawyer Referral Serv., 407 S.W.3d 477, 

480 (Tex. App.—Houston [14th Dist.] 2013, no pet.). Texas and federal law favor 

arbitration and, as a result, judicial review is extraordinarily narrow. See E. Tex. 

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Salt Water Disposal Co. v. Werline, 307 S.W.3d 267, 271 (Tex. 2010). An 

arbitration award has the same effect as the judgment of a court of last resort, and a 

court reviewing the award may not substitute its judgment for that of the arbitrators 

merely because it would have reached a different result. Baker Hughes Oilfield 

Operations, Inc. v. Hennig Prod. Co., Inc., 164 S.W.3d 438, 442 (Tex. App.—

Houston [14th Dist.] 2005, no pet.). In addition, a reviewing court may not set 

aside an arbitration award for a mere mistake of fact or law. Id. Indeed, any error 

of law made by an arbitrator may not be reviewed by a court confirming an 

arbitration award. Id. at 443. 

The arbitration clause in the Agreement does not specify whether the Federal 

Arbitration Act (FAA) or the Texas General Arbitration Act (TGAA) governs in 

the event of a dispute between the parties. See 9 U.S.C. § 1, et seq.; Tex. Civ. 

Prac. & Rem. Code Ann. § 171.001, et seq. (West 2011). The FAA applies to any 

contract that involves interstate commerce, reaching to the full extent of 

Congress’s power under the Commerce Clause of the United States Constitution. 

See id. § 2 (1999); Citigroup Global Markets, Inc. v. Brown, 261 S.W.3d 394, 399 

(Tex. App.CHouston [14th Dist.] 2008, no pet.). On the other hand, “federal 

procedure does not apply in Texas courts, even when Texas courts apply the 

[FAA].” Jack B. Anglin Co. v. Tipps, 842 S.W.2d 266, 272 (Tex. 1992) (orig. 

proceeding). In their briefing, the parties reference only the TGAA in discussing 

whether the trial court has discretion not to render judgment on an arbitration 

award after confirming it. We need not determine which arbitration act governs 

that question because the result is the same under each act.

The TGAA provides that a trial court “shall confirm” an arbitration award 

unless a party opposing confirmation offers grounds for vacating, modifying, or 

correcting the award. Tex. Civ. Prac. & Rem. Code Ann. § 171.087. Under the 

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TGAA, “[t]he fact that the relief granted by the arbitrators could not or would not 

be granted by a court of law or equity is not a ground for vacating or refusing to 

confirm the award.” Id. § 171.090. Finally, section 171.092 of the TGAA

provides that when a trial court grants “an order that confirms, modifies, or 

corrects an award, the court shall enter a judgment or decree conforming to the 

order.” Id. at § 171.092 (emphasis added); see Tex. Gov’t Code Ann. § 311.016 

(West 2013) (construing “shall” as imposing a duty); Albertson’s Inc. v. Sinclair, 

984 S.W.2d 958, 961 (Tex. 1999) (stating courts generally construe the word 

“shall” as mandatory). The statute further provides that the “judgment or decree 

may be enforced in the same manner as any other judgment or decree.” Tex. Civ. 

Prac. & Rem. Code Ann. § 171.092.

Similarly, the FAA provides that when a party moves for an order 

confirming an arbitration award, “the court must grant such an order unless the 

award is vacated, modified, or corrected . . . .” 9 U.S.C. § 9. If the court issues an 

order granting confirmation, the party files the motion and order “with the clerk for 

the entry of judgment thereon,” and the resulting “judgment so entered shall have 

the same force and effect . . . as, and be subject to all the provisions of law relating 

to, a judgment in an action; and it may be enforced as if it had been rendered in an 

action in the court in which it is entered.” Id. § 13; see also Chiron Corp. v. Ortho 

Diagnostic Sys., Inc., 207 F.3d 1126, 1133 (9th Cir. 2000) (“The [FAA] requires 

the court to enter judgment upon a confirmed arbitration award, without reviewing 

either the merits of the award or the legal basis upon which it was reached.”). 

Here, the trial court concluded the Hills had not presented any grounds on 

which the arbitration award could be vacated, modified, or corrected, and it 

therefore signed an order confirming the award. The trial court refused to sign a 

final judgment conforming to the confirmed award, however, because it concluded 

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the award contravened Texas law. 

We hold this refusal was error because neither the TGAA nor the FAA give 

a trial court any discretion to refuse to render a final judgment after confirming an

arbitration award. See Tex. Civ. Prac. & Rem. Code Ann. § 171.092 (providing 

that when trial court grants “an order that confirms . . . an award, the court shall

enter a judgment or decree conforming to the order”); Chiron Corp., 207 F.3d at 

1133 (stating FAA requires entry of judgment upon confirmation of arbitration 

award). Even if the trial court were correct that the arbitrator awarded relief that 

could not have been awarded under Texas law in a non-arbitration case, that does 

not provide a basis for refusing to render judgment on the confirmed award. See 

Tex. Civ. Prac. & Rem. Code Ann. § 171.090; see also Chiron Corp., 207 F.3d at 

1133 (stating FAA requires entry of judgment upon confirmed arbitration award 

without reviewing merits of award or legal basis supporting it); Barton v. Fashion 

Glass and Mirror, Ltd., 321 S.W.3d 641, 646 (Tex. App.—Houston [14th Dist.] 

2010, no pet.) (reasoning that arbitrator can grant relief that trial court cannot 

because its authority is derived from arbitration agreement). Because the trial 

court erred when it refused to sign a final judgment incorporating the confirmed 

arbitration award, we sustain Leslie’s consolidated issues on appeal.

CONCLUSION

Having sustained Leslie’s consolidated issues on appeal, we reverse the part 

of the trial court’s June 18, 2013 order refusing to sign a final judgment on the 

confirmed arbitration award, and we render judgment incorporating the confirmed 

arbitration award in its entirety. See Tex. R. App. P. 43.3. 

/s/ J. Brett Busby

Justice

Panel consists of Justices McCally, Busby, and Donovan.

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