RENDERED: JULY 12, 2024; 10:00 A.M.

NOT TO BE PUBLISHED

Commonwealth of Kentucky

Court of Appeals

NO. 2023-CA-1096-MR

SENECA PLACE, LLC; BLUEGRASS 

CONSULTING GROUP HOLDINGS, 

LLC; SENECA PLACE HOLDINGS, 

LLC; AND TAYLOR SHAW, IN HER 

CAPACITY AS ADMINISTRATOR 

OF SENECA PLACE APPELLANTS 

v. 

APPEAL FROM JEFFERSON CIRCUIT COURT

HONORABLE MITCHELL PERRY, JUDGE

ACTION NO. 22-CI-003125

GARRY BIBBS, AS 

ADMINISTRATOR OF THE ESTATE 

OF WILLIE D. BIBBS, DECEASED APPELLEE 

OPINION

AFFIRMING

**   **  **

BEFORE: THOMPSON, CHIEF JUDGE; COMBS AND LAMBERT, JUDGES.

THOMPSON, CHIEF JUDGE: Seneca Place, LLC, et al., (“Appellants”) appeal 

from an opinion and order of the Jefferson Circuit Court denying their motion to 

compel arbitration. Appellants argue that the circuit court erred in failing to 
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conclude that the Power of Attorney (“POA”) held by Garry Bibbs,1as 

Administrator of the Estate of Willie D. Bibbs, deceased (“Appellee”) authorized 

Appellee to enter into an arbitration agreement on behalf of Willie D. Bibbs (“Mr. 

Bibbs”). After careful review, we find no error and affirm the opinion and order 

on appeal.

FACTS AND PROCEDURAL HISTORY

Seneca Place is a residential nursing facility located in Louisville, 

Kentucky. On December 7, 2020, Mr. Bibbs became a resident of the facility. 

According to the record, Mr. Bibbs’ health declined rapidly after his admission. 

He died on December 14, 2020. 

On June 21, 2022, Appellee, as representative of Mr. Bibbs’ estate, 

filed the instant action in Jefferson Circuit Court against Appellants setting forth 

claims of negligence and wrongful death. The matter proceeded in Jefferson 

Circuit Court, culminating in Appellants’ motion for arbitration. The motion was 

based on an arbitration agreement signed by Appellee at the time of Mr. Bibbs’

admission. Appellants asserted that the POA previously executed by Mr. Bibbs 

authorized Appellee to execute the arbitration agreement on Mr. Bibbs’ behalf. 

Appellee filed a responsive pleading, and the Jefferson Circuit Court 

conducted a hearing on the motion. Thereafter, the circuit court entered an opinion 

1 The Notice of Appeal incorrectly spells Appellee’s first name.
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and order denying Appellants’ motion to compel arbitration. In support of the 

opinion and order, the circuit court relied on a series of opinions of the Kentucky 

Supreme Court, which it interpreted as holding that POAs pertaining only to 

finances and real estate were not sufficient to grant the broad authority to enter into 

arbitration agreements. The circuit court determined that the POA at issue – like 

the POAs of the Kentucky Supreme Court opinions cited – was limited in scope 

and did not grant to Appellee the broad authority to execute an arbitration 

agreement on Mr. Bibbs’ behalf. It ruled that since the POA did not grant the 

authority to enter into an arbitration agreement, the agreement was void and 

unenforceable. This appeal followed.

STANDARD OF REVIEW

In reviewing an order denying enforcement of an 

arbitration agreement, the trial court’s legal conclusions 

are reviewed de novo “to determine if the law was 

properly applied to the facts[;]” however, factual findings 

of the trial court “are reviewed under the clearly 

erroneous standard and are deemed conclusive if they are 

supported by substantial evidence.” 

Energy Home, Div. of S. Energy Homes, Inc. v. Peay, 406 S.W.3d 828, 833 (Ky.

2013) (citation omitted).

ARGUMENTS AND ANALYSIS

Appellants assert that the POA held by Appellee authorized him to 

enter into “any contracts or agreements” on behalf of Mr. Bibbs, including 
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arbitration agreements. That being the case, Appellants argue that the Jefferson 

Circuit Court erred in failing to enforce the arbitration agreement. Appellants 

direct our attention to the POA, which states, 

I, WILLIE DEAN BIBBS, . . . hereby appoint DR. 

GARRY R. BIBBS, . . . to be my true and lawful attorney 

in fact with full power for me and in my name and stead 

to make contracts, lease, sell or convey any real or 

personal property that I may now or hereafter own; to 

receive and receipt for any money which may now or 

hereafter be due to me; to retain and release all liens on 

real or personal property; to pay any debts now owed by 

me or any incurred by me in the future; to draw, make 

and sign any and all checks on my checking account, to 

endorse and cash checks made payable to me, including 

local, state and federal government checks; to enter into 

and rescind any contracts or agreements on by [sic] 

behalf; to invest and reinvest my money for me; to 

withdraw any money which I may have on deposit in any 

bank, building or loan associations, or any other type of 

financial institution; to institute or defend lawsuits 

concerning my property or rights; to enter alone any 

safety deposit box of mine standing in my name, in any 

banking institution in the Commonwealth of Kentucky, 

or elsewhere, to authorize my Curator and to act on my 

behalf and as my true and lawful attorney in fact, DR. 

GARRY R. BIBBS do and perform for me in my name 

all that I might do if I were present and I hereby adopt 

and ratify all the acts of my said attorney done in pursuit 

of the power hereby granted as fully as if I were present, 

acting in my own proper person. 

I also direct that this Durable Power of Attorney 

shall extend beyond any disability, either physical or 

mental, which may impair my ability to act. This 

Durable Power of Attorney will only be limited by my 

death, but not my physical or mental disability.
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Appellants point specifically to the POA’s language providing that 

Appellee may “enter into and rescind any contracts or agreements on [my] behalf.” 

(Emphasis added.) They assert that this language is broadly drafted, and expressly 

granted to Appellee the authority to enter into an arbitration agreement on behalf of 

Mr. Bibbs. Appellants argue that the use of the word “any” in relation to 

“contracts” is subject to but one interpretation, and clearly evinces Mr. Bibbs’ 

intent to allow Appellee to enter into contracts beyond financial and real estate 

matters. 

Additionally, Appellants point out that the POA authorized Appellee 

to “institute or defend any lawsuits concerning his property or rights.” They point 

to state and federal case law for the proposition that concomitant with the right to 

institute a lawsuit is the right to litigate or settle that suit. Since the POA provided 

what they characterize as a clear statement that Appellee had the right to institute 

or defend any lawsuits concerning Mr. Bibbs’ rights, they argue that the Jefferson 

Circuit Court erred in failing to enforce the arbitration agreement executed by 

Appellee on Mr. Bibbs’ behalf.

In considering Appellants’ argument, the Jefferson Circuit Court 

relied on a series of Kentucky Supreme Court opinions holding that POAs 

pertaining only to finances and real estate were insufficient to convey the authority 

to enter into arbitration agreements. In Ping v. Beverly Enterprises, Inc., 376 
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S.W.3d 581 (Ky. 2012), for example, the high Court noted the broad grant of 

authority in a POA from the principal to her daughter. The Ping POA granted the 

power,

to do and perform any, all, and every act and thing 

whatsoever requisite and necessary to be done, to and for 

all intents and purposes, as I might or could do if 

personally present, including but not limited to the 

following: . . . tak[ing] possession of any and all monies, 

goods, chattels, and effects belonging to me, wheresoever 

found; . . . receiv[ing], deposit[ing], invest[ing] and 

spend[ing] funds on my behalf; . . . tak[ing] charge of 

any real estate which I may own . . . , and to 

mortgag[ing], convey[ing] or sell[ing] said real estate and 

perform[ing] any acts necessary to mortgage, convey or 

sell said real estate . . . [t]o make any and all decisions of 

whatever kind, nature or type regarding my medical care, 

and to execute any and all documents, including, but not 

limited to, authorizations and releases, related to medical 

decisions affecting me; and [t]o generally do any and 

every further act and thing of whatever kind, nature, or 

type required to be done on my behalf.

Id. at 586-87. Additionally, the Ping POA granted the agent “full and general 

power and authority to act on my behalf” and stated the “enumeration of specific 

items, rights, or acts or powers herein is not intended to, nor does it limit or 

restrict, the general and full power herein granted to my said attorney-in-fact.” Id.

at 587.

Despite the broad grant of authority set out in the POA, the Kentucky 

Supreme Court ruled that the authority to act on the principal’s behalf was limited 

to the subject matter expressly set out in the grant, i.e., finances, real estate, and 
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medical care. Id. at 592. In so doing, it determined that the POA did not grant the 

authority to enter into an arbitration agreement. Id. at 593. Similar conclusions 

were reached in other opinions, including LP Louisville East, LLC v. Patton, 651 

S.W.3d 759 (Ky. 2020). In Patton, the Kentucky Supreme Court reaffirmed that, 

“an agent’s authority under a power of attorney is to be construed with reference to 

the types of transaction expressly authorized in the document[.]” Id. at 769.

After closely examining the record and the law, we find no error in the 

Jefferson Circuit Court’s conclusion that Mr. Bibbs’ POA did not grant to Appellee 

the authority to enter into an arbitration agreement on Mr. Bibbs’ behalf. We are 

constrained by precedent. “[A]n intermediate appellate court . . . is bound by 

established precedents of the Kentucky Supreme Court. [Kentucky Rules of the 

Supreme Court (“SCR”)] 1.030(8)(a). The Court of Appeals cannot overrule the 

established precedent set by the Supreme Court or its predecessor court.” Smith v.

Vilvarajah, 57 S.W.3d 839, 841 (Ky. App. 2000) (citation omitted). 

Though Mr. Bibbs’ POA contains broad language appearing to evince 

his intent to authorize Appellee to enter into all contracts and agreements on Mr. 

Bibbs’ behalf (“enter into . . . any contracts or agreements”), the Kentucky 

Supreme Court has limited this grant of authority to subject matters expressly set 

out in the POA. The subject matters expressly set out in Mr. Bibbs’ POA are 

financial and real estate matters. The POA did not expressly grant to Appellee the 
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authority to enter into an arbitration agreement on Mr. Bibbs’ behalf. Based on 

Ping and the related Kentucky Supreme Court precedent, we conclude that Mr. 

Bibbs’ POA did not grant to Appellee the authority to enter into an arbitration 

agreement. The Jefferson Circuit Court properly so found. 

Appellants go on to argue that because the arbitration agreement is 

unambiguous, the circuit court should not have relied on extrinsic evidence that 

Appellants refused to provide copies of Mr. Bibbs’ medical records to Appellee 

based on Appellants’ belief that the POA did not authorize their release. In other 

words, Appellants acknowledged that the POA did not give Appellee complete 

authority over Mr. Bibbs by refusing to give Appellee the medical records. We 

agree with Appellants that their response to Appellee’s request for medical records 

is not relevant as to the question of whether the POA gave Appellee the authority 

to execute the arbitration agreement. This argument is moot, however, as we have 

previously determined that Appellee did not have the authority to enter into the 

arbitration agreement on Mr. Bibbs’ behalf.

CONCLUSION

Kentucky Supreme Court precedent holds that a POA’s express grant 

of authority on financial and real estate matters is limited in scope and does not 

authorize the agent to enter into an arbitration agreement. As applied herein, while 

Mr. Bibbs’ POA granted the authority to Appellee to act on financial and real 
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estate matters, it did not give Appellee the authority to execute the arbitration 

agreement with Appellants. The Jefferson Circuit Court properly so found. 

Accordingly, we find no error and affirm the order on appeal.

ALL CONCUR.

BRIEFS FOR APPELLANTS:

Scott R. Redding

Bridget A. Coraz

Euva D. May

Louisville, Kentucky

BRIEF FOR APPELLEE:

Hannah R. Jamison

Lexington, Kentucky