## Facts

- NISHA, LLC hired TriBuilt Construction Group, LLC to serve as general contractor for construction of a Country Inn & Suites hotel in Conway, Arkansas.
- Centennial Bank financed the project and received an assignment of NISHA’s rights in the construction contract as collateral.
- After completion, TriBuilt alleged NISHA and Centennial refused to pay an unpaid balance of $666,462.12 and asserted additional tort claims, including defamation and interference with TriBuilt’s bonding.
- TriBuilt sued in circuit court; the court compelled arbitration and stayed litigation as to several contract-related claims, while allowing certain tort claims to proceed in court.
- TriBuilt’s counsel withdrew from both the court case and arbitration; TriBuilt’s president, Alan Harrison (not a licensed attorney), stated he would represent TriBuilt in the arbitration.
- NISHA and Centennial sought a permanent injunction to prevent any nonlawyer representation of TriBuilt in court or arbitration.
- The circuit court barred Harrison from representing TriBuilt in court but refused to bar him from representing TriBuilt in arbitration, concluding that (i) nonlawyer representation in arbitration was not the practice of law and (ii) the arbitration panel should decide who may represent parties.

## Issues

1. Whether a nonlawyer corporate officer or employee engages in the unauthorized practice of law by representing a corporation in arbitration proceedings.
2. Whether the court or the arbitration panel has authority to decide questions of representation and unauthorized practice of law in arbitration.

## Decision

- The Arkansas Supreme Court reversed the circuit court’s ruling allowing nonlawyer corporate representation in arbitration.
- The court held that a nonlawyer corporate officer, director, or employee who represents a corporation in arbitration engages in the unauthorized practice of law.
- The court held that questions concerning representation in arbitration and what constitutes unauthorized practice fall within the judiciary’s constitutional authority and may not be decided by an arbitration body.
- The case was remanded for further proceedings consistent with these holdings.

## Legal Principles

- The practice of law is not limited to courtroom appearances; advocating legal positions for another in adjudicative or quasi-adjudicative proceedings can constitute the practice of law.
- A corporation, as a separate legal entity, may not appear through a nonlawyer agent; it must be represented by a licensed attorney, including in arbitration proceedings.
- The Arkansas Supreme Court has exclusive constitutional authority to define and regulate the practice of law and unauthorized practice of law within the state.
- Private arbitration rules permitting representation by a party’s chosen “representative” cannot displace state law governing who may practice law or shift that regulatory question to arbitrators.

## Conclusion

The Arkansas Supreme Court held that a nonlawyer corporate officer may not represent a corporation in arbitration because doing so constitutes unauthorized practice of law, and it further held that courts—not arbitrators—decide representation and unauthorized-practice questions arising in arbitration.


NISHA, LLC v. TriBuilt Constr. Grp., LLC, 388 S.W.3d 444 (Ark. 2012)