Session, May 3, 2016
from the Chancery Court for Davidson County No. 15441III
Ellen H. Lyle, Chancellor
appeal arises from a proceeding initiated by two automobile
dealers who challenged the location of a proposed dealership
in a contested case proceeding before the Tennessee Motor
Vehicle Commission (the "Commission"); the
manufacturer contended that the dealers were not located in
the "relevant market area, " as required by statute
and moved to dismiss the proceeding for lack of standing. The
administrative law judge overruled the manufacturer's
motion, and the manufacturer filed a petition in Chancery
Court seeking interlocutory review. The trial court dismissed
the petition, holding that the court lacked jurisdiction to
review the administrative judge's ruling on the motion.
The motor vehicle manufacturer appeals the dismissal of its
petition for judicial review of the denial of its motion to
dismiss the contested case proceeding. Concluding that the
manufacturer did not meet the threshold requirement for
immediate judicial review as set forth in the Administrative
Procedures Act, we affirm the judgment of the trial court.
R. App. P. 3 Appeal as of Right; Judgment of the Chancery
Ross and Gerald D. Neenan, Nashville, Tennessee, for the
appellant, Hyundai Motor America.
Herbert H. Slatery, III, Attorney General and Reporter;
Andrée Sophia Blumstein, Solicitor General; and Mary
Ellen Knack, Senior Counsel, for the appellee, Tennessee
Motor Vehicle Commission.
W. Cameron, III, and Patrick W. Merkel, Brentwood, Tennessee,
for the appellees, Grayson Hyundai, LLC and Twin City
Richard H. Dinkins, J., delivered the opinion of the court,
in which Frank G. Clement, Jr., P.J., M.S., and Thomas R.
Frierson, II, J., joined.
RICHARD H. DINKINS, JUDGE
Factual and Procedural History
Motor America ("Hyundai") is a manufacturer and
distributor of Hyundai motor vehicles. On June 2, 2014,
Hyundai sent written notice to Grayson Hyundai, LLC and Twin
City Hyundai, Inc., Hyundai dealers in the Knoxville,
Tennessee area, of its intent to appoint a new dealership in
that area. The letter read, in pertinent part, as follows:
In accordance with the provisions of Tenn. Code Ann.
55-17-114(c) 20, this letter shall serve as formal notice of
Hyundai Motor America's intent to appoint a new dealer in
the North Knoxville, TN market area. The new dealership
facilities shall be located on adjacent parcels planned to be
combined and located at 505, 509, and 513 Callahan Dr. NW,
Knoxville, TN 37912.
27, 2014, Grayson and Twin City filed a notice of protest
with the Tennessee Motor Vehicle Commission (the
"Commission") pursuant to Tennessee Code Annotated
section 55-17-114(c)(20), objecting to the appointment of the
new Hyundai dealer and requesting that the Commission deny
Hyundai's appointment and location of the new
dealer. On August 21, 2014, based on Grayson's
and Twin City's notice of protest, the Commission issued
a Notice of Contested Case Hearing stating, inter
alia, that a hearing would be conducted in accordance
with the Uniform Administrative Procedures Act.
filed a motion to dismiss the proceeding on February 3, 2015,
asserting that the petition failed to state acts or omissions
upon which the Commission could proceed and that the
Commission did not have jurisdiction to conduct a contested
case proceeding because the dealers did not have standing to
pursue the protest because they are not in the "relevant
market area" as required by Tennessee Code Annotated
section 55-17-114(c)(20). An administrative law judge entered
an order on April 8, 2015, denying the motion.
filed a Petition for Judicial Review and Injunctive Relief
pursuant to Tennessee Code Annotated section 4-5-322(a)(1) in
Davidson County Chancery Court, asserting that the protesting
dealers did not have standing to protest because the proposed
dealership would not be located in the relevant market area,
as defined in section 55-17-114(c)(20), and, accordingly, the
Commission had no jurisdiction to proceed with the hearing.
Hyundai requested that the court: (1) grant its petition for
interlocutory judicial review, reverse the order denying its
motion to dismiss, and dismiss the administrative proceeding
with prejudice; (2) grant a stay of the administrative
proceeding; (3) enter an order vacating the Commission's
Notice of Contested Case Hearing; (4) award appropriate
injunctive relief to prevent further proceedings; and (5)
grant "other relief as may be
Commission moved to dismiss Hyundai's petition for lack
of subject matter jurisdiction pursuant to Tenn. R. Civ. P.
12.02(1) and for failure to state a claim upon which relief
could be granted pursuant to Rule 12.02 (6), asserting that
Tennessee Code Annotated section 4-5-322(a)(1) did not
authorize immediate judicial review of the administrative
judge's preliminary ruling and that the Uniform
Administrative Procedures Act ("UAPA") did not
authorize injunctive relief against the Commission.
Memorandum and Order entered on July 7, 2015, the trial court
held that Hyundai failed to qualify under Tennessee Code
Annotated section 4-5-322(a)(1) for immediate review and
dismissed the petition. Hyundai appeals, articulating the
1. Whether the Commission is barred by Tennessee Code
Annotated § 4-5-301(b) from deciding standing because it
is a procedural question of law.
2. Whether the Administrative Proceeding is void ab
initio because the Commission did not have jurisdiction
to initiate or proceed with it.
3. Whether exhaustion of administrative remedies is required
on a purely legal issue governed by an unambiguous statute
when the facts are undisputed and the agency has no expertise
regarding the issue.
an appeal of the chancellor's dismissal of Hyundai's
petition for lack of subject matter jurisdiction. Hyundai
contends that judicial review pursuant to Tennessee Code
Annotated section 4-5-322 is necessary because review of the