William Woischke, et al., Plaintiffs,

This opinion is nonprecedential except as provided by
Minn. R. Civ. App. P. 136.01, subd. 1(c).

STATE OF MINNESOTA
IN COURT OF APPEALS
A21-0635

William Woischke, et al.,
Plaintiffs,

Woischke Enterprises, LLC,
Appellant,

vs.

Stursberg & Fine, Inc.,
Respondent,

Henry Stursberg, et al.,
Defendants.

Filed January 31, 2022
Affirmed
Smith, Tracy M., Judge

Pine County District Court
File No. 58-CV-16-233

Christopher J. Heinz, Kirsten J. Libby, Libby Law Office, P. A., St. Paul, Minnesota (for
appellant)

Nicole M. Moen, Samuel M. Andre, Fredriks on & Byron, P.A., Minneapolis, Minnesota;
and

Daniel S. Bernheim (pro hac vice), Wilent z, Goldman & Spitzer, P.A., Philadelphia,
Pennsylvania (for respondents)

2
Considered and decided by Bryan, Pres iding Judge; Smith, Tracy M., Judge; and
Rodenberg, Judge.
NONPRECEDENTIAL OPINION
SMITH, TRACY M., Judge
In this second appeal arising from a dispute between appellant Woischke
Enterprises, LLC, and respondent Stursber g & Fine, Inc., regarding nonpayment of a
brokerage fee, Woischke challenges the district court’s denial of its motions (1) to vacate
the district court’s docketing of a Pennsylvania judgment against Woischke and in favor of
Stursberg and (2) to vacate the arbitration aw ard that was the basis for the Pennsylvania
judgment. Because we conclude that the district court did not err by affording full faith and
credit to the Pennsylvania judgment, we affirm.
FACTS
When Woischke was facing foreclosure on its mobile-home park in Pine County, it
contracted with Pennsylvani a-based Stursberg for mort gage-broker and financial-
consultant services. The parties’ contract included a binding arbitration clause providing
that “all disputes arising out of this Fee Agreement will be submitted to ADR (Alternative
Dispute Resolution) Options, Inc., . . . Philadel phia, PA.” As part of its work, Stursberg
visited Woischke’s property in Minnesota one time, but the rest of its work was performed
from Stursberg’s office in Philadelphia. Stur sberg ultimately broker ed a $4 million loan
for Woischke’s mobile-home park. The contr act required Woischke to pay Stursberg an

 Retired judge of the Minnesota Court of A ppeals, serving by appoi ntment pursuant to
Minn. Const. art. VI, § 10.
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origination fee of 1.5% of any loan amount, which amounted to $60,000 for the $4 million
loan.
After closing, Woischke informed Stursb erg that, under Minn. Stat. § 82.85 (2020),
Stursberg could not receive the originatio n fee unless Stursberg was licensed because
Minnesota required a person performing this type of work to have a license in order to
receive compensation. Stursb erg then obtained a limited broker’s license from the
Minnesota Department of Commerce. But Wo ischke still refused to pay Stursberg the
origination fee because Stursberg was not licensed at the time of the transaction.
Instead, Woischke sued Stursberg in Minn esota, seeking, among other things, to
void the contract. Stursberg commenced arbitr ation proceedings and moved the district
court to compel arbitration. The district court ordered arbitration and dismissed Woischke’s
complaint.
On appeal from that decision, this court reversed and remanded the case to district
court, holding that the contract was void and unenforceable under Minn. Stat. § 82.85
because Stursberg did not have a license. Woischke v. Stursberg & Fine, Inc., 906 N.W.2d
586, 594 (Minn. App. 2018), rev’d, 920 N.W.2d 419 (Minn. 2018). But the supreme court
vacated this court’s decision, holding that th e district court should not have dismissed
Woischke’s complaint but instead should have stayed the action pending completion of the
arbitration; the supreme court did not rule on the validity of the contract under Minn. Stat.
§ 82.85. Woischke v. Stursberg & Fine, Inc. , 920 N.W.2d 419, 420-21 (Minn. 2018). On
remand, the district court stayed the case pending arbitration.
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Arbitration was then held at ADR Options in Philadelphia. Both parties submitted
memorandums about whether Minnesota or Pennsylvania law applied. The arbitrator heard
witness testimony, and both parties made argume nts. The arbitrator th ereafter issued its
written decision, awarding Stursberg the $60,000 fee plus interest and attorney fees, for a
total of $210,925.87. The award did not further explain the reasoning for the decision.
On October 27, 2020, Stursb erg filed a petition to confirm the arbitration award and
to enter judgment in the Court of Common Pleas of Philadelphia County and served
Woischke with the petition. Woischke did not respond to the petition, challenge the court’s
jurisdiction, or bring a motion to vacate the award in Pennsylvania. The Pennsylvania court
confirmed the arbitration award and entere d judgment in favor of Stursberg on
November 12, 2020.
The same day that the Pennsylvania cour t entered judgment, Woischke filed a
motion in the Minnesota district court to vacate the arbitration award. And, on
December 16, 2020, after th e Pennsylvania judgment wa s docketed in Minnesota,
Woischke filed a motion in the district c ourt to vacate the docketing of the foreign
judgment.
In an order addressing bot h of Woischke’s motions, th e district denied both,
concluding that the arbitrati on award was not invalid and th at the Full Faith and Credit
Clause of the United States Constitution required it to recognize and enforce the
Pennsylvania judgment.
Woischke appeals the denial of both motions.
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DECISION
I. The Pennsylvania judgment must be given full faith and credit.

Woischke asserts that the district court erred by denying its motion to vacate the
docketing of the Pennsylvania judgment because the Pennsyl vania court lacked personal
jurisdiction over it and because Minn. Stat. § 82.85 bars enforcement of the Pennsylvania
judgment. Because the issue of whether the Pennsylvania judgment is entitled to full faith
and credit is a question of la w, we employ de novo review. See Blume Law Firm PC v.
Pierce, 741 N.W.2d 921, 925 (Minn. App. 2007), rev. denied (Minn. Feb. 19, 2008).
A. The Pennsylvania court had personal jurisdiction.

The United States Constitution provides that “Full Faith and Credit shall be given
in each State to the public Ac ts, Records, and judicial Proc eedings of every other state.”
U.S. Const. art. IV, § 1. Under that c onstitutional doctrine, Minnesota courts must
“recognize and enforce judgments of other states even though they could not be attained
under Minnesota law.” Matson v. Matson, 333 N.W.2d 862, 866 (Minn. 1983). A foreign
judgment cannot be “collaterally attacked on the merits.” Id. at 867.
There are, however, limited exceptions to the general rule. One exception is when
the foreign court lacked personal jurisdiction over a party. Id.1 “Minnesota courts will
uphold a foreign court’s exercise of personal jurisdiction over a nonresident defendant” if

1 In the district court, Woischke argued that the Pennsylvania cour t also lacked subject-
matter jurisdiction over the matter—another exception to the full-faith-and-credit rule. See
id. But the district court rejected that argument, and Woischke does not pursue it on appeal.
Other exceptions to the rule include that the judgment was obtained by fraud or has already
been satisfied or that a party was denied due process. See id. Woischke did not assert that
any of these exceptions applied.
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the exercise of personal jurisdiction is in “compliance with the foreign state’s law” and
does “not offend the Due Process Clause of the federal constitution.” Griffis v. Luban, 646
N.W.2d 527, 531 (Minn. 2002 ) (determining whether a fo reign court had personal
jurisdiction when the nonresident defendant did not challenge personal jurisdiction in the
foreign court). We review a district court’s determination of personal jurisdiction de novo.
Id. at 531.
Upon our de novo review of the issue, we conclude that the Pennsylvania court had
personal jurisdiction over Woischke. The Penn sylvania long-arm statute provides for
personal jurisdiction “to the fullest extent allowed under the Cons titution of the United
States and may be based on the most minimum contact with [Pennsylvania] allowed under
the Constitution of the United States.” 42 Pa. Cons. Stat. § 5322(b) (2019); see also
O’Connor v. Sandy Lane Hotel Co. , 496 F.3d 312, 316 (3d Cir. 2007). Under the federal
constitution, a party must have “certain minimum contacts” with the forum state such that
the suit “does not offend traditional notions of fair play and substantial justice.” Int’l Shoe
Co. v. Washington, 326 U.S. 310, 316 (1945). One inquiry relevant to due-process analysis
is whether the defendant’s “c onduct and connection” with th e forum state “are such that
[the defendant] should reasonably anticipate be ing haled into court” in the forum state.
World-Wide Volkswagen Corp. v. Woodson , 444 U.S. 286, 297 (1980). Additionally, a
corporation has “clear no tice that it is subject to suit” in a forum state if it “purposefully
avails itself of the privilege of conducting activities” in that state. Id. (quotation omitted).
Woischke deliberately es tablished minimum contacts when it agreed to the
arbitration clause designating ADR Options in Pennsylvania as the arbitrator and again
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when it attended and participated in th e arbitration hearing in Pennsylvania. See 42 Pa.
Cons. Stat. § 7321.27(b) (giving Pennsylvania courts “exclusive ju risdiction” to enter
judgment confirming an award that arose out of an agreement to arbitrate in Pennsylvania);
42 Pa. Cons. Stat. § 7342(a) (applying 42 Pa. Cons. Stat. § 7321.27 to common-law
arbitration); Nutrition Mgmt. Servs. Co. v. Hinchcliff , 926 A.2d 531, 537 (Pa. Super. Ct.
2007) (holding that there was no personal jurisdiction in Pennsylvania when no arbitration
transpired in Pennsylvania); Burger King Corp. v. Rudzewicz , 471 U.S. 462, 482 n.24
(1985) (noting, in a case that was brought in Florida, that an arbitration clause requiring
arbitration in Florida should have alerted the nonresident defendant that they were dealing
with the plaintiff’s Florida headquarters).2 Woischke should have anticipated that it could
be haled into Pennsylvania court for the co nfirmation of an arbitration award when it
agreed to the Pennsylv ania arbitration clause and then participated in arbitration in
Pennsylvania. See World-Wide Volkswagen Corp., 444 U.S. at 297.
Further, Woischke, whose mobile-home pa rk was in foreclosure, deliberately
reached out to Stursberg, a Pennsylvania corporation, for assistance in securing a loan. See

2 Alternatively, defendants can consent to pe rsonal jurisdiction, thus eliminating the need
to conduct a minimum-contacts analysis. See, e.g., J. McIntyre Machinery, Ltd. v. Nicastro, 564 U.S. 873, 880 (2011) (reco gnizing that parties may cons ent to personal jurisdiction).
In its brief, Stursberg argued that “it is uniform ly held that by agreeing to arbitrate in a
particular location, a party ha s consented to personal jurisd iction in that location with
respect to an action to confirm any awar d.” However, Stursberg cited no Pennsylvania
cases, and it is unclear whether Pennsylvania courts would adopt this analysis. But see Reco
Equip., Inc. v. John T. Subrick Contracting, Inc. , 780 A.2d 684, 687- 88 (Pa. Super. Ct.
2001) (holding that an arbitration clause to arbitrate in Ohio was a valid consent to personal
jurisdiction in Ohio). We do not need to determine whet her Woischke consented to
personal jurisdiction because the minimum-contacts analysis resolves the issue.
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Burger King Corp. , 471 U.S. at 479-80 (concluding th at a Florida court had personal
jurisdiction over a nonresident defendant when the defendant “deliberately” reached out to
a Florida corporation for the purchase of a franchise and the many accompanying benefits).
Woischke thus “purposefully avail[ed] itself of the privilege of conducting activities” in
Pennsylvania in order to avoid foreclosure. World-Wide Volkswagen Corp. , 444 U.S. at
297 (quotation omitted). Because Woischke purposefully es tablished minimum contacts
with Pennsylvania, the Pennsylvania court’s exercise of personal jurisdiction for the
purpose of confirming the arbitration award was proper.
B. Minn. Stat. § 82.85 does not bar en forcement of the Pennsylvania
judgment.

Woischke additionally argues that Minnesota courts cannot enforce the
Pennsylvania judgment because Minn. Stat. § 82.85 acts as a statutory bar to bringing or
maintaining an action for comp ensation for unlicensed broker services. The district court
rejected the argument. Again, we review the district court’s legal determination regarding
application of the Full Faith and Credit Clause de novo. See Blume Law Firm, 741 N.W.2d
at 925.
Section 82.85 provides as follows:
No person shall bring or mainta in any action in the courts of
this state for the collecti on of compensation for the
performance of any of the acts for which a license is
required . . . without alleging and proving that the person was
a duly licensed real estate broker . . . at the time the alleged
cause of action arose.

Woischke argues that this statute bars enforcement of the Pennsylvania judgment in
Minnesota courts. But regardless of whether section 82.85 barred Stursberg’s claim for
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compensation under the parties’ brokerage agreement—an issue we do not determine
here—under the full-faith-and-credit doctrine, Minnesota courts must enforce judgments
from other states even though they ar e not attainable under Minnesota law. See Matson,
333 N.W.2d at 866. And Wois chke cites no authority for the proposition that a state can
avoid the constitutional obligation to afford full faith and credit to another state’s judgment
by enacting a law precluding such a judgment.
Relatedly, under the full-faith-and-credit doctrine, a foreign judgment cannot be
“collaterally attacked on the merits.” Matson, 333 N.W.2d at 867. The question of section
82.85’s effect on Woischke’s obligation to pay Stursberg was an arbitrable issue and was
briefed at the arbitration. Although the arbitrator did not explain his reasoning, the fact of
the award demonstrates that the arbitrator rejected the argument that the Minnesota statute
barred Stursberg’s recovery. 3 Woischke’s challenge to that decision constitutes an
impermissible collateral attack on the merits of the foreign judgment, which confirmed the
arbitrator’s award.
Woischke’s citation to cases regarding the execution of foreign judgments is
unpersuasive. Those cases reflect the principle that, under the Full Faith and Credit Clause,
states may apply their own “modes of execution” to enforce foreign judgments. Sistare v.

3 The arbitrator could have decided that Pennsylvania law, not Minnesota law, applied; he
could have concluded that Minn. Stat. § 82.85 did not apply because Stursberg performed
its services in Pennsylvania; or he coul d have found Stursberg’s unjust-enrichment
argument meritorious. Courts must “exercise every reasonable presumption in favor of the
award’s finality and validity,” Davies v. Waterstone Cap. Mgmt., L.P. , 856 N.W.2d 711,
716 (Minn. App. 2014) (quota tions and citations omitted), rev. denied (Minn. Feb. 25,
2015), and reasonable presumptions exist here in favor of the arbitrator’s decision.

10
Sistare, 218 U.S. 1, 26 (1910). But, while stat es may use their own “time, manner, and
mechanisms for enforcing judgments,” Baker ex rel. Thomas v. Gen. Motors Corp. , 522
U.S. 222, 235 (1998), a foreign judgment is “not examinable upon its merits,” McElmoyle
ex rel. Bailey v. Cohen, 38 U.S. 312, 325 (1839). By Minnesota statute, foreign judgments
docketed in Minnesota are “enforced or satis fied” in the same ma nner as Minnesota
judgments. Minn. Stat. § 548.27 (2020). Consistent with the Full Faith and Credit Clause,
Minnesota courts may use thei r own procedures for the exec ution of a foreign judgment
docketed in Minnesota. But section 82.85 does not address Minnesota’s procedures for
enforcing a judgment. Rather, Woischke invokes the statute to challenge the merits of the
foreign judgment. This is not permitted.
Thus, the district court did not err by denying Woischke’s motion to vacate the
docketing of the Pennsylvania judgment, which must be given full faith and credit.
II. Because the Pennsylvania judgment is a fforded full faith and credit, we need
not reach the issue of the validity of the arbitration award.

Because we conclude that the district court did not err by giving full faith and credit
to the Pennsylvania judgment, we need not reach Wo ischke’s motion to vacate the
arbitration award. That motion also represents a collateral attack on the Pennsylvania
judgment, and, once again, a foreign judgment cannot be “co llaterally attacked on the
merits.” Matson, 333 N.W. 2d at 867.
Affirmed.