UNITED STATES DISTRICT COURT
FOR THE DISTRICT OF COLUMBIA
ANIL KANCHARLA, et al.,
Plaintiffs,
v.
Civil Action No. 25-2346 (RDM)
FEDERAL NATIONAL MORTGAGE
ASSOCIATION,
Defendant.
MEMORANDUM OPINION
Plaintiffs, former employees of Defendant Federal National Mortgage Association
(“Fannie Mae”), bring this suit asserting discrimination and breach of contract claims concerning
the termination of their employment. See generally Dkt. 1 (Compl.). Defendant has moved to
dismiss the complaint and to compel arbitration. See Dkt. 11. Plaintiffs, in addition to opposing
that motion, have moved for an evidentiary hearing on the question whether the parties agreed to
arbitrate this dispute. See Dkt. 15. Because Plaintiffs have failed to proffer any evidence or to
identify any dispute of material fact regarding arbitrability, the Court will GRANT Defendant’s
motion to compel arbitration and to dismiss this action and will DENY Plaintiffs’ motion for a
hearing.
I. BACKGROUND
Plaintiffs are 44 former employees of Fannie Mae who allege that they were terminated
en masse on a Microsoft Teams call (virtually) attended by over 80 individuals on April 3, 2025.1
1
The complaint originally asserted claims on behalf of 66 plaintiffs, but 22 of them voluntarily dismissed their claims after the suit was filed. See Dkt. 10; Dkt. 17.
Dkt. 1 at 26–27 (Compl. ¶¶ 6–8). The complaint offers little detail on the purported basis for
their terminations, but Plaintiffs allege that they were told that “they were all being terminated
for cause for violating Fannie Mae’s Charitable Giving program for fraud.” Id. at 27 (Compl.
¶ 8). Every person terminated on the Teams call was of Indian national origin, most were Telugu
speakers, “all but a handful were over the age of 40[,] and most [were] over the age of 50.” Id.
(Compl. ¶ 10). After exhausting administrative remedies, Plaintiffs brought this suit asserting
claims for discrimination under Title VII of the Civil Rights Act, 42 U.S.C. § 2000e et seq., and
the Age Discrimination in Employment Act, 29 U.S.C. § 621 et seq., as well as claims for breach
of contract. Id. at 26, 28 (Compl. ¶¶ 1, 18–21).
Defendant moves to compel arbitration under the Federal Arbitration Act (“FAA”), 9
U.S.C. § 1 et seq. See Dkt. 11. Defendant represents that each Plaintiff agreed as part of a 2015
update to Fannie Mae’s arbitration agreement to arbitrate “any employment-related disputes.”
Id. at 2. Defendant includes several sworn declarations and other exhibits in support of the
motion. Karl Johnson, an associate in Fannie Mae’s legal department, attests that on January 21,
2015, Defendant sent an email to all employees advising them of updates to Defendant’s
arbitration program, which attached a copy of the updated arbitration agreement (the “2015
Agreement”) and informed recipients that the updated agreement would automatically take effect
on April 20, 2015. Dkt. 11-1 at 2 (Johnson Decl. ¶ 6). The email also directed employees to
click on a link to a website where they were asked to certify that they had received the 2015
Agreement and “their understanding that ‘the Mutual Arbitration Agreement will apply to me if I
continue to work at Fannie Mae and am employed by Fannie Mae on April 6, 2015.’” Id.
(Johnson Decl. ¶¶ 7–8). “After answering both questions, the employee was then asked to click
a ‘confirm’ button,” which “generated an electronic record of the employee’s responses to the
2
two questions.” Id. at 2–3 (Johnson Decl. ¶ 8). Defendant attaches as an exhibit to the Johnson
Declaration copies of the electronic records of each Plaintiff’s confirmation of the 2015
Agreement.2 Dkt. 11-1 at 17–104.
In addition, Megan M. Joseph, a director in Fannie Mae’s H.R. division, attests that eight
of the Plaintiffs signed offer letters accepting internal transfers to new positions within Fannie
Mae. Dkt. 11-2 at 1–2 (Joseph Decl. ¶¶ 3–5). Along with the Joseph Declaration, Defendant
also submits records of the eight offer letters. Those letters included the 2015 Agreement as an
attachment and specified in the body of the letter that the employee would “remain subject to
your Arbitration Agreement with Fannie Mae (attached), which requires both you and Fannie
Mae to submit claims covered by the Arbitration Agreement to final and binding arbitration.” Id.
at 4–11. The offer letters also record the electronic acceptances of each of these Plaintiffs. Id.
Plaintiffs opposed the motion to compel arbitration. See Dkt. 13. In their opposition,
they contend that the 2015 Agreement did not constitute an enforceable contract, but do not
provide any declarations, exhibits, or other evidence in support of their position. See generally
id. Instead, Plaintiffs requested a hearing “to provide additional evidence of the lack of a
meeting of the minds necessary to form a contract by way of live witness testimony,” but offered
no further details on the proposed witnesses or the nature of the proffered testimony. Id. at 5.
After Defendant’s motion to compel arbitration was fully briefed, Plaintiffs filed a separate
motion reiterating the request for an evidentiary hearing. See Dkt. 15. Plaintiffs asserted that
they “d[id] not believe they answered the two questions” concerning the 2015 Agreement
discussed in Defendant’s motion—that is, that they affirmed having received the 2015
2
Three of the Plaintiffs registered name changes with Fannie Mae since accepting the 2015 Agreement. Defendant has also filed a sworn declaration and exhibits recording those name changes. Dkt. 11-3 at 1 (Daughtry Decl. ¶¶ 3–4); id. at 4–6.
3
Agreement and their understanding that it would apply to those who were employed by Fannie
Mae on April 6, 2015—but instead believed “only that they certified that they had received the
email.” Id. at 2. Once again, Plaintiffs did not provide any documentary evidence or proffer of
the testimony they wished to present at a hearing.
Defendant’s motion to compel arbitration and Plaintiffs’ motion for an evidentiary
hearing are now before the Court.
II. ANALYSIS
“Section 2 of the [FAA] makes agreements to arbitrate ‘valid, irrevocable, and
enforceable, save upon such grounds as exist at law or in equity for the revocation of any
contract.’” AT&T Mobility LLC v. Concepcion, 563 U.S. 333, 336 (2011) (quoting 9 U.S.C. § 2).
“A motion to compel arbitration is decided on a summary judgment standard.” Dist. No. 1, Pac.
Coast Dist., Marine Eng’rs’ Ben. Ass’n, AFL-CIO v. Liberty Maritime Corp., 998 F.3d 449, 456
(D.C. Cir. 2021). Plaintiffs do not contest that the 2015 Agreement, which applies to “any and
all controversies, disputes, and/or claims asserted after the Effective Date that directly or
indirectly arise out of, or relate to, [Plaintiffs’] . . . termination of employment” subject to
exceptions not relevant here, Dkt. 11-1 at 7, would, if valid, govern this case, which involves
discrimination and breach of contract claims arising out of Plaintiffs’ termination, see Dkt. 1 at
26 (Compl. ¶¶ 2–5); see generally Dkt. 13. As a result, the only question is whether the 2015
Agreement constitutes an enforceable arbitration agreement. In addressing that question, the
Court will treat the motion to compel arbitration “as if it were a request for summary disposition
of the issue of whether or not there had been a meeting of the minds on the agreement to
arbitrate.” Aliron Int’l, Inc. v. Cherokee Nation Indus., Inc., 531 F.3d 863, 865 (D.C. Cir. 2008)
(citation modified). “The party seeking to compel arbitration must present evidence sufficient to
4
demonstrate an enforceable agreement to arbitrate,” at which point “[t]he burden then shifts to
[the] plaintiffs to show that there is a genuine issue of material fact as to the making of the
agreement.” Ruiz v. Millennium Square Residential Ass’n, 156 F. Supp. 3d 176, 179 (D.D.C.
2016) (citation modified).
Both parties reference D.C. contract law in discussing whether a valid arbitration
agreement existed, see Dkt. 11 at 4; Dkt. 13 at 3–4, and the Court will likewise assume that D.C.
law governs the question, see Osvatics v. Lyft, Inc., 535 F. Supp. 3d 1, 10 (D.D.C. 2021)
(“[W]hen deciding whether the parties agreed to arbitrate a dispute, courts apply ordinary statelaw principles that govern the formation of contracts.” (citation modified)). Under D.C. law, a
party’s intention to agree to a binding contract “can be found from written materials, oral
expressions and the actions of the parties.” Duffy v. Duffy, 881 A.2d 630, 637 (D.C. 2005).
As discussed above, Defendant argues that Plaintiffs manifested an intent to be bound by
the 2015 Agreement by, in response to an email describing (and attaching) the 2015 Agreement,
certifying that they understood that the Agreement “will apply to me if I continue to work at
Fannie Mae.”3 Dkt. 11 at 3; see Dkt. 11-1 at 2 (Johnson Decl. ¶ 8). Plaintiffs do not dispute the
3
There appears to be one (small) discrepancy concerning the effective date of the 2015 Agreement. The January 2015 email sent to Fannie Mae employees reports that the 2015 Agreement would go into effect on April 20, 2015, and would apply “to all employees who are employed on that date.” Dkt. 11-1 at 6. The 2015 Agreement itself likewise states that it would become effective April 20, 2015, and would apply to an employee “employed by Fannie Mae on that date (the ‘Effective Date’).” Id. at 7. That same date was included in an information page and a “Frequently Asked Questions” document posted on the Fannie Mae intranet. Id. at 14–15. And the first of the two questions sent to employees asked them to certify that they had received the 2015 Agreement, which “becomes effective on April 20, 2015, for all individuals employed by Fannie Mae as of that date.” E.g., id. at 17. The second of the two questions, however, asked the employee to certify their understanding that the arbitration agreement “will apply to me if I continue to work at Fannie Mae and am employed by Fannie Mae on April 6, 2015.” Id.; see also id. at 2 (Johnson Decl. ¶ 8). Any possible ambiguity as to the precise effective date of the 2015 Agreement—which is not raised in Plaintiffs’ briefs—is immaterial to this case, which
5
factual accuracy of Defendant’s description of the email, the 2015 Agreement, or the questions
answered by Plaintiffs, let alone support any asserted disagreement with any evidence. See
generally Dkt. 13. The only specific deficiency in the record identified by Plaintiffs is that
Defendant has not provided an “exhibit that depicts the questionnaire that was actually
propounded to Plaintiffs.” Id. at 2. Defendant, however, has submitted a sworn declaration
attesting to the text of the questions sent to Plaintiffs, Dkt. 11-1 at 2–3 (Johnson Decl. ¶ 8), and
electronic records of each Plaintiff’s response which, according to the Johnson Declaration, also
include the questions that Plaintiffs answered. Id. at 2–4 (Johnson Decl. ¶¶ 8–9, 13–14); see also
id. at 17–104. Plaintiffs have offered no contradictory evidence of any sort. There is,
accordingly, no dispute on the current record that every Plaintiff affirmatively answered the two
questions as Defendant described them.
That leaves Plaintiffs’ argument that their consent to the 2015 Agreement nonetheless
failed to create a binding contract because Plaintiffs only “acknowledge[d] that they received the
emails” rather than agreeing to be bound.4 Dkt. 14 at 3–4. The D.C. Circuit recently addressed a
similar question of contract formation in Apprio, Inc. v. Zaccari, 104 F.4th 897 (D.C. Cir. 2024).
In that case, Zaccari, an employee of Apprio, received through Apprio’s H.R. portal a proposed
agreement concerning intellectual property rights the preamble of which read “I hereby agree as
set forth herein” and that concluded “I acknowledge and agree that the language herein shall be
deemed to be approved by all parties hereto.” Id. at 904–05. After opening the document,
concerns alleged employment actions taken in 2025, a decade after the two dates at issue. See Dkt. 1 at 26 (Compl. ¶ 3).
4
Plaintiffs do not offer any argument that the eight employees who separately acknowledged and accepted the revised arbitration agreement as part of their internal transfers to new positions at Fannie Mae did not thereby assent to arbitrate this case in addition to (and regardless of) the effect of the 2015 email. See Dkt. 11 at 3 n.4.
6
Zaccari clicked a button labeled “Acknowledge,” which “was the only option on the computer
screen available for closing the window.” Id. at 905 (citation modified). The D.C. Circuit held
that “Zaccari’s ‘acknowledgment’ of the Agreement formed a contract.” Id. at 907. First, the
acknowledgment counted as an electronic signature under the E-Sign Act, 15 U.S.C. § 7001(a).
Id. And second, and more fundamentally, intentionally clicking the “Acknowledge” button was
“necessarily also an admission that he intended to sign the Agreement” and objectively
manifested his intent to be bound. Id. Although Zaccari argued that merely acknowledging the
(proposed) agreement did not amount to assent, the D.C. Circuit rejected that position. As the
court explained, “[t]he law is clear that the word ‘accept’ is not necessary to the formation of a
contract” and, if Zaccari had not wished to be bound, he ought to have closed the window rather
than “click[ing] the ‘Acknowledge’ button and manifest[ing] an acceptance that he now clearly
regrets.” Id. at 908.
Plaintiffs’ assent to the contract in this case is, if anything, even more unequivocal. They
were sent copies of the 2015 Agreement, which stated that they (and Fannie Mae) “agree[d] to
resolve any and all claims covered by this Agreement . . . through final and binding arbitration,”
and that, as current Fannie Mae employees, they “agree[d] that [their] continuing employment on
or following the Effective Date, along with Fannie Mae’s promise to arbitrate all Covered
Claims against you[] constitutes sufficient consideration for this Agreement, and that you and
Fannie Mae are bound by its terms.” Dkt. 11-1 at 7. They then certified their receipt of the 2015
Agreement and their acknowledgement that the Agreement would apply “if I continue to work at
Fannie Mae and am employed by Fannie Mae” on the effective date. Id. at 2 (Johnson Decl.
¶ 8). By receiving and being given an opportunity to review a document that, by its plain text,
constituted a binding arbitration agreement, and then acknowledging both their receipt of the
7
2015 Agreement and their understanding of its applicability, each Plaintiff provided an
“‘objective manifestation’ of his intent to be bound” by the 2015 Agreement. Zaccari, 104 F.4th
at 907 (citation modified) (quoting Dyer v. Bilaal, 983 A.2d 349, 357 (D.C. 2009)). That
suffices to form a binding arbitration agreement. “If [Plaintiffs] did not wish to be bound by
[D]efendant’s contract, [they] should have sought other employment.” Martin v. Citibank, Inc.,
567 F. Supp. 2d 36, 43 (D.D.C. 2008).
The Court will therefore grant the motion to compel arbitration and, for the same reasons,
deny Plaintiffs’ motion for an evidentiary hearing on the issue. An evidentiary hearing or
another separate proceeding (such as a trial) may be needed when there is a genuine dispute of
material fact as to the arbitration agreement. See Abadi v. Nat’l R.R. Passenger Corp., No. 22-cv-3684, 2024 WL 1344403, at *2 (D.D.C. Mar. 29, 2024) (citing Jin v. Parsons Corp., 966 F.3d
821, 827 (D.C. Cir. 2020)); see also Samra v. Shaheen Bus. & Inv. Grp., Inc., 355 F. Supp. 2d
483, 493 (D.D.C. 2005). As explained above, Plaintiffs, who have declined to submit a single
iota of evidence in support of their position, have not rebutted Defendant’s submissions by
“show[ing] that there is a genuine issue of material fact as to the making of the agreement.”
Ruiz, 156 F. Supp. 3d at 179. Nor have Plaintiffs, in either their opposition to the motion to
compel arbitration or their separate motion for an evidentiary hearing, requested any discovery or
represented that they are unable to “present facts essential to justify [their] opposition” to
Defendant’s motion absent “time to obtain affidavits or declarations or to take discovery.” Fed.
R. Civ. P. 56(d). On this posture, Plaintiffs’ general request to present unspecified witness
testimony is not enough to merit further proceedings.
Finally, having granted Defendant’s motion to compel arbitration, the Court will also
grant its motion to dismiss the case. Plaintiffs have not requested that the Court alternatively
8
stay the case pending arbitration, or otherwise opposed Defendant’s motion to dismiss the case in
the event that the Court concludes that the claims are properly subject to arbitration. See Dkt. 14
at 6; Gonzales v. Grubhub Holdings, Inc., No. 23-cv-1650, 2023 WL 6037126, at *2–3 (D.D.C.
Sep. 14, 2023) (granting motion to dismiss after determining the case was subject to arbitration);
Martin, 567 F. Supp. 2d at 45–46 (same).
CONCLUSION
For the foregoing reasons, the Court will GRANT Defendant’s motion to compel
arbitration and to dismiss, Dkt. 11, and will DENY Plaintiffs’ motion for an evidentiary hearing,
Dkt. 15.
A separate order will issue.
/s/ Randolph D. Moss
RANDOLPH D. MOSS
United States District Judge
Date: July 24, 2026
9