367 S.W.3d 872
Tex. App.2012Background
- Dulces Arbor and Blueberry Sales sued Casas Grandes Confections, LLC and others in El Paso County, Texas, alleging a scheme to acquire Simply Goodies assets and deprive plaintiffs of rent and other consideration.
- Casas Grandes filed a sworn special appearance claiming no Texas presence, no place of business, no Texas contracts, and limited connections via a UK partnership.
- Plaintiffs allege that the sale and foreclosure transactions involved assets in Texas, with related contracts including asset purchase, loan, and notice provisions that reference Texas addresses and law.
- Plaintiffs contend the defendants induced negotiations to sell the Texas Property and concealed their true intent to take Simply Goodies assets and operate from the Property without rent.
- Foreclosure of Simply Goodies’ assets occurred in December 2008, simultaneously with defendants’ control of the Property and use of equipment for MFF.
- The trial court denied Casas Grandes’ special appearance, and the court of appeals reviews de novo the jurisdictional ruling because no findings of fact were requested.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether the trial court properly denied the special appearance | Casas Grandes had an El Paso office and Texas contracts, showing minimum contacts. | There is no evidence of a Texas office or business; special appearance should negate jurisdiction. | Yes; specific jurisdiction exists; special appearance denied. |
| Whether Casas Grandes purposefully availed itself of Texas by contracting here | Asset purchase and loan agreements show Texas notices, addresses, and Texas choice-of-law, evidencing purposeful availment. | Addresses refer to third parties or are not evidence of actual Texas business by Casas Grandes. | Yes; contracts and Texas activities establish purposeful availment. |
| Whether the suit arises from Casas Grandes’ Texas activities | Fraud and damages relate to the purchase of Texas-based assets and notice related to the foreclosure; damages span all tortious conduct. | Claims focus on rent and equipment use, not Texas contracts. | Yes; substantial connection between Texas contacts and operative facts; claims arise from Texas activities. |
Key Cases Cited
- Retamco Operating, Inc. v. Republic Drilling Co., 278 S.W.3d 333 (Tex. 2009) (minimum contacts and fair play test for specific jurisdiction)
- American Type Culture Collection, Inc. v. Coleman, 83 S.W.3d 801 (Tex. 2002) (de novo review of special-appearance rulings; burden-shifting)
- Trigeant Holdings, Ltd. v. Jones, 183 S.W.3d 717 (Tex.App.—Houston [1st Dist.] 2005) (Texas transaction involving Texas-based assets supports jurisdiction)
- PHC-Minden, L.P. v. Kimberly-Clark Corp., 235 S.W.3d 163 (Tex. 2007) (office-in-state as factor in general jurisdiction discussion)
- Internet Advertising Group, Inc. v. Accudata, Inc., 301 S.W.3d 383 (Tex.App.—Dallas 2009) (choice-of-law provisions weight in jurisdiction analysis)