Cheniere Energy, Inc., Charif Souki, Individually, and Greg Rayford, Individually v. Azin Lotfi
2014 Tex. App. LEXIS 11073
| Tex. App. | 2014Background
- Azin Lotfi, former assistant general counsel at Cheniere, sued Cheniere for wrongful termination and alleged retaliation for reporting internal misconduct; she also sued CEO Charif Souki and GC/senior VP Greg Rayford for tortious interference with her employment.
- Souki and Rayford filed a motion to dismiss under the Texas Citizens’ Participation Act (TCPA), claiming Lotfi’s tortious-interference claim related to their exercise of the "right of association."
- The TCPA requires a movant to show by a preponderance of the evidence that the suit is "based on, relates to, or is in response to" protected activity; if movant meets that burden, plaintiff must rebut with clear and specific evidence of each element of the claim.
- No affidavits or extrinsic evidence were submitted by Souki and Rayford; the trial court denied their motion based solely on the pleadings, and they appealed interlocutorily.
- The appellate court examined whether the defendants met their evidentiary burden to show a qualifying communication and common interest under the TCPA’s definition of "right of association," and whether reliance on in-house counsel status sufficed.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Whether defendants met TCPA burden that Lotfi’s claim "relates to" their exercise of the right of association | Lotfi argued defendants offered no evidence of any qualifying communication or common interest; pleadings alone insufficient | Souki/Rayford argued the claim arises from internal communications about retaining/terminating counsel and thus implicates the right of association; status as in-house counsel suffices | Held: Defendants failed to meet preponderance burden; pleadings alone insufficient and no affidavit or evidence showing qualifying communication/common interest |
| Whether in-house counsel status presumptively satisfies TCPA "association" element or permits withholding evidence on privilege grounds | Lotfi: status does not establish TCPA protection; privilege claim cannot excuse meeting evidentiary burden | Defendants: communications with GC are classic attorney-client association; privilege prevents disclosure so affidavit unnecessary | Held: Rejected; dual-role counsel does not automatically invoke TCPA; privilege does not relieve movant of evidentiary burden and they could have asserted privilege in an affidavit |
| Whether the TCPA applies to private employment disputes absent public/First Amendment nexus | Lotfi: TCPA should not cover purely private employment disputes lacking public participation element | Defendants: TCPA language is broad and covers communications between individuals pursuing common interests | Held: Court emphasized TCPA’s purpose to protect constitutional public-participation rights; statute should not be read to sweep private employment decisions into TCPA absent nexus to public participation |
| Need to reach plaintiff’s tortious-interference proof once movant fails TCPA burden | Lotfi: N/A (favored outcome) | Defendants: Court should proceed to require plaintiff show elements if movant met burden | Held: Court did not reach whether Lotfi proved prima facie tortious interference because defendants did not meet initial TCPA burden |
Key Cases Cited
- Rehak Creative Servs., Inc. v. Witt, 404 S.W.3d 716 (Tex. App. Houston [14th Dist.] 2013) (describing TCPA as anti‑SLAPP and summarizing its purpose)
- Newspaper Holdings, Inc. v. Crazy Hotel Assisted Living, Ltd., 416 S.W.3d 71 (Tex. App. Houston [1st Dist.] 2013) (explaining movant’s preponderance burden under TCPA)
- Molinet v. Kimbrell, 356 S.W.3d 407 (Tex. 2011) (statutory construction principles; plain meaning/context analysis)
- Columbia Med. Ctr. of Las Colinas, Inc. v. Hogue, 271 S.W.3d 238 (Tex. 2008) (statutory interpretation: avoid constructions that render provisions meaningless)
- Fitzmaurice v. Jones, 417 S.W.3d 627 (Tex. App. Houston [14th Dist.] 2013) (discussing TCPA early-dismissal mechanism)
- Whisenhunt v. Lippincott, 416 S.W.3d 689 (Tex. App. Texarkana 2013) (construing TCPA to protect public participation and cautioning against expansive application)
- KTRK Television, Inc. v. Robinson, 409 S.W.3d 682 (Tex. App. Houston [1st Dist.] 2013) (recognizing TCPA interlocutory appeal jurisdiction)