Christoph Henkel v. Emjo Investments, Ltd. and H.J. Von Der Goltz, 01-14-00703-CV

Background

Investors sued nonresident director Christoph Henkel for conspiracy to defraud in connection with NC12, a Texas-based company, alleging meetings and board conduct in furtherance of a scheme that injured Texas investors.
Henkel filed a special appearance asserting lack of personal jurisdiction and submitted an affidavit denying Texas contacts (no travel, investments, or litigation in Texas; denied board service).
Investors submitted evidence (Kimball affidavit, corporate records) showing Henkel visited Houston twice to meet with co-defendant Sydow, owned NC12 shares, served on NC12/TSI boards, and participated in litigation, undermining Henkel’s affidavit.
Bankruptcy Judge Isgur found some claims derivative to the bankruptcy estate but remanded direct fraud and conspiracy claims to state court; the appellate opinion treated the operative facts as centered in Texas.
The Court of Appeals denied Henkel’s rehearing claim, concluding the trial court could reasonably find Henkel purposefully availed himself of Texas and that his Texas contacts were substantially connected to the operative facts of the litigation.

Issues

Issue	Plaintiff's Argument (Investors)	Defendant's Argument (Henkel)	Held
Whether specific jurisdiction exists over Henkel based on his Texas contacts	Henkel’s meetings in Houston and board service are purposeful acts substantially connected to Texas-based fraud/conspiracy	Jurisdiction cannot rest on a "mere meeting" or alleged conspiracy; contacts are insufficient and unrelated to elements of fraud	Court: Contacts (meetings + board service + other evidence) are purposeful and, taken together, sufficiently related to the operative facts to support specific jurisdiction
Whether conspiracy allegations alone may be used to impute co-conspirator contacts	Conspiracy allegations plus Henkel’s own forum acts (meetings in Texas) justify jurisdiction without imputing others’ contacts	Cannot rely solely on effects of a conspiracy or impute co-conspirator contacts to confer jurisdiction	Court: Does not impute; finds Henkel’s own Texas contacts purposeful and tied to the conspiracy claims (consistent with National Indus.)
Application of the fiduciary-shield doctrine to bar jurisdiction based on board service	Investors: Board service may be a relevant contact where individual liability for tortious acts is alleged	Henkel: Board membership alone should be shielded if actions were in representative capacity	Court: Fiduciary shield inapplicable to specific jurisdiction for alleged individual torts; board service is a relevant contact given alleged individual liability
Proper test for "arising from" — substantive relevance vs. substantial connection	Investors: Contacts need only be substantially connected to operative facts (not strictly elements)	Henkel: Jurisdiction requires forum-related contacts that are substantively necessary to prove the claim (e.g., misrepresentation/reliance in Texas)	Court: Follows Moki Mac — uses substantial-connection test; rejects narrow substantive-relevance approach and finds Henkel’s contacts substantially connected to operative facts

Key Cases Cited

Nat'l Indus. Sand Ass'n v. Gibson, 897 S.W.2d 769 (Tex. 1995) (conspiracy alone cannot supply jurisdiction; must assess defendant’s own purposeful contacts)
Moki Mac River Expeditions v. Drugg, 221 S.W.3d 569 (Tex. 2007) (adopts "substantial connection" test for whether forum contacts "arise from" the claim)
Moncrief Oil Int’l, Inc. v. OAO Gazprom, 414 S.W.3d 142 (Tex. 2013) (forum meetings can supply jurisdiction where the physical act is central to the claim; focus on quality/nature of contacts)
BMC Software Belgium, N.V. v. Marchand, 83 S.W.3d 789 (Tex. 2002) (examines nexus between contacts and dispute but predates Moki Mac’s clarification)
Walden v. Fiore, 134 S. Ct. 1115 (U.S. 2014) (jurisdictional inquiry focuses on defendant’s forum contacts, not plaintiff’s location)