Oscar Leo Quintanilla v. Andrew Bradford West, 534 S.W.3d 34

Background

West served as CEO for businesses owned by Quintanilla and entered a 2014 Commodity Trading Agreement (CTA) with a secured note and all-assets security agreement; West incurred large trading losses (50% share ≈ $7M; note capped at $5M).
On March 1, 2015 West executed a Purchase Agreement conveying assets to Quintanilla; the Purchase Agreement did not mention the CTA debt or expressly discharge it.
After West’s termination, Quintanilla filed UCC-1 financing statements and recorded a memorandum of the CTA Security Agreement to perfect a security interest in West’s assets (including mineral interests).
West sued seeking a declaratory judgment that the CTA debt was satisfied and alleging slander of title and fraudulent lien claims based on the Financing Statements; West relied on handwritten notations on CTA documents and extrinsic evidence asserting the debt was paid/forgiven as part of the Purchase Agreement.
Quintanilla moved to dismiss under the Texas Citizens Participation Act (TCPA), supported by an affidavit saying the CTA debt was not discharged and the filings were made to protect his security interest amid imminent litigation.
Trial court found the TCPA applied but concluded West had established a prima facie case; on appeal the Fourth Court of Appeals reversed, holding the TCPA applied and West failed to present admissible clear-and-specific evidence for the essential element that the Financing Statements were false.

Issues

Issue	Plaintiff's Argument (West)	Defendant's Argument (Quintanilla)	Held
Whether filing financing statements is protected activity under TCPA (free speech/right to petition)	The filings were private collection acts not related to public concern or petition	Filings are communications giving public notice of encumbrances and were made in anticipation of litigation, so protected	Held: TCPA applies — filings were both free-speech (matter of public concern re: property in marketplace) and petitioning (pertained to impending litigation)
Whether West established a prima facie case of slander of title	The Purchase Agreement and contemporaneous conduct (handwritten notes, file folder) show CTA debt was discharged, so filings were false and made with malice causing special damages	Extrinsic evidence contradicts the unambiguous Purchase Agreement and is barred by the parol evidence rule; defendant had reasonable belief in the lien	Held: West failed — parol evidence barred; without admissible evidence there is no proof the Financing Statements were false, so no prima facie case
Whether financing statements constituted fraudulent liens under statute and common law	Filings were knowingly groundless/fraudulent because CTA debt had been satisfied	Filings were proper to protect and perfect an undisputed security interest; not groundless	Held: West failed to present clear-and-specific evidence of falsity/knowledge, so claims fail under TCPA step two
Whether trial court erred by denying TCPA dismissal and whether movant entitled to fees	Trial court properly found prima facie evidence; dismissal improper	Trial court erred; dismissal required and movant entitled to fees/costs	Held: Court reversed denial, remanded for dismissal and award of fees/costs to Quintanilla

Key Cases Cited

In re Lipsky, 460 S.W.3d 579 (Tex. 2015) (TCPA three-step burden-shifting framework and "clear and specific evidence" standard)
Lippincott v. Whisenhunt, 462 S.W.3d 507 (Tex. 2015) (statutory interpretation principles)
Molinet v. Kimbrell, 356 S.W.3d 407 (Tex. 2011) (statutory interpretation precedent)
TGS-NOPEC Geophysical Co. v. Combs, 340 S.W.3d 432 (Tex. 2011) (textual analysis of statutes)
Matagorda Cty. Appraisal Dist. v. Coastal Liquids Partners, L.P., 165 S.W.3d 329 (Tex. 2005) (public-records/notice principles)
ERI Consulting Eng’rs, Inc. v. Swinnea, 318 S.W.3d 867 (Tex. 2010) (parol evidence rule and collateral agreements)
Hubacek v. Ennis State Bank, 317 S.W.2d 30 (Tex. 1958) (parol evidence rule limitations)
Serafine v. Blunt, 466 S.W.3d 352 (Tex. App.—Austin 2015) (filing lis pendens as petitioning activity under TCPA)