Oxy USA Inc. v. Quintana Production Co.
79 So. 3d 366
| La. Ct. App. | 2011Background
- OXY USA, Inc. sued Quintana Production Co. and numerous insurers for contribution/indemnity over Brownell property contamination stemming from oil-and-gas operations.
- OXY alleged Quintana (and related entities) operated on Brownell property under a 1979 Farmout/Operating Agreement and a 1981 Operating Agreement.
- Quintana Production and Quintana Petroleum allegedly dissolved in Texas; insurers moved to dismiss via peremptory exceptions for no right of action based on dissolution.
- OXY amended its petition to add Quintana Petroleum and Corbin J. Robertson, Jr. (as independent executor) and asserted insurers covered Quintana entities’ liability.
- Texas dissolution statutes (Survival/Peremption framework) and Louisiana Direct Action Statute (RS 22:1269) framed the procedural viability of direct action against insurers.
- Trial court sustained all no-right-of-action/dismissal exceptions; related writs and appeals followed, with the First Circuit reviewing the sufficiency of direct-action rights and dissolution-law effects.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Can corporate status be decided on no right of action? | OXY argues dissolution evidence is improper at no-right-of-action hearing. | Insurers contend dissolution proof is admissible to defeat rights. | Admissible; dissolution evidence properly considered. |
| Did OXY's suit meet Direct Action Statute requirements? | OXY maintains procedural right to sue insurers exists where substantive action against insured exists. | Insurers argue direct action hinges on extinguished substantive claims under dissolution. | Yes; OXY satisfied direct-action requirements. |
| Can plaintiff sue insurer of a dissolved Texas corporation? | OXY asserts procedural direct action may proceed absent continuation of dissolved entity. | Texas survival/peremption rules extinguish claims after dissolution absent known-claim notice. | OXY time-barred; claims extinguished; no right of action against insurers for Quintana entities. |
| Does insurer immunity extend when insured presents a personal defense? | Marcel explains insurer not immune where defense is personal to insured. | Texas-Louisiana convergence supports insurer immunity under dissolution peremption. | No broader insurer immunity; issue unresolved against Robertson-singled insurers; addressed by partial remand. |
Key Cases Cited
- Marsh Engineering, Inc. v. Parker, 883 So.2d 1119 (La.App. 3 Cir. 2004) (admissibility of dissolution evidence at no-right-of-action hearings)
- Green v. Auto Club Group Insurance Co., 24 So.3d 182 (La. 2009) (Direct Action Statute permits action against insurer when substantive action exists)
- Cacamo v. Liberty Mutual Fire Insurance Co., 764 So.2d 41 (La. 2000) (direct action viability when insured’s liability exists)
- Descant v. Administrators of Tulane Educational Fund, 639 So.2d 246 (La. 1994) (direct action context and procedural rights)
- State Board of Ethics v. Ourso, 842 So.2d 346 (La. 2003) (distinguishes peremption vs prescription for time limits)
- Leviathan Gas Pipeline Co. v. Texas Oil & Gas Corp., 620 So.2d 415 (La.App. 3 Cir. 1993) (Texas law as governing on survival after dissolution)
- Martin v. Texas Woman's Hospital, Inc., 930 S.W.2d 717 (Tex.App.-Houst. 1996) (survival statute vs. limitations; three-year survival period context)
- Marcel v. Delta Shipbuilding Co., 45 So.3d 634 (La.App. 4 Cir. 2010) (pre-1969 dissolution regime; insurer direct action permitted where not extinguished)