OPINION
In this accelerated appeal, Appellants Jorge Zaragosa Fuentes, Rodrigo Mendoza Delagado; and Jose Chaparro Amparan ask this Court to dissolve a temporary injunction requiring them to turn over certain financial documents allegedly located in El Paso, Texas, to Union de Pasteuriza-dores de Juarez (UPJ), a Mexican corporation, pending trial on a conversion claim brought by UPJ.
We will affirm the trial court’s temporary injunction order.
BACKGROUND
Factual History
This battle for documents arises out of a larger dispute between two brothers, both of whom seek to control UPJ, a dairy in Mexico that at one time operated plants in the cities of Mexicali and Guadalajara. Pedro Zaragosa is president of UPJ; his brother Jorge Zaragosa is a shareholder.
UPJ maintains that by Mexican law, the company was required to keep its corporate records at its plant in Mexicali. UPJ alleges that in November 2012, shareholding brother Jorge Zaragosa unlawfully took control of the Mexicali plant. Thereafter, in November 2012 and November 2013, UPJ accountant Oscar Holguin Rojas, who was responsible for checking UPJ’s accounting on a monthly and annual basis, attempted to enter the Mexicali plant to retrieve financial records. He was denied entry both times. In 2013, UPJ’s Guadalajara plant ceased operations.
In April 2015, the Servicio de Adminis-tración Tribuatria (SAT)—the Mexican equivalent of the United States Internal Revenue Service—ordered an audit of UPJ’s finances from fiscal year 2013. UPJ alleges that the relevant financial documents needed to comply with the SAT audit had been located in the Mexicali plant, but subsequently went missing. In December 2015, UPJ obtained a search warrant to enter the Mexicali plant in search of its financial records. No records were found.
On January 12, 2016, UPJ accountant Holguin met with Jorge Zaragosa, his associates Chaparro and Mendoza, and others in El Paso, Texas, to discuss the records. All parties agree that Appellants did not produce the records at that meeting. As discussed in further detail below, the parties diverge on the issue of whether
Procedural History
On April 7, 2016, UPJ brought a conversion action and a temporary restraining order against Appellants in the 41st District Court of El Paso County, Texas. Thereafter, UPJ filed an application for a temporary injunction. At the injunction hearing, Mendoza and Chaparro both testified that they did not have the documents, and they denied ever stating to Holguin at the January meeting that they had the documents. Chaparro admitted that he understood which documents were at issue based on the petition filed by UPJ, but he continued to deny possessing any documents. On rebuttal, accountant Holguin testified that Appellants told him that they were in possession of the documents. Hol-guin further testified that he made a recording of that meeting on his cell phone. In excerpts Holguin played during the hearing, a man Holguin identified as Mendoza acknowledged having possession of the documents and appeared to suggest that the documents would be returned in exchange for Pedro Zaragosa relinquishing control of UPJ.
At the end of the hearing, the trial court orally stated that it found the testimony of UPJ’s witnesses to be credible and the testimony of Appellants’ witnesses not to be credible. The trial court then issued an injunction order, which stated in relevant part:
ACCORDINGLY, IT IS HEREBY ORDERED as follows:
1. That' Defendants Jorge Zaragosa, Rodrigo Mendoza and Jose Luis Chaparro and their agents, servants, representatives, employees, and all those working in concert with them are hereby enjoined from altering, destroying, modifying, hiding, withholding or otherwise failing to produce forthwith all business records of Plaintiff and Defendants are hereby enjoined from denying Plaintiff and its agents, employees, and/or contractors from having immediate possession of, and unfettered access to all data, information and records, constituting the business records of the Plaintiff, and the Court hereby mandates that Defendants immediately (not less than 48 hours from the date and time of received service or actual notice of this order) surrender to Plaintiff all records described and listed on the attachment to this Order, which is incorporated by reference for all purposes at Exhibit ‘A.’
This Order shall be effective upon the filing of a bond in the amount of $2,000.00 payable to the the [sic] Defendant, or the deposit of cash or equivalent in the same amount to be held in the funds registry of the District Clerk.
The trial court accepted a $2,000 cash deposit in lieu of an executable bond instrument. This appeal followed.
DISCUSSION
On appeal, Jorge Zaragosa, Mendoza, and Chaparro urge us to reverse the trial court’s temporary injunction order for six reasons. In Issue One, Appellants maintain that UPJ cannot establish a probable right of recovery because the company’s cause of action for conversion would be barred by the statute of limitations at trial. In Issue Two, Appellants assert that UPJ failed to establish the irreparable injury element necessary to obtain an injunction because the company could be adequately compensated after trial with money damages, rendering equitable relief inappropriate. In Issues Three and Pour, Appellants
None of Appellants’ points warrant reversal.
Standard of Review and Applicable Law
A temporary injunction is an ex-. traordinary equitable remedy whose purpose is to “preserve the status quo of the litigation’s subject matter pending a trial on the merits.” Butnaru v. Ford Motor Co.,
Temporary injunctions do not issue as a matter of right. Butnaru,
We note that when a trial judge issues a temporary injunction pending trial, there is not yet a final judgment at bar, meaning the injunction order is interlocutory. This Court may entertain appeals of interlocutory orders only when specifically authorized by statute. Yardeni v. Torres,
Issue One:
Does UPJ Have a Probable Right to Recover on Its Conversion Action?
We begin with whether UPJ has a probable right to recover on its conversion action. In Issue One, Appellants assert that the trial court erred in granting UPJ a temporary injunction because the two-year statute of limitations for conversion
“We recognize that courts are often particularly careful when it comes to the element of ‘probable right of recovery,’ sometimes referred to as ‘likelihood of success on the merits,’ because, by its plain language, this element seems to infringe upon two well-engrained judicial prohibitions: against advisory opinions and against forming opinions about the merits of the case before the conclusion of the evidence.” Intercontinental Terminals Co., L.L.C. v. Vopak N. Am., Inc.,
In Yardeni v. Torres, this Court summarily declined to address a statute of limitations argument raised on an interlocutory temporary injunction appeal, stating that we believed we would “stray beyond our statutory mandate and render an advisory opinion” on the merits by addressing the limitations argument. See
Issue One is dismissed for want of jurisdiction.
Does UPJ Have an Adequate Remedy at Law?
In Issue Two, Appellants assert that UPJ did not establish that it would suffer an irreparable injury worthy of an equitable remedy -because UPJ could be adequately compensated at law through monetary damages. We disagree.
“The general rule at equity is that before injunctive relief can be obtained, it must appear that there does not exist an adequate remedy at law.” [Internal citations and quotation marks omitted]. Butnaru, 84 S.W.3d at 210. “The party requesting the injunction has the burden to establish that there is no adequate remedy at law for damages.” Reach Grp., L.L.C. v. Angelina Grp.,
In the context of this particular case, the operative question is this: if the status quo of the documents changes in the interim period preceding trial, would monetary damages awarded after trial make UPJ whole to the same extent as a preliminary injunction that preserves the status quo?
The answer here is no.
Appellants allege that the evidence conclusively establish that UPJ’s damages are money damages resulting from potential tax penalties in Mexico, and that no other testimony would establish a non-monetary injury to UPJ. Thus, even if the documents are not turned over in time to comply with the audit, UPJ can still be made whole after trial by receiving damages equivalent to whatever the SAT penalty will be. We doubt that posh-trial damages equivalent to whatever fines UPJ incurs would be “as complete, practical, and efficient to the prompt administration of justice” as simply allowing UPJ to have access to the documents to comply with a pending government audit until ultimate title to the
UPJ showed the potential for irreparable harm and the lack of an adequate remedy at law. Issue Two is overruled.
Issue Three;
Does UPJ Allege Only Speculative, Non-Immediate Harm?
In an issue closely related to irreparable harm, Appellants argue in Issue Three that UPJ’s assertion that it would suffer immediate harm is speculative at best. Essentially, Appellants maintain that even if the threat of a SAT audit could constitute irreparable harm, the actual likelihood of enforcement action against UPJ is too low and too conjectural at this point in time to warrant the issuance of temporary injunctive relief in this case. We again disagree.
“The injury to be prevented by the granting of a temporary injunction is an immediate injury and not merely an injury that may arise at some point in the future.” Crawford Energy, Inc. v. Tex. Indus., Inc.,
In support of their argument, Appellants point to testimony from UPJ account Hol-guin. At the temporary injunction hearing, Holguin testified that UPJ’s failure to comply with the SAT audit could result in 500 million pesos’ worth (approximately $12 million) of tax consequences. Holguin added that Mexican tax authorities could potentially raise that amount by applying late fees and penalties. The lynchpin of Appellants’ argument is that because Hol-guin said that UPJ’s tax liability could be 500 million pesos or it could be more than that once late fees are assessed, UPJ’s claim of harm is conjectural and speculative.
This argument is entirely unavailing.
Appellants’ quibbles over the full extent of the harm that could befall UPJ as a result of the SAT audit do not undercut the trial court’s ruling or otherwise void the injunction. The heart of the issue is whether UPJ established the potential for immediate harm. Holguin’s testimony establishes with reasonable certainty that UPJ is not pursuing an injunction out of some attenuated “fear and apprehension” of a future injury; UPJ is under audit by the SAT, and harm will befall UPJ in the form of tax penalties if the documents and information contained therein are not provided to Mexican tax authorities. At the hearing, Appellants presented no evidence to the contrary. The fact that the ultimate amount UPJ may owe is in dispute and may change as time progresses does not make UPJ’s fear of immediate harm conjectural. We reject this argument outright.
In a more compelling alternate subpoint, Appellants assert in their brief that the SAT audit has, in fact, been sus
UPJ established that its fear of immediate irreparable harm was well-founded, not speculative or conjectural. Issue Three is overruled.
Issue Four:
Were the Trial Court’s Findings Supported by Evidence?
In a catch-all point, Appellants broadly assert in Issue Four that the trial court’s findings in the temporary injunction order are conclusory and not supported by facts. We construe this issue as raising a legal sufficiency challenge, with Appellants attacking three specific sets of fact-findings underpinning the order. However, we reject those attacks, as the specific fact-findings Appellants identified have either already been disposed of earlier in this opinion or else are unnecessary to the resolution of this appeal.
First, in sub-point (a), Appellants complain that “UPJ (lid not present any evidence to establish that ... UPJ would likely prevail on the merits as previously argued[.]” However, Appellants’ coordinately-briefed appellate point dealing with likelihood of success on the merits (Issue One) frames the issue entirely in terms of the statute of limitations. As we stated .in Issue One, we would not reach the limitations issue at this stage of litigation; it is not ripe for our review. To the extent that Appellants are arguing beyond the scope of the limitations issue and suggesting more broadly that UPJ failed to establish the element of likelihood of success on the merits with legally sufficient evidence, the issue is waived for lack of adequate appellate briefing.
The remaining two sets of fact-findings at issue deal with extraneous findings made by the trial court with respect to potential business interruption and interference. In sub-point (b), Appellants complain that UPJ never provided competent evidence to show that “absent injunc-tive relief, UPJ would suffer immediate and irreparable harm and damage through the loss of customers, damage to its business relationships with clients, benefit providers, vendors, loss of good will, and that its business reputation would be permanently injured[.]” In sub-point (c), Appellants maintain that there is no evidence to
We need not reach the merits of these complaints, either. This Court does not need to address every alternative ground stated in an order if one meritorious ground would uphold the entire order. See State v. Ninety Thousand Two Hundred Thirty-Five and no cents in U.S. Currency ($90,235.00),
Issue Four is overruled.
Issue Five;
Was the Trial Court’s Temporary Injunction Order Sufficiently Clear as Required by TexH.Civ.P. 683?
“An injunction must be definite, clear, and concise, leaving the person enjoined in no doubt about his duties, and should not be such as would call on him for interpretations, inferences, or conclusions.” Vaughn v. Drennon,
Attachment A to the temporary injunction order, which mirrors the English translation of the Spanish-language list of documents identified by UPJ, commands Appellants to turn over several documents. Appellants complain about the following documents in their brief: .
a. Monthly statements of UPJ’s financial situation (Balance Sheets);
b. Monthly verification balances;
c. Monthly auxiliary statements from the greatest of all verification balances’ accounts and subaccounts;
d. Income, expenses and Daily policies, as well as supporting documents;
e. Copy of accounting programs and other auxiliary programs;
f. Register of tax invoices, issued and received in printed and electronic form;
g. Personnel files;
h. Inspections or review by the Ministry of Labor <& Social Welfare (Se-cretaria del Trabajo y Prevision Social ‘SIPS’), IMSS, State Government, and INFONAVIT;
i. Reports of work accidents and work disability risks;
j. Certified copies of real estate deeds;
k. Determination of certificates of ISR (‘Impuesto Sobre la Renta’) and IVA (‘Impuesto al Valor Agregado’) withheld and the corresponding amounts in cash to make the payment;
l. Certificates and calculations of provisional payments to ISR, IVA, IEPS, and IETU (‘Impuesto Empresarial a Tasa Unica’);
m. Determination of certificates of credible and payable IEPS (Im-puesto Especial Sobre Producción y Servicios);
n. All records of contingent liabilities;
o. Reviews from federal, state, of municipal authorities that have been attended, ongoing, and/or pending; and
p. Original and executed copies of all contracts, agreements, or arrangements of any kind with any and all unions or organized labor group, including CCT, with any individual workers, suppliers, creditors, service providers, and internal labor regulators. [Emphasis in orig.].
Appellants contend that this list is “confusing” and “difficult to understand.” But UPJ counters that the testimony of Appellant Chaparro belies these complaints. When asked directly at the hearing, Cha-parro testified that he understood which documents were at issue:
Q. Would you, please turn to page 4 of that document, the Temporary Restraining Order, sir? Would you please take a few minutes—as you see Exhibit A to the Temporary Restraining Order, would you, please read each item of documents that are identified on that piece of paper? And it runs from page 4 to page 7, sir.
A. Well, they are in English. I don’t understand them very well. But if they were in Spanish, it would be better.
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Q. Okay. You read this document, and you understood what they were requesting from you. Do you understand that? A. Well, yes, I do understand it, of course, but I don’t have anything.
We are satisfied that under the circumstances the list is objectively specific to put Appellants on notice of what ’they are required to produce, and that Appellants subjectively understand what documents they are required to produce.
Appellants also argue that the injunction is void because it requires them to produce both the originals of documents and any copies. In support of this contention, Appellants cite In re Houston,
Houston is distinguishable both because we aré not dealing with the heightened quasi-criminal standard applicable to contempt proceedings in this case, and because the temporary injunction order in this case is clear as to which items are required to be originals and which items are required to be copies. Appellants complaints about the vagueness of the list do not merit appellate reversal.
Issue Five is overruled.
Issue Six:
Did the Trial Court Err by Having UPJ Pay Bond Money Earmarked for the Defendants into the District Clerk’s Registry Instead of Making a Bond Payable Directly to the Defendants?
Finally, in Issue Six, Appellants contend the injunction order is void be
Issue Six is overruled.
CONCLUSION
Appellants have failed to show any error warranting appellate reversal of the temporary injunction order. The judgment of the trial court is affirmed.
Notes
. Although this case involves a Mexicán corporation as plaintiff and actions that take place substantially in Mexico, we are satisfied that this Court and the court below have both personal and subject-matter jurisdiction. See Juarez v. Tex. Ass’n of Sporting Officials El Paso Chapter,
. See Tex.Civ.Prac.&Rem.Code Ann. § 16.003(a)(West 2017).
. In any event, even if we were incorrect in Yardeni and we can theoretically consider statute of limitations issues as part of our probable right to relief analysis in straightforward cases, we would still overrule Issue One in this case because the limitations issue here is so complex and so enmeshed with the merits issue that there is a bona fide issue as to ultimate relief, making interlocutory resolution of this question is inappropriate.
UPJ did not need to conclusively establish that its cause of action accrued during the statute of limitations period to obtain the temporary injunction; rather, UPJ needed only to provide evidence "tending to sustain” a find